Category: Greece

Potamitis Vekris has advised Eurobank and Eurobank Leasing Single Member on asset management agreements and service level agreements with Cerved Property Services Single Member regarding the management of Eurobank Group’s real estate portfolio.

Cerved Property Services is part of Italy-based Cerved, an information technology company.

The Potamitis Vekris team included Partners Alexandros Metallinos and Theologos Mintzas and Associates Lucy Levi and Elisabetta Lentsiou.

Potamitis Vekris did not respond to our inquiry on the matter.

Koutalidis has advised the Hellenic Gas Transmission System Operator on its issuance of a bond loan of up to EUR 710 million with National Bank of Greece, Piraeus Bank, Alpha Bank, and Eurobank as acting as arrangers, NBG and Piraeus Bank also serving as bondholder coordinators, and Alpha Bank acting as bondholder agent and administrative agent. Lambadarios advised the banks.

According to Koutalidis, “the bond program includes an ‘accordion’ option, allowing for an up to EUR 100 million increase of the loan reaching a total amount of up to EUR 810 million. This transaction made use of funds available under the Recovery and Resilience Facility Scheme, underscoring DESFA’s commitment to advancing Greece’s energy infrastructure and sustainability goals.”

In 2021, Koutalidis advised on DESFA’s EUR 505 million common bond issuance (as reported by CEE Legal Matters on October 19, 2021).

The Koutalidis team included Partner Ioannis Kaptanis, Senior Associate Dimitris Kalyvas, and Associates Marina Angoura and Gerasimos Siokos.

The Lambadarios team included Partners Yannis Kourniotis, Prokopis Dimitriadis, and Konstantina Siozou, Senior Associate Katerina Gini, and Associate Christina Kyrgialani.

Former Eurobank Head of Legal Services Division Alexia Kefalogianni has joined Bernitsas Law as Counsel.

According to Bernitsas, Kefalogianni will expand the firm’s “capabilities in the banking, finance, and capital markets sectors.”

Before the move, Kefalogianni spent almost 22 years with Eurobank, firstly as a Capital Markets & Wealth Management Senior Associate between 2003 and 2009, then as a Capital Markets & Wealth Management Managing Counsel between 2009 and 2014, as a Deputy Head of Legal Services Division supporting Strategy, Capital Markets & Wealth Management between 2014 and 2022, and finally as the Head of Legal Services Division supporting Markets & Wealth, Strategy and International Activities between 2022 and 2024. Earlier, she was with Tsibanoulis & Partners between 1999 and 2003 as a Senior Associate and later Partner. Earlier still, she was a sole practitioner between 1995 and 1999. Kefalogianni began her career with Gouzoulis Law Office where she was an Attorney at Law between 1994 and 1995.

“Alexia’s extensive experience and deep understanding of the financial services industry will be an important asset to our team and clients alike,” said Managing Partner Panayotis Bernitsas. “Her appointment reflects our ongoing commitment to enhancing our service offering and providing top-tier legal counsel in these complex and dynamic fields.”

“I am delighted to be joining Bernitsas Law, a firm with an undisputed market-leading position,” Kefalogianni commented. “I am confident that my background in the industry and sector knowledge will contribute to the firm’s strength in this practice area and I very much look forward to working with this great team on exciting transactions.”

Originally reported by CEE In-House Matters.

The development of offshore wind farms in Greece represents an ambitious step in the country’s energy transition, further promoting the shift towards renewable energy sources and the reduction of carbon dioxide emissions. The regulatory framework governing the installation and operation of offshore wind farms has evolved significantly in recent years, reflecting both national and international energy commitments, as well as the technological and environmental challenges accompanying such investments.

The existing legislative framework

The framework for offshore wind farms in Greece was first established in 2006 with Law 3468/2006, which introduced the fundamental principles for the development of Renewable Energy Sources (RES) in Greece. However, in 2010, the licensing of offshore wind farms was suspended under Law 3851/2010 due to problems and delays in the application of the original framework.

Several years later, the Greek state returned with a new, more detailed framework, which was enacted under Law 4964/2022, subsequently amended by Law 5069/2023 and Law 5106/2024. Law 4964/2022, as currently in force, includes provisions for accelerating the licensing procedure and promoting investments in offshore wind farms. The new regulatory framework focuses on simplifying and speeding up the licensing process and reducing administrative burdens. It also defines procedures for selecting suitable installation areas based on environmental protection and financial viability criteria.

