CEE Legal Matters

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  • Binder Groesswang Advises Software AG on Sale of SAP Consulting

    Binder Groesswang has advised Software AG on the sale of its Austrian SAP Consulting business to the Scheer Group. The value of the deal was not disclosed.

    Software AG is an international software company with headquarters in Darmstadt. According to a Binder Groesswang press release, the sale of the SAP consulting business reflected “the desire to focus on product innovation.” The Scheer Group is a network of high-growth IT companies.

    The Binder Groesswang team consisted of Partners Michael Lind, Horst Lukanec, Johannes Barbist, and Christian Wimpissinger, and Associates Markus Pinggera, Christian Dax, and Elisabeth Steiner, and Trainee Lawyer Walter Loukota.

    The Scheer Group was advised by Milbank and Eisenberger & Herzog.

     

  • BWW Law & Tax Advises on New Loyalty Program

    The Polish BWW Law & Tax firm has advised New Media Ventures and Paszport Korzysci in the “Paszport Korzysci” project – a new loyalty program for the clients of Cyfrowy Polsat, Polkomtel, and Plus Bank.

    Members of the loyalty program will benefit from special offers, discounts on products offered by these companies, and other discounts and benefits from the program’s partners.

    Paszport Korzysci is one of the largest loyalty programs in Poland. BWW Law & Tax provided advice on the structuring of the project and relevant tax aspect, and was also responsible for negotiating contracts with the partners of Paszport Korzysci and the agreements regarding IT implementations connected with the project.

    Partner Marek Wojnar lead the BWW team, which included Associate Ewa Bereszko and Senior Associate Marcin Bazylczuk.

     

  • Binder Groesswang Takes Lead on MeadWestvaco Sale

    Binder Groesswang has advised MeadWesvaco on the sale of its Beauty and Personal Care Folding Carton Business to the ASG Shorewood Group (” ASG “).

    MeadWestvaco Group is a global player and provider of innovative packaging solutions, particularly in the healthcare, beauty and personal care, food, beverage, and tobacco fields.

    The Binder Groesswang team consisted of Partners Michael Lind and Michael Binder and Associates Markus Klepp, Christian Dax, and Mark Reinfeld.

    Binder Groesswang worked for MeadWestvaco as lead counsel and advisor on questions of Austrian law. Domanski Zakrezewski Palinka advised MeadWestvacoon questions of Polish law. Pillsbury Winthrop Shaw Pittman was lead counsel for ASG, which was advised on questions of Austrian law by Wolf Theiss and on Polish law by Wardynski and Partners.

    It’s been a busy few weeks for lead Partner Michael Lind at Binder Groesswang, who previously advised Software AG on the sale of its Austrian SAP Consulting business to the Scheer group and supervised the Scout24 Group on its acquisition of the Austrian Immobilien.net real estate portal (reported by CEE Legal Matters on May 30, 2014) 

     

  • Edwards Wildman Advises Shareholders of GTS on Sale to Deutsche Telekom

    Edwards Wildman has advised GTS on the completion of its sale to Deutsche Telekom for a total consideration of EUR 546 million. The transaction remains subject to regulatory approvals. 

    GTS is one of the top infrastructure-based telecommunications service providers in CEE and SEE, and is currently owned by a consortium of international private equity firms, including Bessemer Venture Partners, Columbia Capital, HarbourVest Partners, Innova Capital, MC Partners, and Oak Investment Partners. It serves approximately 38,000 customers from a 26,000km fibre optic network and 14 data centers in the Czech Republic, Hungary, Poland, Romania, and Slovakia. In 2012, the company achieved revenues of EUR 347 million and EBITDA of EUR 87 million pro-forma excluding the Slovak assets, which will be retained by the sellers as part of the transaction.  

    According to an Edwards Wildman press release, “while the activities of GTS Central Europe in Slovakia will remain with the Sellers, GTS’ existing and prospective customers will benefit from the backing by Deutsche Telekom through expanded European and Global network reach, access to fixed-mobile convergent service offerings. The sale also allows Deutsche Telekom to enhance its capabilities to offer pan-European telecommunication services as well as integrated products in countries where they currently maintain no adequate fixed access network infrastructure.” 

