Category: Czech Republic

Freshfields Bruckhaus Deringer and CMS have advised Advent International and its European medicines producer Zentiva on Zentiva’s acquisition of the Central and Eastern European business of Alvogen. White & Case advised Alvogen on the deal, which is expected to close in the first quarter of 2020.

Zentiva is an international pharmaceutical company that is based in Prague and focuses on developing, manufacturing, and marketing generic pharmaceutical products.

Alvogen CEE markets over 200 generic and over-the-counter products across multiple therapeutic areas in 14 markets, including Russia, Romania, Bulgaria, Hungary, Poland, and the Balkans. 

The Freshfields team included Partners James Scott, Helen Lethaby, Alan Ryan, and Jochen Dieselhorst, Senior Associate Vincent Bergin, and Principal Associate Lutz Dralle.

CMS’ Prague-based team included Managing Partner Helen Rodwell, Senior Associates Frances Gerrard and Marketa Frankova, Associates Pavel Drimal and Tristan O’Connor, and Trainee Solicitor Moritz Kopka. The team also had support from Sofia-based Partner Atanas Bangachev, Bucharest-based Partner Horea Popescu and Senior Associate Claudia Popescu, Budapest-based Partner Aniko Kircsi and Senior Associate Peter Toth, Warsaw-based Partner Rafal Zwierz and Senior Associate Gregorz Paczek, Moscow-based Consultant David Cranfield and Senior Associate Maxim Gubanov, and London-based Senior Associate John Markham and Associate Madeeha Anthony.

White & Case’s London-based team included Partners Steven Worthington, Lucy Bullock, Lindsey Canning, Martin Forbes, Marc Israel, and Peita Menon, Counsel Paul Harrington, and Associates Katarina Ward, Benjamin Morrison, James Turner, Jean Renaldy, and Oliver Alsop.  

Editor’s Note: After this article was published Romania’s Bondoc si Asociatii announced that it had worked alongside White & Case in advising Alvogen on the sale of its CEE business to the Zentiva group.

BPV Braun Partners has successfully represented the Czech Ministry of Finance in a dispute with the insolvency administrator of Viktoriagruppe, which went bankrupt in 2014.

According to bpv Braun Partners, “before Viktoriagruppe declared bankruptcy in 2014, the Czech tax and customs authority secured its claims to payment of taxes by placing pledges on the real property the company owned in the Czech Republic. The insolvency administrator called these pledges into question and took the case to the Munich Regional Court seeking to have them declared invalid.”

The Munich Higher Regional Court upheld the April, 2019 decision of the first instance court that the insolvency administrator must respect the decisions of Czech tax and customs authorities. The value of the dispute is around EUR 5 million. 

The bpv Braun Partners team included Partners Arthur Braun and Marc Mueller.  

Jan Spacil, Deloitte Legal’s Managing Partner in the Czech Republic, has been appointed leader of Deloitte Legal in the Central Europe region.

Spacil has over 20 years of experience in commercial and corporate law, with a focus on day-to-day corporate and business issues, comprehensive restructuring projects, acquisitions and similar transactions. He also has experience in advising on management liability matters and corporate governance issues.

Prior to joining Deloitte in 2011, Spacil worked at Ambruz & Dark, PwC, and Coopers & Lybrand. He graduated from the Faculty of Law at Masaryk University in Brno and received his Master’s of Law degree from the Nottingham Trent University in the UK.

Clifford Chance has advised HID Global, a subsidiary of Swedish engineering and technology company Assa Abloy, on the acquisition of LUX-IDent, a provider of radio frequency identification components based in the Czech Republic. HVH Legal advised LUX-IDent on the deal, which is subject to regulatory approval and is expected to close before the end of the year.

LUX-IDent designs and manufactures radio frequency identification components such as inlays, prelaminates, smart labels, wristbands, key fobs, and glass transponders. The company’s primary customers include smart card manufacturers, OEMs, and system integrators.

The Clifford Chance team was led by Counsel Michal Jasek and included Managing Partner Alex Cook, Counsel Dimitri Slobodeniuk, and Associate Jakub Vesely.  

Allen & Overy has advised Ceska Sporitelna and Ceskoslovenska Obchodni Banka on their financing of Bike Fun International, a European bike producer, based in Koprivnice, in the Czech Republic. PwC Legal advised Bike Fun on the deal.

The overdraft facility of the financing documentation was prepared and negotiated using the euro short-term rate (the €STR, a replacement of the previous EONIA), a new benchmark based on overnight deals published by the European Central Bank as of October 2, 2019.

According to Allen & Overy, “the timing of the transaction and the fact that €STR is a backward-looking rate have resulted in challenges for the transaction, in particular in relation to the method of calculation and the settlement of daily accrued interest as of the end of the month.” The €STR will be used for the overdraft facility by one lender and its use by the other lender will be optional.

