CEE Legal Matters

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  • OHIM President Term Extended

    The Council of the European Union has decided to extend the term of Antonio Campinos as the President of the Office for Harmonization in the Internal Market (OHIM) for another five years.

    The OHIM is the European Union agency responsible for managing two important vehicles for the protection of creativity and innovation – the Community trade mark and the registered Community design. From 2005 to November 2007 Campinos was the Head of the Portuguese Delegation on the Administrative Board, and from November 2007 to 2010 he was the Chairman of the OHIM’s Administrative Board. He took over as the third president of OHIM in October 2010. 

    The decision was made on June 24th and the term of the extension will begin on October 1, 2015. The Council Decision will be published in the Official Journal of the European Union on July 22.

     

  • K&N Completes Agrokor/Mercator Sale

    On June 9, 2014, Karanovic & Nikolic announced that merger clearance had been obtained for Agrokor’s purchase of a 53.1% stake in Mercator.

    The firm announced today that, following that clearance, all other preconditions have been satisfied, and the acquisition was made final on June 27, 2014. Mercator is Slovenia’s largest retailer and Agrokor is the largest private company in the region, active predominantly in the manufacturing, distribution and retail of fast moving consumer goods.

     

  • New Partner at SPCG

    Studnicki Pleszka Cwiakalski Gorski has announced that Adam Kostrzewa, who manages the firm’s Katowice office, has joined the partnership.

    According to the firm, “Kostrzewa specializes in labor law, in particular: collective labor law and employee-related aspects in the processes of business transformation, legal disputes in the field of labor law and advising on business operations in special economic areas.” 

    Kostrzewa graduated from the Law Faculty of the Silesian University in Katowice in 1994, then worked for two years as a tax advisor for Ernst & Young. He worked at the local Koehler & Rak Law Offices in Katowice, then became fully-qualified and opened his own practice in 2000, where he specialized in Corporate and Labor Law. Since 2003 he has been with SPCG. He manages the 6 other lawyers in the Katowice office and leads the firm’s Labor Law practice.

     

  • Sorainen Represents Retired Estonian Judges in Challenge to Austerity Measures

    Sorainen has represented 17 retired Estonian judges in their challenge to new legal amendments adopted by the Parliament of Estonia (Riigikogu) introducing a new indexing system for judges’ pensions.

    The Estonian administrative court accepted the applicants’ complaint in January 2014 and forwarded the case to the Supreme Court which has the power to repeal unconstitutional provisions in full. On June 26, 2014, the Supreme Court en banc declared the cuts in judges’ pensions during the austerity period unconstitutional and repealed the challenged provisions with retroactive effect. 

    According to Sorainen, the court ruled that the legislature had not sufficiently justified unequal treatment and was acting contrary to the principle of legitimate expectations. Judges’ pensions are not merely a social privilege but also a universal guarantee that judges can administer justice independently and without outside influence in accordance with the Constitution, the laws and their conscience. The court also found that a situation where regardless of any general wage increases the salaries of judges will remain at the same level may in the long term seriously threaten the sustainability and independence of the judiciary. The dispute has been widely discussed in the Estonian media. The ruling could have far-reaching effects as in principle its reasoning may be potentially relevant to other austerity measures. 

    The judges were advised by Sorainen Partners Allar Joks and Carri Ginter.

     

     

  • Gazprom Files Stockholm Arbitration Court Against Naftogaz

    Gazprom has filed a lawsuit in Stockholm International Arbitration Court seeking to recover USD 4.5 billion in debt from Naftogaz of Ukraine.

    According to Gazprom, Naftogaz failed to comply with obligations under a January 19, 2009 contract for natural gas purchase and sale between 2009 and 2019, and has “considerable outstanding debt for natural gas supplied under the Contract and non-payment of current supplies.”

    Gazprom also announced that, as of June 16, 2014, the company will supply Naftogaz with natural gas only in prepaid volumes according to contractual terms, and Gazprom emphasized that Naftogaz remains “obliged to secure natural gas transit to third countries in full compliance with terms of the effective Contract … on volumes and conditions for natural gas transit through Ukraine from 2009 to 2019, dated January 19, 2009.” Gazprom also announced that it has “already taken and will be taking all possible efforts aimed at preventing potential disruptions of gas supply to European consumers,” and said that it has already notified the European Commission about the possibility that Naftogaz will “illegally withdraw gas” from that intended for other European markets.

     

  • Sorainen Advises Strategic Game Developer on Vilnius Office

    Sorainen has advised Charlie Oscar, the strategy games development company, on matters related to the company’s new studio in Vilnius. 

    Charlie Oscar — the maker of the “Gremlins, Inc.” strategic game — officially registered in Lithuania in early June, and founder Sergey Klimov and his team expect to move into their Vilnius office soon. Sorainen explains that Klimov is “a former head of the Russian Association of Developers and publishers of Game Industry and Interactive Technologies (RADIT) and a veteran of the game sector,” and that he “has been involved in developing several hundred games.”

    The five-person Charlie Oscar team in Vilnius will act in concert with game developers from Stockholm, Kiev and Sevastopol. The “Gremlins, Inc.” game will be available in English, Russian, Polish, Czech, French, Spanish, Italian, Portuguese, and Japanese and is expected to be released this year in Vilnius.  Sorainen provided comprehensive legal assistance with pre-start work, advised on business start-up issues, and is now consulting on issues related to taxes, migration, lease and other matters. The Sorainen team is led by Partner Algirdas Peksys, assisted by Senior Associate Saule Dagilyte.