The National Offshore Wind Development Program (National Program), announced on October 31, 2023, sets ambitious targets for the installation of 2 GW of offshore wind capacity by 2030, 12,4 GW by 2035-2040, and 17,3 GW by 2050 (Phase 2). Most offshore wind farms are expected to be floating due to the deep waters of Greek seas. Overall, investments are expected to reach €6 billion by 2030 and €28 billion by 2050.

The role of HEREMA in accelerating licensing process

The Hellenic Hydrocarbon Resources Management and Energy Resources (HEREMA) plays a pivotal role in implementing the National Program. HEREMA is responsible for siting offshore wind farms, coordinating the related processes, and monitoring project progress. Specifically, HEREMA is tasked with preparing Strategic Environmental Assessments (SEA), which are conducted both for the National Program and for Organized Offshore Wind Development Areas, assessing the broader environmental impacts and thereby accelerating the environmental licensing process for each project.

Among other things, the legislative provisions in force allow HEREMA to either conduct or assign to a special purpose vehicle technical measurements and collection of technical data in potential Organized Offshore Wind Development Areas, which will be made available to investors for a fee. Investors may also proceed with their own independent measurements, provided they have obtained a research license. In areas designated as “go-to areas,” the approval of environmental terms is not required, simplifying the process and accelerating project development.

Timeline and implementation steps

The implementation of the National Program involves a series of steps and regulatory acts aimed at siting installation areas and ensuring compliance with environmental requirements. Initially, the approval of the SEA for the National Program is expected promptly, covering 23 areas suitable for offshore wind farm development.

After the SEA approval, a Joint Ministerial Decision will be issued approving the National Program by designating the areas where investments can be implemented. Subsequently, special technical studies will be prepared (which will be subject to SEA) for each potential Organized Offshore Wind Development Area. These studies will define the boundaries of the Organized Offshore Wind Development Area and the development terms for each area, estimating the maximum and minimum capacity of the projects to be installed. Organized Offshore Wind Development Areas will be established by presidential decree(s).

The fact that SEA is required both for the National Program and the presidential decrees defining the Organized Offshore Wind Development Areas is a step in the right direction, as it entails faster environmental licensing for each individual project.

Furthermore, the establishment of a special purpose vehicle (SPV) which will conduct tenders for the required wind and seabed studies, will play a critical role in implementing the projects. The tenders for these studies are scheduled to be completed by 2025, with the first studies expected in 2026.

An important milestone concerns the issuance of presidential decrees that will delineate the first six Organized Offshore Wind Development Areas with a total capacity of 1,9 GW by the end of the decade. These areas are expected to include the eastern part of Crete, southern Rhodes, central Aegean (areas around Donoussa and Gyaros), Evia, and the Ionian Sea. Following the issuance of the presidential decrees, HEREMA will grant research licenses to interested investors for a period of three years. Each investor may apply for one or more areas, provided they meet specific technical and financial eligibility criteria.

The European Commission’s Directorate-General for Competition (DG Comp) must also approve the support scheme for the development of offshore wind farms, which includes financial incentives for investors. Discussions with EU services have already begun to ensure that state aid is compatible with European competition rules.

Upon completion of the wind and seabed studies in 2027, the installation areas within each Organized Offshore Wind Development Area will be allocated by Ministerial Decision, while the first tenders for attracting investors are expected to be announced in 2027. At this stage, investors who have secured a research license in an Organized Offshore Wind Development Area will be able to submit bids for one or more installation areas within the same Organized Offshore Wind Development Area, with the selection criterion being the lowest remuneration price (sliding feed-in premium) for the produced energy (€/MWh). The successful investor will secure the right to develop and exploit the project in the installation area.

Grid connection

The interconnection of offshore wind farms to the Greek Power Transmission System is a crucial factor for the successful implementation of the projects. The cost of interconnection in Greece is lower compared to other European countries, mainly due to the proximity of offshore areas to the interconnection points of the Independent Power Transmission Operator (IPTO). The presence of many islands creates multiple interconnection points, facilitating the interconnection of offshore wind farms to the Power Transmission System.

IPTO is responsible for designing, developing, constructing, and operating the interconnection works from the Power Transmission System to the interconnection point at the Offshore Wind Farm. IPTO conducts strategic studies for the development of interconnection works and undertakes their construction within specific timelines.

