CEE Legal Matters

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  • Wolf Theiss Advises Atlas Holding on Meadwestvaco Acquisition

    Wold Theiss has advised Atlas Holdings on its acquisition of Meadwestvaco’s consumer-packaging business.

    Atlas Holding’s portfolio company ASG (AGI-Shorewood Group), a global speciality packaging manufacturer, acquired MWV Bydgoszcz, the Poland-based beauty and personal care folding carton business, from the MeadWestvaco Corporation. According to Wolf Theiss, “MWV Bydgoszcz is an important supplier of packaging to major global and regional consumer goods companies, including cosmetics and beauty brands, and has been the object of a purchase by ASG, already one of the largest packaging suppliers for the home entertainment industry. ASG will leverage the Bydgoszcz operations assets to expand its footprint in the European consumer-packaging market. The acquisition is part of a multi-year strategy to develop additional packaging solutions for the beauty and personal care, spirits, confectionery and healthcare markets.”

    ASG is a specialized global-packaging company, and part of Atlas Holdings, an industrial holding company headquartered in Greenwich, Connecticut. Key packaging segments of ASG include health and beauty, pharmaceutical, home entertainment, consumer electronics, confectionery and specialty foods, spirits, and sporting goods. The company employs nearly 3,000 people worldwide, operating 18 manufacturing facilities in North America, Europe, Asia, and Latin America.

    During the purchase process, ASG was advised by Wolf Theiss lawyers on Austrian, Polish and Czech law aspects of the transaction. The Wolf Theiss team was led by Partner Horst Ebhardt, who was assisted by members of the firm’s Corporate/M&A, Employment, and Tax practice groups. 

     

     

  • Hogan Lovells, DLA and A&L Goodbody Advise on Santander Securitization

    Hogan Lovells has advised Santander Global Banking & Markets and Citibank International as Arrangers and Joint Lead Managers in relation to a PLN 1.367 billion Polish auto loan securitization.

    According to the firm, the deal, which closed on June 27, marks the first securitization of Polish auto loan receivables by Santander Consumer Bank. Both the Class A Notes and Class B Notes are rated by Fitch and Moody’s, offered in Polish zloty, and listed on the Irish Stock Exchange. The Class A Notes may also be listed on the Warsaw Stock Exchange. 

    The Hogan Lovells team was led by Partners Julian Craughan and Piotr Zawislak, supported by Senior Associate Sally Simmonds in London and Associate Agata Szczepanczyk in Warsaw. Polish tax advice was provided by Counsel Zbigniew Marczyk.

    DLA Piper advised Santander Consumer Bank as originator on Polish and English law; and A&L Goodbody advised the issuer on Irish law.

     

     

  • K&S and A&O Advise on Unsecured Certificate Issuance

    King & Spalding has advised Kuveyt Turk Katilim Bankasi A.S. (Kuveyt Turk), one of the leading Turkish participation banks, on the issuance of USD 500 million senior unsecured certificates due 2019.

    The certificates, which are listed on the Irish Stock Exchange, are issued through KT Kira Sertifikilari Varlik Kiralama A.S., the Turkish asset leasing company. The transaction was substantially oversubscribed.  “We were delighted to have worked with Kuveyt Turk again on yet another important Shari’ah-compliant issuance,” said Rizwan H. Kanji, a partner in King & Spalding’s Middle East and Islamic finance practice in Dubai, who led the team. “The team at King & Spalding has advised Kuveyt Turk on all its international issuances since 2010, when it issued the first-ever Sukuk out of Turkey.” 

    King & Spalding’s Dubai-based debt capital markets team has extensive experience advising on Turkish Sukuks, having also advised on the first Sukuk issued under the amended Turkish legislation in 2011. The team also counseled Bank Asya on its landmark issuance of subordinated tier II Sukuk in 2013, the country’s first subordinate Sukuk, and advised Turkiye Finans in connection with a USD 500 million senior unsecured Sukuk, which closed in April 2014.  

    The joint lead managers on the transaction — Abu Dhabi Islamic Bank, Dubai Islamic Bank, EmiratesNBD Capital, Citigroup Global Markets Limited, HSBC Kuwait Finance House Investments, QNB Capital, Commercial Bank International, and QInvest — were advised by Allen & Overy.

     

     

  • Sorainen Advises Metsa Group on Sale of Mets Wood Eesti to Combimill

    Sorainen Estonia has advised Metsaliitto Cooperative on the sale of its subsidiary Metsa Wood Eesti to the Estonian Combimill. 