     

  • Skadden Represents FACC AG in Vienna IPO

    Skadden is representing FACC AG in its EUR 213 million initial public offering of shares on the Vienna Stock Exchange, with an offer price set at EUR 9.50 per share. Trading commenced on June 25. 

    According to a FACC press release, “the base offering consists of a capital increase with proceeds in the amount of EUR 150 million representing 15,790,000 new shares issued by FACC as well as a secondary tranche with proceeds in the amount of EUR 43.8 million representing 4,607,364 shares from the holdings of the selling shareholder FACC International Company Limited (controlled by the Aviation Industry Corporation of China). The greenshoe consists of 2,039,736 existing shares equaling EUR 19.4 million. Following the offering the freefloat will amount to 45 percent excluding the greenshoe and 49 percent if the greenshoe is exercised in full.  At the offer price, the IPO was well oversubscribed on the full deal size including the greenshoe. At the offer price the market capitalization of FACC amounts to EUR 435 million and the total number of shares outstanding is 45,790,000. Approximately 86 percent of the IPO were allocated to institutional investors and approximately 14 percent were allocated to retail investors as part of the Austrian public offering. The selling shareholder FACC International Company Limited and the management of FACC have committed to a lock-up of 360 days from the first day of trading. In addition, FACC has committed to a lock-up of 180 days from the first day of trading.” 

    FACC is a leading company in the design, development, and production of advanced fiber reinforced composite components and systems for the aviation industry, with a range of products reaches from structural components for the fuselage and wings to engine components to complete passenger cabins for commercial aircraft, business jets and helicopters. FACC is a supplier to all large aircraft manufacturers such as Airbus, Boeing, Bombardier, Embraer, Sukhoi, and COMAC as well as for engine manufacturers and sub-suppliers of manufacturers. In the business year of 2013/14, FACC achieved a turnover of EUR 547.4 million. The company currently employs 3,000 employees.

     

  • Asters Advises IFC on Financing to Myronivsky Hliboproduct

    Asters has advised the International Finance Corporation (IFC) in connection with USD 250 million financing to Myronivsky Hliboproduct (MHP), a vertically-integrated group of companies and the leading poultry producer in Ukraine.

    The loan will be used for refinancing of MHP’s Eurobonds and development. The financing package is IFC’s largest investment in Ukraine since 2008. It includes USD 100 million in debt from IFC’s own account and USD 75 million through the IFC Managed Co-Lending Portfolio Program, a new syndications platform that offers institutional investors the ability to passively participate in IFC’s future senior loan portfolio. Additionally, up to USD 75 million is being raised from other lenders as syndicated loans.

    Asters’ team advising on the project consisted of Partner Iryna Pokanay, Counsel Gabriel Aslanian, and Associate Inna Bondarenko.

     

  • Former Musat Lawyers Set Up New Firm

    Four senior lawyers — Partners Ionut Bohalteanu and Silvia Sandu and Senior/Coordinating Associates Daniela Milculescu and Alexandra Patrascu — have left the Romanian Musat & Asociatii law firm to launch Bohalteanu si Asociatii. 

    The new firm claims to offer a full-service solution to clients, focusing on Corporate/M&A, Capital Markets, Banking/Finance, Labor Law, Healthcare & Pharma, Energy and Natural Resources, Real Estate, Tax and Customs, Data Protections, and Litigation.

    Bohalteanu commented: “In light of our experience in coordinating some of the most important transactions and projects in recent years at both local and international level, we know how to offer our clients legal services at the highest standards, capable of satisfying market demands for quality.” 

    This article is powered by our friends at LegalMarketing.ro.

     

  • Sorainen Advises Eesti Energia on Sale to Leonhard Weiss

    The Estonian office of Sorainen has advised Eesti Energia on its agreement to sell Eesti Energia Vorguehitus — its network construction subsidiary — to Leonhard Weiss Baltic Holding.

    Eesti Energia Vorguehitus provides both turn-key solutions as well as single projects for the construction and maintenance of electrical and communication networks, from design to construction and maintenance services. 269 employees work in the company. 

    Sorainen states that “the transaction is in line with Eesti Energia’s strategy to focus on the oil shale industry, and the group will earn EUR 7 million from sale of Vorguehitus shares.” Leonhard Weiss Baltic Holding is a subsidiary of the Leonhard Weiss German engineering group, which has been operating in Estonia in the field of railroad construction and maintenance since 2011. 

    “It makes sense for Eesti Energia to divest non-core operations as we are focusing more on the development of the oil shale industry,” Sandor Liive, Chairman of the Management Board of Eesti Energia, explained. “Vorguehitus, on the other hand, needs an owner whose main business is design and construction of networks. We managed to find such a new owner, which is why we hope that the company’s future development prospects are good.” 

    Alexander Schneider, Chairman of the Management Board of Leonhard Weiss Baltic Holding, added that Vorguehitus, which will be renamed “Leonhard Weiss Energy”, can use Leonhard Weiss’ existing network in the Baltic and Scandinavian countries to develop and expand its business further. 

    The completion of the transaction is subject to conditions, including approval by the Estonian Competition Authority. Sorainen advised Eesti Energia in all phases of the transaction, including legal due diligence of operations, assistance in drafting transaction documents and in negotiating the terms of the transaction and support on other transaction issues. The Sorainen team included Partner Toomas Prangli, Senior Associate Paul Kunnap, and Associate Sandra Metsamart. Eesti Energia’s financial advisor for the transaction was Porta Finance.