Category: Poland

Gessel has advised Polish stem cell bank Polski Bank Komorki Macierzystych on its EUR 420,000 acquisition of 53% of the share capital of Milan-based Sorgente S.r.l.

Sorgente was founded in 2004, and its line of business includes the construction of residential buildings.

The price may be increased by an additional amount based on an earn-out based on Sorgente’s profit in 2020. The transaction is also subject to the fulfillment of a condition precedent involving the issue of an official permit by the Chancellery of the Prime Minister of Italy. According to forecasts, the integration process of Sorgente with the PBKM capital group will take about 18-24 months.

Gessel’s team included Partner Maciej Kozuchowski, Senior Associate Piotr Rysiak, and Associate Anna Haciuk.

Gessel did not reply to our inquiry on the matter.

Rymarz Zdort has advised European Logistics Investment BV and Griffin Real Estate on the acquisition of land for the construction of a warehouse in Zabrze, Poland, with a planned area of 50,000 square meters. 

ELI is a logistics platform owned by Madison International Realty, Redefine Properties, and Griffin Real Estate. 

According to Rymarz Zdort, “the warehouse is planned to be constructed for Weber-Stephen Products using the build-to-suit formula. The planned project will be the nineteenth warehouse in ELI’s portfolio.”

Weber-Stephen Products is an international manufacturer of charcoal, gas, electric, pellet grills, and grilling accessories, as well as being a publisher of cookbooks and a developer of mobile applications. 

Rymarz Zdort’s team included Partner Piotr Fedorowicz, Senior Associate Karolina Bakowska, and Associate Michal Kostewicz. 

Rymarz Zdort was unable to provide any additional information on the deal.

Gessel has advised Anwim on its investment in a network of unmanned eMila service stations.

Gessel describes eMILA as “a network of unmanned petrol stations located throughout Poland [that] offer a fully automated refueling format for individual customers.” 

Anwim S.A. operates a network of over 250 petrol stations under the Moya brand. It is a portfolio company of the Enterprise Investors fund, which has operated in Central and Eastern Europe since 1990. It has created nine funds with a total capital exceeding EUR 2.5 billion. 

Gessel’s team included Managing Partner Marcin Macieszczak, Partner Bernadeta Kasztelan-Swietlik, Managing Associate Bartlomiej Wozniak, Senior Associates Agnieszka Nowacka, Karolina Krzal-Kwiatkowska, and Krzysztof Jasinski, Associates Anna Haciuk, Diana Strzalkowska, and Paulina Maciag, and Paralegal Iwona Gielo-Benza. 

Gessel did not reply to our inquiry on the matter. 

Editor’s Note: On August 7, 2020, Gessel announced that Anwim’s acquisition of a stake in the eMILA network fuel stations from BM Reflex sp. Z o.o. sp.k was approved by Poland’s Office of Competition and Consumer Protection on July 22, 2020. 

CEE Legal Matters also learned that Kubiak & Eger had advised BM Reflex on the deal. The firm’s team was led by Partner Malina Tarczynska-Kubiak.

CK Legal has advised Selvita S.A. on its successfully allotment of 2.38 million of C series shares, raising EUR 20.6 million from investors.

Ipopema Securities S.A. was the global coordinator and bookrunner.

CK Legal describes Selvita as “one of the largest preclinical contract research organizations in Europe,” and describes its share issuance as “the second largest transaction in terms of capital raised on the Warsaw Stock Exchange this year.” According to the firm, “the issue was addressed to qualified and affluent investors (including packages worth over EUR 100,000). The offer was conducted in the ABB formula, which allowed for its closure within a few days.”

According to a Selvita press release, “as part of the follow-on public offering of shares, investors could buy up to 2.38 million shares of the new C series, which constitutes about 15 percent of the current company’s share capital. The issue price of the shares was set at PLN 38.00. The company has achieved in full its intended goal regarding capital raise that was presented in the strategy published together with the announcement of the shareholders’ meeting.

The CK Legal team was led by Partner Wojciech Chabasiewicz and Anita Gwozdz.

Poland’s JS Legal and Zieba & Partners law firms have merged to form B2R Law Jankowski Stroinski Zieba.

According to B2RLaw, “in February 2020 the partners of JS Legal (established by Bartlomiej Jankowski and Rafal Stroinski) and Zieba & Partners (established by Rafal Zieba) voted to merge. The new firm will be known as B2R Law Jankowski Stroinski Zieba (commonly known as B2RLaw) and will consist of 14 partners and in excess of 70 lawyers, with nearly 85 staff in total.”

According to B2RLaw, “the combination is the first-ever merger of two similar medium-sized Polish law firms to form one of the largest firms in Poland.”

