CEE Legal Matters

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  • SPCG Advises Shiloh Industries on Acquisition of Finnveden Metal Structures

    The Polish Studnicki Pleszka Cwiakalski Gorski law firm has advised Shiloh Industries on Polish law issues related to its acquisition of 100% shares in Finnveden Metal Structures.

    Shiloh Industries, a leading supplier of lightweighting, noise and vibration solutions, is based in Ohio, in the United States. Finnveden Metal Structures is based on Gothenburg, Sweden. Shiloh Industries released a statement explaining that “through this acquisition, Shiloh’s capabilities are expanded with the addition of stamping and magnesium die casting, a key growth segment and technology to address the lightweighting needs of automakers. Additionally, Shiloh adds a European foothold and expands its customer base.” 

    Brad Tolley, the Shiloh Vice President of Strategy and Market Development, explained that “many of our customers are looking for suppliers who can support them globally, and given our current customer base, Europe is a significant market for Shiloh. As we looked to expand into Europe, what we found with FMS was a seasoned management team with strong leadership which is critical for future growth.”

    The transaction is expected to close at the end of June 2014, and was announced by SPCG as amounting to SEK 372.3 million (approximately USD 56.5 million).

    SPCG worked in cooperation with Hengeler Mueller and the Swedish Vinga law firm. SPCG’s team was led by Partners Tomasz Spyra and Wawrzyniec Rajchel, and included Zofia Lesiak, Tomasz Praschil, Justyna Nowak, Katarzyna Duda, Adam Kostrzewa, and Katarzyna Bienkowska.

     

  • L&P and DLA Piper Vindicate Swissport International

    Lavrynovych & Partners and lawyers from DLA Piper’s Ukraine office have defended Swissport International in the Kiev Economic Court against Ukraine International Airlines, which claimed that Swissport International violated a purchase and sale agreement.

    The dispute arose in 2012 when UIA accused Swissport International of breach of contract. The courts of first instance and appeal agreed with UIA, and granted the company full control over Swissport Ukraine. The Supreme Economic Court reversed the decision, however, and remanded the case back to the lower court with new instructions. The second time around led to a different result, as the Kiev Economic Court completely dismissed UIA’s claim against Swissport International and returned 70.6% of Swissport Ukraine to the parent company.

    Swissport International provides ground services for around 224 million passengers and 4.1 million tons of cargo a year. The company is active at 263 airports in 45 countries on five continents and generates consolidated operating revenue of USD 3.4 billion.

    Caroline Buttes, Senior Legal Counsel of Swissport International, commented that: “We hope that this success story will find its continuation in the appellate court, but now I am grateful to the team of DLA Piper for good news and great work on the project for two years.”

    The Lavrynovych & Partners’ team was led by Partner Stanislav Skrypnyck, assisted by Senior Associate Arthur Kiyan and Associate Anastasiia Borysenko. The DLA Piper team was led by Managing Partner Margarita Karpenko, working with Legal Director Alla Kozachenko, Senior Associate Michael Byelostotskyy, and lawyer Tatyana Zamedyanska. Karpenko explained, of the two firms working on behalf of Swissport International, that, “we both were litigating for the benefit of the client and worked as one team.” For his part, Byelostotskyy was both pleased with the result and optimistic about its significance. “We found that a panel of judges carefully reacted to review the case, examined in detail all the circumstances and evidence. Hopefully this approach will be fundamental and Ukrainian judges to further demonstrate the same integrity and consistency. “

  • CHSH Adds Corporate/M&A Partner in Vienna

    CHSH Cerha Hempel Spiegelfeld Hlawati has hired lawyer Harald Stingl as a Partner in the firm’s Corporate/M&A team in Vienna, effective as of June 1, 2014. Stingl joins from competitor Wolf Theiss.

    Stingl was born in Linz, studied law at Georgia State University and the University of Linz, and obtained an LL.M. degree from Columbia University School of Law in New York. 

    In a formal statement released by the firm, CHSH Managing Partner Clemens Hasenauer expressed his pleasure at the new addition. “Due to the strong growth of our M&A practice in recent years, expanding our team was just a logical step forward for us. We’re extremely pleased that Harald Stingl, as a recognized expert in the field of corporate law and M&A, sees his future with us at CHSH.” 

  • NNDKP Emphasizes Legal & Tax Capabilities With New Tagline

    Nestor Nestor Diculescu Kingston Petersen (NNDKP) announced today that the firm is fine tuning its brand message and identity by going to market with a new “Legal & Tax” tagline.

    The move, the firm notes, does not reflect a new capability, but is instead designed “to emphasize its professional leadership in these areas.”

    NNDKP’s Co-Managing Partner Ion Nestor explained in a formal statement that “Whether it’s about closing a deal or resolving a dispute, our goal is to always reach the best possible result. The integrated legal & tax concept aims to maximize the coordination of inter-departmental activities, so as to ensure that clients receive one comprehensive solution that they can entrust to be viable and functional from both a fiscal and a legal perspective. In other words, we look at issues from the clients’ point of view; we are a team that pursues a common objective and not just a mere service provider – and the decision to re-affirm this vision is a reflection of our day-to-day activities.”