Following the issuance of the Presidential Decree defining the Organized Offshore Wind Development Areas, IPTO issues a decision on the reservation of electric space to ensure the interconnection of the offshore wind farms’ projected capacity in each Organized Offshore Wind Development Area. Subsequently, the investor who has secured a feed-in premium will submit an application to IPTO for the issuance of interconnection terms and will bear the cost for the interconnection from the offshore wind farm to the interconnection point as defined in Article 74 of Law 4964/2022.

Currently, there is an ongoing discussion regarding the model to be followed for the interconnection of offshore wind farms. Two different strategies have been proposed:

1. The “shallow” connection model, where the investor bears the cost for the connection of the offshore wind farm to the interconnection point. In this model, the construction cost of the substation and related cables burdens the investor, which may increase the overall capex, but provides more flexibility in the design and execution of interconnection works.
2. The “super shallow” connection model, where IPTO assumes the cost of all necessary works for the connection of the offshore wind farm to the Power Transmission System. This reduces investor’s costs and ensures that the interconnection works will be carried out according to the timelines and standards set by the system operator.

The model that will be chosen will have a significant impact on the financial forecasts and viability of offshore wind farms, as it directly affects the overall cost and return on investment.

Problems and challenges

Despite the progress made as described above, the implementation of offshore wind farms faces significant challenges. The excessive production of renewable energy in relation to the capacity of existing networks, the lack of adequate energy storage infrastructure, and the difficulty in exporting the produced energy require the revision of the business model. Additionally, the objections from local communities and delays in issuing regulatory decisions have an adverse effect on the implementation schedule.

The installation of floating offshore wind farms, which as mentioned above is expected to constitute the majority of the offshore wind parks in Greece, presents additional technological and economic challenges. Investors have to deal with supply chain uncertainties, the need to develop new port infrastructures, as well as high maintenance and operational costs of floating units.

Furthermore, due to the specific risks associated with floating technology, such as the lack of experience in large-scale commercial applications and the need for continuous technological innovations, it remains to be seen how the financing of these projects will evolve and whether the banking system will respond willingly to such massive investments.

By Prokopis Linardos, Partner, Your Legal Partners

Koutalidis has advised Alpha Bank on the financing of a EUR 806 million secured bond loan issued by Athens International Airport.

In parallel, Koutalidis has also advised a syndicate of four Greek systemic banks on the amendment and restatement of four existing major bond loans issued by Athens International Airport, comprising financing provided to AIA in 2019, 2022, and 2024.

According to Koutalidis, the transaction will fund the expansion of Greece’s largest and busiest airport, a critical hub serving millions of travelers each year.

Earlier this year, Koutalidis advised on AIA’s IPO (as reported by CEE Legal Matters on February 20, 2024).

The Koutalidis team included Partner Ioannis Kaptanis, Senior Associate Dimitris Kalyvas, and Associates Marina Angoura, Nike Konidaris, and Gerasimos Siokos.

Koutalidis did not respond to our inquiry on the matter.

Bernitsas has advised the joint global coordinators, joint physical bookrunners, and joint bookrunners on Public Power Corporation’s EUR 600 million issuance and offering of 4.625% senior notes due 2031 and listing the notes on the Global Exchange Market of Euronext Dublin.

According to Bernitsas, “the proceeds from the offering of the Notes will be primarily used to fund ongoing expansion capital expenditure projects of PPC and its subsidiaries.”

The Bernitsas team included Partners Nikos Papachristopoulos and Fotodotis Malamas and Counsels Alexia Kefalogianni and Eleni Stazilova.

Bernitsas did not respond to our inquiry on the matter.

Unauthorized constructions have been a prominent issue in Greek reality for decades, leading to repeated legislative attempts to address it. Currently applicable legislation (law 4495/2017) provides for legalization of such unauthorized constructions, as well as arbitrary changes of use, subject to conditions and further to submission of statements, payment of fines, etc.

For those lucky enough not to have encountered relevant issues in real estate transactions: Unauthorized constructions are defined as any construction or installation that is or has been carried out without the required building permit or in excess thereof or in violation of the applicable planning provisions or on the basis of a permit that has been revoked or cancelled. Similarly, an arbitrary change of use is defined as any change of use for which the required building permit has not been issued.

Up until 10 days ago, article 82 of the said law stipulated that the establishment or transfer of a “right in rem” (such as ownership) on a property, in which an illegal construction has been carried out or an arbitrary change of use has been installed is prohibited and considered as null and void.