    Timotheus Hottges, the CFO at Deutsche Telekom, explained the deal. “We are investing against the trend. GTS is a further element for developing our integrated market position comprising mobile and fixed-line network services. Strengthening our position with business customers is also a core element of our strategy.” And Claudia Nemat, Deutsche Telekom Board member for Europe and Technology, said that, “this acquisition enhances our ability to provide innovative pan-Europeancross-border telecommunications services. Our existing mobile-centric national companies in the Czech Republic and Poland will benefit most from the added fixed-line infrastructure. Therefore, GTS is an ideal addition to our portfolio.” 

    Edwards Wildman’s corporate and private equity team was led by Partner Shawn Atkinson, with assistance from Partner Michael McCormack and Associates Jill Hanson and Costa Smith. The office’s EU Competition team was led by Partner Becket McGrath with assistance from Associate Trupti Reddy. Boston-based Partners Steve Meredith and Scott Pinarchick led the US team.  

    Steve Meredith and Scott Pinarchick advised lead investors Columbia Capital and MC Partners on the original acquisition in 2008, while Shawn Atkinson advised Bessemer Venture Partners. 

    The deal follows Deutsche Telekom’s acquisition of T-Mobile Czech Republic for EUR 0.8 billion, reported on by CEE Legal Matters on February 12, 2014 and February 14, 2014.  

     

  • Gleiss Lutz Advises AVIC on Acquisition in Germany

    Gleiss Lutz has advised AVIC Electromechanical System Co. (AVICEM), on its acquisition of the German automotive supplier KOKINETICS. The transaction was completed at the end of May, and financial terms were not disclosed.

    AVICEM is a subsidiary of the Chinese state-owned AVIC Group (Aviation Industry Corporation of China), a Chinese state-owned aerospace and defense company. Its subsidiary AVICEM, with 28 subsidiaries of its own – including four listed companies – and around 70,000 employees, specializes in electromechanical aircraft and automotive components. Kokinetics supplies the automotive industry with seat mechanisms and components, complete metal structures for car seats, and transmission parts. The company is headquartered near Frankfurt, and has significant production sites in Germany and the Czech Republic.   

    The Gleiss Lutz team advising AVIC on the transaction was led by Partner Michael Burian and Counsel Jana Glock, supported by Partners Thomas Winzer, Verena Hechenblaikner, Matthias Sonntag, Tim Weber, Andreas Neun, Wolfgang Bosch, and lawyers Nico Holtkamp, Linda Bittner, Konrad Discher, Benjamin Herz, and Antonia Harbusch.

  • Slaughters and Alrud Advise on NADL Agreement with Rosneft

    Slaughter and May is advising North Atlantic Drilling (NADL) and Seadrill Limited on a long term Investment and Co-operation Agreement with Rosneft to pursue growth opportunities offshore and onshore in the Russian drilling market at least through 2022.

    As part of the arrangements, which were announced on May 26, 2014, NADL will enter the onshore drilling market in Russia and enter into contracts for up to 9 offshore drilling units with a total commitment of 35 rig years. In addition, Rosneft will acquire a significant equity stake in NADL. Closing of the transaction is expected in the second half of 2013, subject to customary due diligence, agreement on further detailed transaction terms, and respective Board approvals.

    NADL is an offshore harsh environment drilling company with a focus on the North Atlantic basin. It is listed on the NYSE and Norwegian OTC with a market capitalization of approximately USD 2.1 billion. Seadrill currently owns 70% of the outstanding shares and will remain the largest shareholder in NADL after the initial transaction. 

    Alf Ragnar Lovdal, the Chief Executive Officer of NADL, issued a formal statement: “We have sought to access the growth opportunity represented by the Russian market for several years, and we are very pleased to have reached an agreement with Rosneft for this landmark transaction.  The Russian market is one of the most attractive opportunities in the world and offers tremendous growth potential for North Atlantic Drilling.  By partnering best in class drilling with a supermajor who produces over 5m barrels per day, we, after closing of this transaction, will have created a powerful force in the Russian market and for Arctic regions on a global basis.  We look forward to closing this important transaction and working with Rosneft for many years to come”

    Slaughter and May is working as a team with Wiersholm and Alrud on the transaction.