The firm will be structured, it reports, around thirty-two practices falling into four categories: Advisory, Contentious, Regulatory, and Transactional. In addition, B2RLaw reports, “the firm will be based on three core pillars – Transactions, with no less than six partners focused on Corporate, M&A (including Private Equity and Venture Capital) and Finance chaired by Senior Partner Rafal Stroinski; Disputes and Investigations with four partners chaired by Senior Partner Bartlomiej Jankowski; and Real Estate, Infrastructure and Construction chaired by Senior Partner Rafal Zieba. However, the firm will host a number of practices ranging from Data Protection to Tax.”

The new firm will begin with offices in Warsaw, Krakow, and Katowice, though it claims to have “exciting plans for future expansion.”

“I am very excited by the merger and the prospects it brings,” stated Bartlomiej Jankowski. “This is very much a merger of equals. Behind the scenes the teams have been working closely together for several months, and it’s especially pleasing to see how enthusiastic everyone has been. Both firms are very ambitious and this merger provides the platform to realize those ambitions. However, its not just about business. New friendships have been formed across the team, and clients will reap the benefit from this collaboration. Each individual within the firm shares the same values of teamwork, working together, helping each other, and collectively assisting our clients to provide the best possible level of service. It should also be noted that while the decision to merge was made prior to COVID-19, much of the behind the scenes work to achieve this announcement was conducted during lockdown from our homes, and it’s a testament to the team that we have been able to do so in the difficult circumstances. In fact, I believe we are the first law firm merger globally, of a sufficient size, to have taken place almost completely remotely.”

“I’ve worked a long time with Bartlomiej Jankowski and it’s wonderful to join forces with Rafal Zieba,” added Rafal Stroinski. “I am absolutely thrilled by the possibility of our respective teams working together and the fantastic synergies and opportunities which the merger creates. As a transaction lawyer I’m supremely excited to work with what will be one of the largest and highly skilled transaction practices in Poland. There is a huge amount of international and cross-border expertise, and I can confidently say [that] we have one of the leading transaction practices for the technology industry, while at the same time providing state of the art M&A advice for the brick and mortar businesses. Together, as a team, we have worked on a significant share of the venture capital deals involving Poland and Polish companies, but also on a fair portion of mid-cap and larger transactions involving private equity funds and other investors. I believe our strategy is rare for the Polish market. We have built a team with expertise to cater for the full lifespan of a business, from that early investor through venture capital, taking on debt finance to scale the business, to seeking a private equity sponsor to achieve globalization, concluding with a full sale to an industry investor or an IPO on the Polish or a foreign stock exchange.”

“From the very first moment that our teams met, there was immediate chemistry,” noted Rafal Zieba, finally. “We share the same values and view of the legal market. The extensive synergies between our firms meant that joining together just made sense, and we felt we could provide a better service to our clients working closely together. Our large team, which will grow further, has full capabilities to cater for every legal need. We also have a very international outlook, and there is a huge amount of international and cross-border expertise. We have UK and US law capability and many of our lawyers have either studied or practiced law abroad, whether in the UK, US, Canada, Germany, or elsewhere. This puts us in a very strong position over our competitors to assist Polish companies going international, as well as to assist international investors taking their first steps in Poland. I’m very excited about the future and look forward to working with my new partners and friends to develop Poland’s law firm.”

Gawronski & Partners has advised Przedsiebiorstwo Wodociagow i Kanalizacji on its organization of a public procurement procedure for the construction of a pioneer nutrient recovery facility, which will recover phosphorus from reclaimed water in a sewage treatment plant in the Polish town of Cielcza.

According to Gawronski & Partners, the modernization of the sewage treatment plant in Cielcza (located about 80 kilometers southeast of Poznan), which includes the phosphorus recovery facility, has been underway for several years. According to the firm, “the general contractor for this investment was selected in 2018, but at the end of 2019 it left the construction site and it turned out necessary to complete it in a different mode.” The firm reports that “PWiK [is now] in the process of selecting contractors for all work necessary to complete the modernization, the estimated value of which exceeds EUR 20 million.”

The firm’s work includes “choosing and justifying the single source procedure due to, among others, technological issues, preparing full documentation of the proceedings, notifying the President of the Public Procurement Office about the initiation of the proceedings, making a voluntary (ex-ante) announcement of the procedure, and verifying contractors’ compliance with the conditions for participation in the procedure, as well as negotiating the contract with the [selected] contractor, until its conclusion.” Finally, Gawronski & Partners, “[our] support also involved control proceedings by the President of the PPO, which confirmed no violations of the law and opened the door to the conclusion of the contract with the selected contractor.”

The Gawronski & Partners team included Managing Partner Maciej Gawronski, Partner Piotr Biernatowski, and Counsel Jacek Liput.