To ensure compliance with the above provision, pursuant to article 83 of the said law, any notarial deed pertaining to transfer of real estate rights must be accompanied by a solemn declaration of the owner and an engineer’s certificate, verifying that the property in question does not bear any unauthorized constructions (and/or arbitrary uses). Further to the introduction of the concept of “electronic identification” of buildings on April 1st, 2022, the engineer’s certificate has been replaced by the “Certificate of Completeness of the Electronic Identification of Building or Divided Property”.

The above provisions had a significant impact on transactions, resulting in submission of -new or amending- legalization statements, followed by repetitions of notarial transfer deeds, which in turn caused delays and frustration among investors. In an attempt to resolve this issue, article 16 of newly enacted law 5142/2024 provides that the nullity of transfers can be cured under the following conditions:

(a)  That the transaction concluded prior to 01.05.2024; and

(b)  That the unauthorized constructions and/or arbitrary uses are – and may be – legalized or regularized pursuant to law 4495/2017.

To further facilitate the implementation of this new provision, the law allows for the correction of the relevant notarial deed unilaterally by the current owner, thereby relieving sellers from any obligation to assist in the corrections required.

As stated in the accompanying explanatory report (in Greek, «Ανάλυση Συνεπειών Ρύθμισης»), the remedial actions required under the previous regime were often difficult, if not impossible, to complete for several reasons, such as challenges in locating the original parties involved and/or identifying their potential heirs, refusal on their part to assist, inability to gather the necessary certificates and documents for the repetition etc. For this reason, it was deemed necessary to introduce a new system, which would allow current owners to overcome the difficulties described above. The good intentions of the legislator notwithstanding, it is unclear as to why May 1st 2024 was chosen as the cut-off date for rectifying such problematic deeds.

As usual, it remains to be seen how this provision will be implemented in practice, as well as how it will be interpreted by the competent courts. We will remain alert.

By Helen Alexiou, Managing Partner, and Ariti Tsoukala and Persefoni Ntouchani, Associates, AKL Law Firm

Lambadarios has advised PPC on the acquisition of 66.6 megawatts of operational RES assets, a 1.7 gigawatt pipeline under development, and a 20% stake in the combined-cycle gas turbine unit in Alexandroupolis from the Copelouzos and Samaras groups. PwC Legal reportedly advised Copelouzos and Samaras.

Copelouzos Group is a Greek infrastructure investor.

Samaras is a consultancy company.

According to Lambadarios, “this acquisition strengthens PPC’s wind energy portfolio with projects in South Evia, Lakonia, and Crete, areas known for high wind potential, and expands their renewable energy capacity in Greece.”

The Lambadarios team included Managing Partner Constantinos Lambadarios and Associate Alexandros Koukoutsis.

Papapolitis & Papapolitis has advised Intrakat on the acquisition of a EUR 600 million real estate portfolio from Prodea Investments.

Intrakat, soon to be renamed Aktor Group of Companies, is a construction sector company engaged in infrastructure development and commercial and industrial construction.

Prodea Investments is an Athens Stock Exchange-listed real estate investment company in Greece.

According to Papapolitis & Papapolitis, the acquisition will allow Intrakat to expand its activities in the real estate sector.

The Papapolitis & Papapolitis team included Managing Partner Nicholas Papapolitis and Partner Elena Papachristou.

Papapolitis & Papapolitis did not respond to our inquiry on the matter.

Papapolitis & Papapolitis, working with White & Case, has advised Germany-based investment holding Armira and Viessmann Generations Group on the acquisition of a minority stake in Pharos Generics Holding from Diorama Investments, Limonilum, Amarilenco, and Hesperiada. KLC advised Pharos Generics Holding as well as Limonilum, Amarilenco, and Hesperiada. Zepos & Yannopoulos advised Diorama Investments. Latham & Watkins was reportedly the sellers’ international counsel.

Pharos Generics Holding is a Greek pharmaceutical company.

Diorama Investments is a private equity fund managed by Deca Investments AIFM.

The Papapolitis & Papapolitis team included Partners Elmina Chadio and Maria Karabella, Senior Associate Anna Pavlaki, Athanasia Stefanidou, and Erna Kritikou, and Associate Antonia Rountou.

The Zepos & Yannopoulos team included Partners Stathis Orfanoudakis, Stefanos Charaktiniotis, and Elina Filippou, Senior Associate Elina Belouli, and Associate Elia Bastali.