By Peter Feyl, Ursula Rath, Denisa Lazarescu
Schoenherr, acting as lead counsel for the financing, successfully advised Aves One AG (“Aves”) on the financing of the acquisition of the NACCO/CIT Group. On 1 October 2018, Aves closed the NACCO/CIT Group transaction by acquiring 100% of NACCO Luxembourg S.à r.l. with around 4,400 freight cars, which will be managed by renowned Swiss freight car lessor Wascosa AG.
The financing consists of a senior facility provided by KfW-IPEX Bank to the target, and additional financing of the acquisition company by three German pension funds. Schoenherr advised Aves on the terms and conditions of both the senior financing and the junior financing including a comprehensive security package. Additionally, Schoenherr also assisted in structuring the intercreditor relationship between senior and junior lenders. As a result of this transaction, Aves has doubled the number of freight cars it owns to around 8,900 and the group’s asset portfolio significantly exceeds EUR 750m.
Aves One AG is a strongly growing asset owner in the area of long-life logistics assets with a focus on rail freight wagons. The Aves portfolio also includes standard shipping containers, swap bodies for road transport, and logistics real estate properties. Its end customers include state-owned railway companies, industrial and logistics businesses. The Hamburg-based company is listed on the regulated market (Prime Standard) of the Frankfurt Stock Exchange.
Schoenherr recently advised Aves on a EUR 155m senior facility refinancing with a consortium of leading banks.
The Schoenherr core team which advised Aves consisted of Ursula Rath and Peter Feyl (both co-lead and banking & finance partners) as well as Laurenz Schwitzer (attorney, banking & finance). The core team was supported by Alexandra Doytchinova (partner, corporate/m&a), Miriam Simsa (partner, banking & finance), and Wolfgang Hellsberg (associate, banking & finance).
Aves was advised Huth Dietrich Hahn (Hamburg) and Molitor (Luxembourg). Wascosa AG’s legal counsel was Bird & Bird (Frankfurt am Main). KfW-IPEX Bank were supported by CMS Hamburg while the pension funds were advised by Curtis, Mallet-Prevost, Colt & Mosle (Frankfurt am Main).