In 2019, following the addition of former CMS Warsaw Partner Ireneusz Piecuch, Gawronski & Partners changed its name to Gawronski & Piecuch (as reported by CEE Legal Matters on January 11, 2019). Piecuch left to found the IMP Law Firm in June, 2019, at which point the firm returned to its Gawronski & Partners brand.

Linklaters has advised the EBRD and BNP Paribas Bank Polska on financing provided to five Polish special purpose vehicles owned by the French renewable energy developer and operator Qair and the French infrastructure fund RGreen Invest and advised BNP Paribas Bank Polska on financing provided to three Polish special purpose vehicles of the same portfolio, with the total financing to the portfolio amounting to approximately PLN 700 million. Dentons advised Qair on the deal.

Linklaters reports that “the funds will support Qair’s planned portfolio of circa 200 MW of renewable energy, including the construction of three new wind farms with a total capacity of 68 MW and 25 MW of new solar photovoltaic projects, which are all to benefit from the Polish CfD incentive scheme, as well as the operation of two merchant wind farms with a total capacity of 106 MW.”

Linklaters’ team in Warsaw included Counsel Patryk Figiel, Managing Associates Jakub Dabrowski, Marta Domino, and Szymon Renkiewicz, Associates Tomasz Pleskot, Michal Maruszak, and Maciej Checinski, and Junior Associates Ada Zahorodna and Michal de Bialynia Woycikiewicz. The firm’s team in Milan included Counsel Tessa Lee, Managing Associate Benedetta Marino, and Associate Pierfrancesco Benedetti.

Dentons’ team in Warsaw included Partner Mateusz Toczyski, Counsel Tomasz Zwolinski, and Lawyers Klaudia Szymanska-Rutkowska, Katarzyna Mazur, Katarzyna Kaptur, and Jakub Walawski. The team was supported by Munich-based Counsel Surbhi Malhotra-Trenkel, Paris-based Partners Jean-Marc Allix and Olivier Genevois and Associates Djesia Meziani, Philippine de Fouchier, and Hugo Casasnovas, and London-based Partner Matthew Sapte and Associate Annreika Ray.

SSW Pragmatic Solutions, working with Germany’s Schnittker Moellmann Partners, has advised Polish private equity investor ARIA Private Equity on its investment in Inuru, a company providing electronic packaging solutions. Taylor Wessing reportedly advised Inuru on the transaction, which was valued at EUR 2 million.

SSW Pragmatic Solutions’ team included Partner Sebastian Ponikowski and Associate Marta Szymczyk.

Linklaters has advised Polish Logistics LLP on the acquisition and financing of its first investment in Poland, a logistics park in Piotrkow Trybunalski near Lodz, from unnamed sellers.

According to Linklaters, “Polish Logistics LLP is a new investment vehicle established by IO Asset Management, the specialist manager of industrial real estate, and REINO Capital, a real estate holding company listed on the Warsaw Stock Exchange, with the backing of [the] Grosvenor Group.”

Logistic City consists of four warehouses with 135,000 square meters of leasable area and land with “the potential to build further 300,000 square meters,” Linklaters reports. “Currently, half of the built space is occupied by Jysk, the Danish retail chain.”

Linklaters’ team was supervised by Managing Partner Artur Kulawski, led by Managing Associate Monika Lerka, and included Managing Associate Marta Domino, Associates Maciej Checinski and Mateusz Cieslak, and Junior Associates Justyna Glinka and Mateusz Korecki.

Linklaters was unable to provide additional info on the matter.

Rymarz Zdort has advised a fund controlled by Aberdeen Standard Investments on its acquisition of a portfolio of 41 photovoltaic projects with a total capacity of over 40 MW from Lithuania-based Green Genius. CMS advised Green Genius on the deal.

Green Genius is part of the Modus Group, which mainly operates in renewable energy, mobility services, and automotive business areas.

Rymarz Zdort’s team included Partners Marek Durski and Monika Kierepa, Counsels Jakub Krzemien and Jakub Rachwol, and Associates Adrian Augustyniak, Kacper Stanosz, Jakub Cichuta, Patryk Gelar, Andrzej Granat, Michal Kostewicz, Aleksander Jakubisiak, Monika Michalowska, Marta Szczepkowska, and Robert Smigielski.

CMS’s team included Partner Rafal Zwierz, Senior Associate Olga Czyzycka, Associate Joanna Bialoskorska, and Lawyer Natalia Szurnicka.

Earlier this month Rymarz Zdort advised funds controlled by Aberdeen Standard Investments on their acquisition of a portfolio of 130 photovoltaic plants with a total capacity of 122 MW from Poland’s R. Power Group (as reported by CEE Legal Matters on June 8, 2020).