Baker & McKenzie has acted as sole legal adviser to Erste Bank AG, Bank Zachodni WBK SA, Trigon Dom Maklerski S.A., and the Kofola Group on the restructuring, public offering, and subsequent listing of Kofola’s shares.
The Kofola Group is a leader in the Czecho-Slovak market of non-alcoholic beverages and one of the leading producers and distributors of non-alcoholic beverages in Central and Eastern Europe. In the first three quarters of this year, according to Baker & McKenzie, it increased sales by 15.1% to CZK 5.525 billion (approximately EUR 1.27 billion).
The shares of the new Group top holding company Kofola CeskoSlovensko’s are listed on both the Prague Stock Exchange and the Warsaw Stock Exchange.
The mandate also included advising on a partial sale of Kofola shares by one of the majority shareholders – CED Group S.a.r.l. (a company controlled by Polish Enterprise Fund VI, advised by Enterprise Investors, a private equity firm managing one of the largest funds in Poland and the wider CEE region.
Baker & McKenzie reports that the IPO was the first major deal involving the Czech equity capital market in over a year. The IPO followed an internal reorganization of the Kofola Group’s structure involving moving the headquarters of the Group’s holding company from Poland to the Czech Republic.
The offering raised CZK 765 million (USD 31 million), while the market capitalization of Kofola is in excess of CZK 11 billion (circa USD 450 million).
The Baker & McKenzie team advising Kofola and the syndicate of banks led by Erste Group Bank AG was led by Prague-based Partner Libor Basl and Warsaw-based Partner Jakub Celinski. They were supported by several other partners and associates including, in particular, Prague-based Associates David Reiterman and Michal Simcina and Warsaw-based lawyers Piotr Kowalik and Rafal Rzeszotarski.
According to a Baker & McKenzie press release, “the team advised on all aspects of the transaction including its structuring, due diligence, negotiations with both Czech and Polish authorities, drafting of two prospectuses as well as formation and listing of the top holding company of the Kofola group with its shares dual-listed on both the PSE and WSE.”
Commenting on the transaction, Basl said: “A deal of this magnitude and complexity does not happen often in the Czech Republic and we are delighted to be part of this success story. With Kofola’s shares widely traded on the PSE it sets a precedent for the Czech capital market that will provoke interest in the benefits of ‘going public’ from other successful – but currently private – Czech companies. The deal’s success is also testament to the commitment, professionalism and support from the Czech National Bank, the Prague Stock Exchange and the Central Depositary.”
“The Kofola IPO transaction and partial sale of shares by the portfolio company managed by Enterprise Investors is also an important transaction for the Polish market. It was the fourth biggest public offering in Poland this year in terms of value and the second biggest by a foreign issuer. The Warsaw Stock Exchange is a natural regional hub for cross-border listings and activity is picking up off the back of concerted marketing efforts by the Exchange, which are beginning to pay off,” said Celinski.
In the spring of 2015 Baker & McKenzie also advised on German auto parts maker Uniwheels’ IPO in Warsaw (reported on by CEE Legal Matters on April 24, 2015), allowing the firm to claim it represented the issuers on the two largest cross-border IPOs in Poland this year.
Image Source: http://company.kofola.cz/
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