Category: Poland

White & Case has advised a syndicate of banks including Santander Bank Polska S.A., Bank Gospodarstwa Krajowego, Powszechna Kasa Oszczednosci Bank Polski S.A., Caixabank S.A., Oddzial w Polsce, and MUFG Bank N.V., on Energa’s PLN 2 billion ESG-linked revolving credit facility. Allen & Overy advised Energa on the deal.

According to White & Case, this is the first loan agreement in Poland with financing terms and conditions closely linked to the borrower’s performance against environmental, social, and governance criteria. According to the firm, “ESG-linked financing has grown rapidly in recent years, with a global value in 2018 of USD 77.2 billion that represented a 60 percent increase on the previous year.”

The revolving credit facility expires in 2024 with an option to extend to 2026. The loan margin will depend on Energa’s performance in three areas of sustainable development: care for the natural environment, social responsibility, and corporate governance. These ESG indicators will be verified on an annual basis by Vigeo Eiris – an independent international rating agency that is part of the Moody’s group that specializes in ESG issues. In addition, the agreement prohibits the use of loan proceeds for coal power.

The White & Case team included Partner Tomasz Ostrowski and Associate Katarzyna Jakubiak.

The Allen & Overy team was led by Senior Associate Konrad Zawistowski, supported by Partner Piotr Lesinski and Senior Associate Anna Madra. 

CMS has advised Signify, a Euronext-listed company, on the purchase of renewable energy for its operations in Poland from Green Investment Group’s Kisielice onshore wind farm. Allen & Overy advised GIG on the deal.

The transaction took the form of a virtual corporate Power Purchase Agreement. VPPAs are agreements for the virtual purchase of electricity generated from renewable sources directly from the generator.  Signify’s VPPA is one of the first agreements of this type executed in Poland, and its first VPPA in Europe.

The Kisielice wind farm is a 42-megawatt project located 200 kilometers north of Warsaw that GIG acquired in August. Operating since 2014, it consists of 21 Enercon E82 turbines. The wind power sourced under the VPPA will be used to power four of Signify’s factories and several offices throughout Poland. According to Signify’s press 

The CMS team was led by Warsaw-based Partner Piotr Ciolkowski and London-based Partner Munir Hassan and included Warsaw-based Associate Piotr Prawda and London-based Associate Dalia Majumder-Russell.

The Allen & Overy team included Partner Dan Cocker and Senior Associate Maciej Dymnicki. 

Greenberg Traurig has advised Eltel AB, a Northern European provider of technical services for critical infrastructure networks listed on Nasdaq Stockholm, on the divestment of its Polish communication business, Eltel Networks Telecom, to Vinci Energies, a company dealing in concessions and contracting. Gide Loyrette Nouel advised Vinci on the EUR 12.7 million transaction.

According to Greenberg Traurig, the divestment is “a part of Eltel’s strategy to focus on developing the Nordic market, where the company has a leading market position and a high level of expertise.”

The Greenberg Traurig team was led by Partner Stephen Horvath and Local Partner Daniel Kaczorowski and included Associates Magdalena Medynska, Agata Izyk, Grzegorz Socha, Natalia Wolkowycka, and Iga Czerniak.

Gide’s team included Partner Dariusz Tokarczuk, Counsel Konrad Kosicki, and Senior Associate Edyta Zalewska. 

Weil, Gotshal & Manges has advised Polski Standard Platnosci sp. z o.o., the operator of Poland’s BLIK mobil payment system, on an agreement with Mastercard to establish a mobile payments system.

BLIK enables mobile banking application users to make payments at points of sale and for online purchases, to make cash withdrawals and deposits at ATMs, and to make instant mobile transfers.

Polski Standard Platnosci will act as an investor. Once all of the regulatory requirements are fulfilled, BLIK payments will be accepted globally at terminals that accept contactless payments with Mastercard.

Shares in PSP are currently held by Alior Bank, Bank Millennium, Santander Bank Polska, ING Bank Slaski, mBank, and PKO Bank Polski. Weil reports that, after the conditions indicated in the contract are fulfilled, Mastercard will purchase newly-issued shares in PSP and become its seventh shareholder.