    Marius Ionescu, a Partner with NNDKP Tax Advisory Services, also commented on the change.”More and more clients expect to receive a single opinion instead of two sometimes divergent ones which they then have to reconcile internally in order to take the right decision. In this context, the role of the NNDKP team is that of an integrator of the legal and fiscal opinions, so that the client can simultaneously benefit from the risk evaluation and the optimal recommendations from both perspectives, as well as from full support during the decision implementation. The formal communication of this authentic ability, supported by solid, highly specialized teams, through a pragmatic approach that takes into account the specifics of the industry and of the business, was a normal step in our long-term development strategy.”

     

  • DLA Piper Completes Financing for Third Bosphorus Bridge in Istanbul

    DLA Piper Turkey and YukselKarkinKucuk (YKK), the firm’s Turkish arm, completed the financing for the USD 4 billion Third Bosphorus Bridge Project on May 21, 2014, acting for the sponsors, the Turkish IC Holding and the Italian Astaldi Group.  

    The overall value of the investment amounts to approximately USD 2.9 billion (Astaldi has a 33% stake and IC Ictas a 67% stake), funded on a project finance basis with an 80/20 debt/equity ratio. The concession duration is for a period of more than 10 years, 30 months of which for construction activities and the remaining period for management activities. The project will be performed using the BOT formula (Build, Operate, Transfer) and involves the construction of a 1.4 kilometer long-span bridge to be used by road vehicles and trains to cross the Bosphorus Strait from Poyrazkoy in Asia to Garipce in Europe, as well as the construction of a section of the North Marmara Highway along the Odayeri-Pasakoy route. 

    The Third Bosphorus Bridge will be the widest in the world, measuring 60 meters in width and housing 8 motorway lanes (4 in each direction), divided by two high-speed rail corridors of 1,048 meters. It will also be the longest suspension bridge and will achieve another first for its A-shaped pylons standing more than 320 meters tall. Commissioned by the Turkish Ministry of Transport, the works will be performed by a joint venture involving Astaldi and the Turkish company, IC Ictas, which is already working as Astaldi’s partner on projects currently in progress in St. Petersburg (the Pulkovo International Airport and the Western High Speed Diameter). 

    DLA Piper describes the project as “one of the most important ‘build-operate-transfer’ projects in Turkey,” reports that the deal is financed by 6 leading Turkish banks, and reports that “it is also one of the few projects in the Turkish market covered by a debt assumption of the Turkish Treasury. 

    YKK Partner Muharrem Kucuk and DLA Partner Tamsyn Mileham and acted as local and international counsel on all aspects of the financing, including English-law governed finance documents, Turkish and English-law governed security documents, and an implementation contract direct agreement and debt assumption agreement entered into with the KGM administration and Treasury, respectively. Kucuk and Mileham were assisted by Senior Associate Ferda Dumrul, Associate Aslihan Ozbey and Trainees Neslihan Kasap and Emre Usca.

     

  • Four Firms Advise on Turkey’s Largest Project Financing

    Vinson & Elkins has announced that it is advising STAR Rafineri on the development and financing of a greenfield oil refinery in Turkey on the Aegean Sea.

    STAR Rafineri is a joint venture between the State Oil Company of Azerbaijan Republic and the Ministry of Economy and Industry of Azerbaijan. V&E advised on all elements related to the signing of the finance documents for the STAR refinery project, including the common terms agreement and all the loan facility agreements. 

    According to Vinson & Elkins, “the STAR Refinery project is unique and innovative on a number of fronts. Perhaps most notably, with an approximate value of USD 5.6 billion, the transaction marks the largest project financing in Turkey’s history. Additionally, with Export Credit Agencies (ECAs) from five different countries, this marks one of the world’s most diverse multi-source financings. The ECAs involved include JBIC and NEXI (Japan); US Exim (USA); CESCE (Spain); SACE (Italy); and K-Sure (South Korea). The financing of the refinery project also involves Export Development Canada and 16 commercial banks from Europe and Asia.”

    The EPC contractor is a consortium of companies from Spain (Tecnicas Reunidas), Italy (Saipem), Korea (GS) and Japan (Itochu). The full notice to proceed is expected to be issued to the EPC contractor following today’s announcement.  

    In a statement released by the firm, V&E explains that “the project will have the capacity to process 10 million tons of crude oil and expects to manufacture approximately 1.6 million tons of naphtha, which will rescue the petrochemical sector from foreign dependency, and petroleum products such as diesel oil, jet fuel and LPG. The project has also received the first strategic investment incentive certificate of Turkey.”  

    STAR Refinery expects to provide employment and other financial considerations to the regional and national economy and it will start operation in 2018. It will be the first refinery to start operations in Turkey since 1972.  

    London-based Vinson & Elkins Partner Nabil Khodadad, who co-heads the firm’s Global Project Finance practice, led the financing. He was assisted by a London-based team that included Partner Andrew Nealon and Associates Alistair Wishart and Lauren Davies.