    The parties agreed on commercial cooperation in raw material procurement as well as by-product and sawn timber sales. The transaction is not expected to have a significant impact on Metsa Wood’s financial results. 

    “This arrangement is in line with Metsa Wood’s strategy of industrial efficiency and investment in resources in the continuous development of the competitiveness and productivity of Metsa Wood’s core business,” said Esa Kaikkonen, Executive Vice President of Metsa Wood. 

    Metsa Wood Eesti is the Estonian subsidiary of Metsa Wood and its sawmilling activities are located at the production unit in Reopalu, Jarva County, central Estonia. The annual capacity of the Reopalu sawmill is 75,000 m3 of spruce timber. Turnover of Metsa Wood Eesti amounted to approximately EUR 16 million last year and the company employs 38 people. Combimill is a prominent Estonian producer of pine sawn timber with a production facility located in Koidama, Estonia. 

    Sorainen provided transaction advice, coordinated merger clearance notification, and provided closing support. The team was led by Partner Toomas Prangli, Specialist Counsel Kadri Kallas, and Senior Associate Paul Kunnap.

     

     

  • Liniya Prava Provides Tax Advice to Zhilfinans Bank

    Liniya Prava has announced that it acted as tax advisor to Bank ZhilFinans on the offering of July 26 mortgage bonds of MA Sunrise 1 and MA Sunrise 2 at the Moscow Exchange, “as part of securitization transactions in relation to a portion of Bank ZhilFinans mortgage loan portfolio components.”

    The total amount of the offer was RUB 2.4 billion. According to the firm, “the securitization projects included 2 transactions, each consisting of three class A, class B and class C mortgage bond tranches.” The transactions were organized by VTB Capital, CJSC.  

    Liniya Prava lawyers provided a detailed review of the Bank’s documentation, transaction tax structuring, transaction tax effect review, and issuance of a Tax Opinion based on the project. According to a Zhilfinans press release, “the transactions are noted for a mezzanine bond tranche included in the issuance structure. Such experience is rather rare for Russian market and provides new opportunities, for issuers to increase the amount of raised funds, for investors to place funds in a more lucrative instrument.”

     

  • CMS Advises Transcom on Sale of IS Inkasso Service

    CMS Reich-Rohrwig Hainz has advised Transcom WorldWide on its sale of 100% of the Linz-based IS Inkasso Service credit management services company to the Hannover Finanz Group.

    CMS advised the seller on the transaction in Austria, Germany, Poland, the Czech Republic and Slovakia. Signing of the purchase agreement has been completed and the transaction is expected to close in the third quarter of 2014, subject to approval by the Austrian federal competition authority. The value of the acquisition was EUR 15 million. 

    Transcom WorldWide is a customer care outsourcing company, founded in Sweden in 1995. It operates from 57 locations in Europe, North and South America, Asia, and Africa. Transcom’s management offices are located in Stockholm. The company currently employs about 29,000 people, and net revenue in 2013 amounted to EUR 653.2 million. Transcom Austria was founded in Vienna in 1998 to attract Austrian clients for customer relationship management services such as telephone and credit management services. In 2007, Transcom acquired the IS Inkasso Service Group, Austria’s market leader in debt collection with subsidiaries in Germany, Switzerland, Slovenia and Croatia. In 2008, the Czech subsidiary in Prague was merged with Transcom’s Czech location.

    The IS Inkasso Service Group serves its markets from three locations in Austria and one in Switzerland. About 100 employees offer Transcom customer management services to Austrian and international clients.

    CMS Reich-Rohrwig Hainz carried out the vendor due diligence review for Transcom WorldWide and provided legal advice during the drafting and negotiation of the purchase agreements for Austria, Germany, Poland, the Czech Republic and Slovakia. CMS Partner Johannes Trenkwalder headed the international CMS team, which included Oliver Werner, Dieter Zandler, and Aakriti Chandihok.

     

     

  • Wolf Theiss Helps LUKERG Renew Obtain EUR 57 Million Loan Facility

    Wolf Theiss Bucharest has assisted LUKERG Renew, through its subsidiary Land Power SRL, to obtain a loan facility of 57 million Euro from the EBRD. The facility was obtained in order to finance the 84 MW Topolog – Dorobantu wind farm, located in the Romanian region of Tulcea.

    The project finance loan agreement was signed with the EBRD as Lender and UniCredit as Participant, Hedging Provider, and Account Bank. The loan will have a maturity of 14 years.