The A&O team was led by Counsel Silvie Horackova and Senior Associate Petra Mysakova, supported by Associate Lukas Vondrich and Junior Lawyer David Bujgl.

The PwC Legal team was led by Senior Associate Daniel Pikal and included Managing Associate Vendelin Balog and Junior Associate Pavlina Krausova.

Weinhold Legal has assisted Lagardere Travel Retail, a global operator of duty-free shops, on its successful concession bid to operate travel essentials shops at Prague’s Vaclav Havel airport.

As a result of its successful bid, Lagardere will pay around EUR 6.23 million for the right to operate seven Relay shops with a total area of 552 square meters.

The Weinhold Legal team was led by Partner Martin Lukas in cooperation with Managing Attorney at Law Jan Turek. 

Several months ago Weinhold Legal helped Lagardere Travel Retail successfully bid to operate duty-free shops at Vaclav Havel airport (as reported by CEE Legal Matters on July 15, 2019). 

While Brexit is a major topic of discussion for lawyers in the Czech Republic, Prague-based Baker McKenzie Partner Milena Hoffmanova, who heads the office’s Czech Pharmaceuticals & Healthcare group, is focused on the issue of the timely flow of affordable medicinal products from manufacturers to patients.

Hoffmanova is critical of a draft amendment to the Czech Pharmaceuticals Act that was approved by the Lower Chamber of the Parliament on September 24, 2019 after the Senate’s objections were out-voted. “We are of the opinion that the current amendment will not be enforceable due to its infringement with EU laws,” she says, pointing out that “two years ago the Parliament enacted a similar amendment, but although it entered into force, it was not enforced by the regulatory authorities as it was deemed to be too vague and in conflict with the EU law.” That amendment from two years ago required Marketing Authorization Holders (MAHs) — companies authorized to market specific medicinal products in one or more EU member states — to deliver pharmaceutical products to distributors based on those distributors’ market share. The new amendment obliges MAHs to supply pharmaceutical products to distributors based on their request to an extent corresponding to two-week demand from pharmacies. “Although the new law was created to change the situation they are still quite similar,” she sighs.

To fix these problems, Hoffmanova says the Czech Ministry of Health has prepared a new draft law, which is currently in the Lower Chamber of the Parliament. “The law introduces completely different rules and is truly a game-changer,” she says, enthusiastically. This new law, if enacted, would cancel the two previous amendments and introduce regulations impacting the distribution of medicinal products without obliging MAHs to generally deliver products to distributors. It would introduce the obligation for MAHs to establish emergency channels through which they would be obliged to supply pharmacies with medicinal products that were prescribed to specific patients if the pharmacies were not able to obtain these medicinal products elsewhere. Hoffmanova says that, unlike the previous amendments, which might have protected the interests of the distributors but could not ensure an efficient distribution of medicinal products for patients, this new draft law finally focuses on making medicinal products available to patients in pharmacies rather than forcing MAHs to cooperate with distributors with which they do not want to trade.

Hoffmanova says that the Czech pharmaceutical market has become more active recently. “We see that problems that were there all the time are now being brought to light and being addressed, not always in the best way – but the Ministry of Health has become active in recent years and is trying to address issues.” She admits, however, that the rapid pace of change in applicable legislation makes it difficult for companies. “Often companies do not have time to adapt to these changes,” she says. “For example, the distribution system for medicinal products takes a year to amend, but pharmaceutical companies are given only two months to change, which is impossible. Nobody can adapt to such massive changes within two months,” she says. “It is just impossible!” 

JSK has advised the Catalyst Capital investment group on its acquisition of the Olympia shopping center in Olomouc, in the eastern part of the Czech Republic, from an unidentified seller.

According to JSK, Olympia Olomouc is a regional shopping center with more than 30,000 square meters of lettable area.

The firm’s team was led by Partner Roman Stastny, working with Senior Associate Daniel Pospisil, Junior Lawyer Jana Sabova. Managing Associate Patrik Muller managed the due diligence process. 

Senior Associate Marek Disman has been appointed the new Head of Real Estate at Baker McKenzie Prague.

According to Baker McKenzie, Disman “has significant experience in various aspects of real estate law and real estate financing and advises clients on complex real estate matters as well as on due diligence investigations.” His practice also involves advising on legal aspects of commercial leases, sale and leaseback transactions, and real estate and acquisition financing.

Disman has been with Baker McKenzie for over seven years. Before joining the firm Baker McKenzie he spent a year with Kinstellar. He holds a Master’s degree and a J.D. from the Charles Universities Faculty of Law.