    UniCredit is acting as financial advisor to the borrower. The Allen & Overy team serving as lenders’ counsel was led by Istanbul-based Partner Charles Lindsay and London-based Project Finance Partner Lorraine Bayliss. The lender’s Turkish counsel was the Paksoy law firm, led by Partner Zeynel Tunc, and lawyers from the firm’s Banking/Finance, Tax, Real Estate, Corporate, Regulatory, and Capital Markets teams. Partner Muharrem Kucuk led the team of YukselKarkinKucuk — the Turkish arm of DLA Piper — as STAR’s Turkish counsel.

     

  • Binder Groesswang Advises on Acquisition of Immobilien.net

    Binder Groesswang has advises the Scout24 Group on its acquisition of Austrian Immobilien.net real estate portal from sellers Markus and Alexander Ertler.

    The Scout24 Group, based in Germany, has been active in Austrian for the past two years with the www.immobilienscout24.at website. Thus, with this acquisition, Scout24 Group combines two of the leading online portals into one, which will Binger Groesswang says will be “the largest and fastest growing real estate platform in Austria in terms of the number of customers.” At the moment, the two platforms report approximately 1.6 million visits per month.

    The purchase price was not disclosed, but Binder Groesswang described the acquisition as “one of the largest acquisitions in the history of Austrian online industry.” The closing took place on 28 May 2014.

    Binder Groesswang Partner Thomas Schirmer led on the deal, with assistance by Partner Michael Lind and Markus Uitz, Attorney Hermann Schneeweiss, and Associate Mark Reinfeld, along with lawyers Ivo Rungg, Hellmut Buchroithner, John Barbist, Angelika Pallwein-Prettner, and John Bammer .

    The Ertlers were advised by Dorda, with a team led by Partner Jurgen Kittel.

    Editorial Update (June 3, 2014): Dorda has announced that Partner Jurgen Kittel led the firm’s team advising the Ertler brothers in the sale of all their shares to ImmobilienScout24. In a firm press release, Kittel stated that “our clients acted as true pioneers when they set up Immobilien.net twenty years ago. It was the first real-estate platform on the German-language internet. The success story is now continuing and we are thrilled to have assisted our clients with this interesting transaction.”

     

  • FBK Participates in Audit of Bank of Russia

    The Russian FBK law firm has participated in an audit of the Bank of Russia, reviewing its financial documents for 2013.

    FBK was part of consortium along with PwC, which audited and expressed a qualified opinion that the annual financial statements of the Bank of Russia, in all material respects, fully complied with the “On the Central Bank of the Russian Federation (Bank of Russia)” law, the “On accounting” law, and the Bank of Russia’s internal rules

    According to FBK Partner and Vice-President for Audit and Consulting Services to Financial Institutions Alexey Terekhov, this was the first time an audit report has been signed by both FBK and PwC. This is eighth audit of the Bank of Russia FBK has participated in.

     

  • Clifford Chance Advises Constellium on High Yield Bond Issuance

    Clifford Chance has advised the Constellium Group on its refinancing efforts, involving a May 2014 private offering of two high-yield bonds, in both euros and dollars, and a revolving credit facility, for a total amount of over EUR 700 million. 

    Constellium, the global aluminum products manufacturer, benefited from guarantees granted by certain of its subsidiaries, comprising of:

    a) EUR 300 million of unsecured notes maturing in 2021, at a rate of 4.625% per annum; and

    b) EUR 400 million of unsecured notes, maturing in 2024, at a rate of 5.75% per annum.

    Constellium was also granted an unsecured EUR 125 revolving credit facility.

    Clifford Chance advised Constellium on all French, German, and Czech aspects of the transaction. The team was led by Partner Daniel Zerbeb, assisted by Partner Arne Kluwer, Counsel Julian Rocherieux, and Associates Alice Latour, Roy Charles Bates, Mortimer Berlet, Stefan Bruder, Vladimir Rylich, and Dominik Vojta.

     

  • Emre Derman Leaves JP Morgan in Turkey

    Emre Derman Leaves JP Morgan in Turkey

    Emre Derman, the Managing Director and Senior Country Officer for Turkey at JP Morgan, has resigned from his position, effective today. 

       

    Emre Derman

    Derman, one of the best known and most respected lawyers in Turkey, has been working in a non-lawyer capacity with the corporate and investment bank for the past 3 years. In an exclusive interview with CEE Legal Matters, Derman explained simply that he has “no specific plan” in mind as he moves on from JP Morgan. “It’s been three years,” he noted, “and it’s time to go out, breathe, and see what else comes along.” 

    Derman, who during his previous incarnation as Executive Partner of White & Case in Istanbul made the firm the unquestioned market leader for legal services, doesn’t plan to stay unemployed long. He believes that closing this door will open others. “This is how I did it 6 years ago when I left White & Case,” Derman explained. “When you’re working, people are reluctant to come to you with new ideas, because they think you’re set. They build up this image of you. The moment you step out and say, ‘I’m unemployed’ people come to you with all kinds of ideas.” Indeed, Derman reported that shortly after he announced his plans to leave JP Morgan, his lunch invitations began to multiply. One assumes he’ll be eating well for the next few months.

    An interview with Derman about the current state of the Turkish legal market can be found here.

     

     

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