    The 84 MW wind farm, built by LUKERG Renew (a joint venture between ERG Renew and LUKOIL Ecoenergo), consists of 42 Vestas V90 2 MW wind turbines located in the municipalities of Dorobantu, Topolog, and Casimcea in the Tulcea region of south-eastern Romania. The facility will generate more than 200 GWh of electricity per year, corresponding to around 85 kt of avoided CO2 emissions. 

    Counsel Claudia Chiper, who led the Wolf Theiss Bucharest team of lawyers involved in the transaction, noted that: “we are delighted to have been part of the team that worked to support LUKERG in obtaining this financing from the EBRD. Our team has handled a number of renewable energy financing transactions over the last years. We therefore had the opportunity to rely upon our experience in similar transactions, while also taking into account the particularities of the terms of this transaction, given the institutional lender involved. Although the appetite to finance renewable energy projects in Romania has decreased in the recent past due to certain legislative changes in the green certificate support scheme, renewable energy remains a sector with potential in this market.”

    Besides Chiper, the Wolf Theiss Bucharest team of lawyers who assisted on this transaction included Associates Tudor Botea, Ramona Hromei, and Tudor Nistor.

     

     

  • VKP Lawyer Speaks at Second Ukrainian Law School on ADR

    Vasil Kisil & Partners has reported that Senior Associate Pavlo Byelousov spoke at the Second Ukrainian Law School on Alternative Dispute Resolution.

    The program was jointly organized by the Coordination Council of Young Lawyers of Ukraine under the Ministry of Justice of Ukraine, the Ukrainian Bar Association (UBA), and the National Aviation University, with the support of the Engarde Law Firm and the Students League of the Ukrainian Bar Association.

    According to VKP, “the event attracted young lawyers and law students of various national higher educational institutions interested in the topic of alternative dispute resolution and, in particular, mediation.” Byelousov was an invited speaker and gave a master class on “Advantages of mediation in comparison with other methods of conflict resolution”, and allowed the participants an opportunity to ask practical questions on specified topics.

    During his speech, Byelousov analyzed Ukrainian realities of dispute resolution in the context of court/arbitration and pretrial procedure, and outlined the prospects for the use of mediation in Ukraine and the conditions necessary for the development of the institution. In the final discussion he concluded that “the main component of mediation success is and will remain the maturity of the company and its awareness of such an instrument to resolve the dispute, as well as the willingness of the parties involved to find a mutually acceptable solution and execute it.”

     

  • DZP Promotes Partner

    DZP Promotes Partner

    The Polish Domanski Zakrzewski Palinka law firm has announced Pawel Paradowski has been promoted to Partner in the firm’s Dispute Resolution practice as a Partner as of July 1, 2014.

    Paradowski joined DZP in 2003. He specializes in business disputes, white collar crime, and company law. He has been attorney ad litem in numerous litigation and arbitration proceedings, especially in the energy, construction, real estate, insurance and pharmaceutical sectors. He is also attorney-in-fact to companies in administrative proceedings, including those in administrative courts. 

    Paradowski is now the third Partner in DZP’s 14-person Dispute Resolution Practice, which operates in Warsaw and Poznan. The Practice is headed by Jozef Palinka.

  • Clifford Chance Confirms Role in Mercator Group Restructuring

    Clifford Chance has confirmed its role in and elaborated on the recent EUR 1.1 billion restructuring of the Mercator Group, reported on by CEE Legal Matters on June 18, 2014.

    According to Clifford Chance, “Mercator’s financial restructuring is one of the most extensive, complex and challenging financial restructurings ever seen in the region. The capital structure previously consisted of over 150 predominantly bilateral facilities and finance leases with well over 50 financial creditors. Mercator, together with its financial creditors have taken the major step of moving to consolidated sets of financing terms and common decision making platforms, documented in line with international best practices.”

    Clifford Chance Partner Loren Richards, who led the firm’s team on the deal, spoke about its complexity: “Many regional corporates have historically financed themselves with a large number of bilateral financings. This certainly has merits. However, if co-ordinated discussions are required with creditors, this dynamic can also create strategic and operational headaches at the best of times, let alone in a restructuring context.” According to Clifford Chance, “even though macro-economic circumstances remain challenging, this landmark financial restructuring is already being referred to as a defining moment for restructurings (as well as the broader investment landscape) in the region.” And Richards added that: “Management and their creditors have achieved something truly great and simultaneously demonstrated the regional market’s willingness and ability to address issues and to pursue solutions that adopt international best practices.”  

    The Clifford Chance team was led out of Frankfurt by Richards, assisted by London-based Partner John MacLennan and Frankfurt-based Associate Lauren von Dernberg.