  • Mannheimer Swartling and Borenius Provide Tasty Advice

    Mannheimer Swartling has advised the Intersnack Group in its acquisition of the Estrella Maarud salted snacks manufacturer from Herkules Private Equity Fund II.

    Estrella Maarud is a leading manufacturer and supplier of branded salted snacks in the Nordic and Baltic countries, with brands including Maarud, Estrella, and Taffel. The company has approximately 430 employees and had a turnover of EUR 130 million in 2013. Intersnack is a pan-European group in the salted snacks business with a turnover in 2013 of EUR 2 billion and more than 8,000 employees.

    Intersnack was advised by Wikborg Rein, Borenius, and Mannheimer Swartling. Mannheimer Swartling’s team included Johan Ljungberg, Terese Holmqvist, Andrea Dahren, Maria Bouvin, Linnea Ljung-Haanas, Bita Pourmotamed, Emil Albihn Henriksson, Gustav Lundin, Nathalie Jonsson, Magnus Prick and Sofia Tot.

  • Triniti Partner Represents LatCham on OECD Evaluation

    Anri Leimanis, a Riga-based Partner of the Triniti law firm, is participating in the reform of State-Owned Enterprise governance in Latvia.

    Triniti announced that Leimanis has represented the Latvian Chamber of Commerce and Industry in a meeting with an international team evaluating Latvia under the OECD Guidelines of Corporate Governance of State-Owned Enterprises. 

    According to Triniti, “the aim of the evaluation is to assess Latvia’s state-owned enterprise sector according to the principles set forth in the OECD SOE Guidelines. As part of this process, the team met with the Latvian Chamber of Commerce and Industry’s to collect its views on the structure and application of the SOE corporate governance framework in Latvia.” The firm explained that Leimanis “provided the OECD experts with a wealth of information on SOE ownership, management as well as public and parliamentary debates on the reform in progress.”

  • Integrites Advises Rabobank on EUR 120 Million in Revolving Facilities

    The Integrites law firm has announced that it acted as Russian legal counsel to the London and Utrecht branches of Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (trading as Rabobank International) in connection with revolving facilities valued at up to EUR 120 million.

    The first deal involved a EUR 50 million revolving standby facility to OJSC Novolipetsk Steel. According to an Integrites statement, the firm’s advice “was provided in relation to Russian law mandatory legal requirements applicable to security documents and required conditions precedent. Integrites also conducted a corporate due diligence of the Russian guarantor.”

    The firm’s banking and finance team also advised Rabobank’s Utrecht branch on possible legal risks and consequences from a Russian legal perspective in connection with the restructuring of NLMK, one of the largest steel companies in the world, involving the terms of Rabobank’s provision of financing for a maximum amount of EUR 70 million. 

    Rabobank is a Dutch multinational banking and financial services company, ranking among the 30 largest financial institutions in the world.

  • EPAM Named One of Best Providers of Legal Services in Belarus

    The Minsk office of Egorov Puginsky Afanasiev & Partners has been identified by the Belarus Ministry of Justice as one of the best organizations rendering legal services.

    Dennis Turovets, Managing Partner of EPAM’s Minsk office, issued a formal statement announcing that: “We are grateful for the appreciation or our team in 2013 – with the support of the Minsk office of Egorov Puginsky Afanasiev & Partners there a number of high-value projects have been implemented for Belarus, of which we can be justly proud. The Firm holds a leading position in the major world rankings and the award by the Ministry of Justice of the Republic of Belarus was a continuation of a successful year for the office. We are especially grateful to our customers for the opportunity to participate in interesting projects and to the team for the efforts that resulted in deserved recognition and victories in the professional field.”

    As reported on May 26, the Minsk office of Sorainen announced that it had won a similar award. When contacted, Dennis Turovets explained that “the Ministry of Justice may issue the award in question not to one but several law firms, which has been the case with our law firm and Sorainen.”