Weil’s Warsaw team was led by Co-Managing Partner Pawel Zdort, supported by Partner Iwona Her, Attorney-at-Law Irmina Trybalska, Advocates Katarzyna Lukaszewicz and Lukasz Czujko, and Associate Aleksander Jakubisiak. 

BSJP has represented SPIE Elbud Gdansk S.A., the contractor in a dispute with Polskie Sieci Elektroenergetyczne S.A. in the Regional Court of Warsaw regarding the interpretation and application of Poland’s Public Procurement Law Act.

According to BSJP, “the dispute between the ordering party and the contractor pertained to the terms of reference and contractual provisions drawn up by the ordering party, which forced the contractor to incur risks which the contractor had not been able to evaluate at the tender stage.” According to the firm, on October 1, 2019, the Regional Court in Warsaw delivered its ruling and “confirmed the position of the National Appeals Chamber, expressly indicating that there is certain limit to the ordering party’s freedom of shaping the contractual relationship, and that the performance received by the contractor must be of an equivalent character.”

According to BSJP, “this is an extremely important judgment. It confirms the cognisance of the National Appeals Chamber to examine the material contractual provisions from the perspective of the Polish Civil Code, to which the Public Procurement Law Act in many cases refers. Also, the judgement of the Regional Court clearly indicates that the ordering party’s freedom in shaping the contractual relationship has its limits, and that the performance received by the contractor must be equivalent.

The BSJP team representing SPIE Elbud Gdansk before both the National Appeals Chamber and the Regional Court included legal counsels Jaroslaw Sroka Grzegorz Wasiewski. Legal counsel Marta Drela was also involved on the appeal and response to the complaint.

Soltysinski Kawecki & Szlezak has advised Portuguese Private Investment Ltd. in a Series B investment in Warsaw-based Tylko.

According to SK&S, Tylko is a “next-generation furniture company providing high-quality, easily-customizable shelves that customers can adapt, down to the last detail.”

The SK&S team was led by Partner Slawomir Luczak, supported by Senior Associate Piotr Plesinski  and Junior Associate Kacper Kurowski.

SK&S did not reply to our inquiries about the deal. 

Linklaters is advising Hines European Value Fund, acting through its subsidiary Gisla, on the acquisition of the Wola Center office building in Warsaw from Develia.

The parties have signed a preliminary agreement with the deal value set at EUR 101.9 million. The final agreement is expected to be signed by the end of 2019. Dentons advised Develia on the deal.

Gisla belongs to the Hines European Value Fund, a closed-end fund managed by Hines. The company’s main investment targets include office and commercial properties, as well as mixed projects on major European markets.

The Wola Center is a complex of office buildings in the Wola district of Warsaw that offers nearly 28,000 square meters of office space for rent and a two-level underground car park. 

The Linklaters team included Partner Janusz Dzianachowski, Managing Associates Joanna Gawlicka and Agnieszka Mencel, Senior Associate Tomasz Trystula, Associate Jakub Kowal, and Junior Associates Michal Maruszak and Malgorzata Szafranska.

The Dentons team included Partner Bartlomiej Kordeczka, Senior Associate Martyna Racz-Suchocka, and Associate Alicja Grabowska.

Editor’s Note: On February 5, 2020, Linklaters reported that the acquisition had been completed, and that “Wola Center now belongs to Hines European Value Fund 1.” In addition to the lawyers identified previously, Linklaters announced that its complete team included Senior Associate Marcin Nowak. 

Solivan, the Polish member firm of the “Pontes the CEE lawyers” network, has advised ReneSola, a NYSE-listed solar project developer, on its sale of 55 MW Polish solar farms with an aggregate capacity of 54.6 megawatts to Aberdeen Standard Investment. Weil, Gotshal & Manges advised Aberdeen Standard Investment on the acquisition.

According to Solivan, the portfolio of ReneSola is “the first large solar farm portfolio which fully entered into the Polish contract for difference support system after 2016 and 2017 auctions.”

Founded in 2017, Aberdeen Standard Investment is an Edinburgh-based  European asset management company. 

The Solivan team was led by Partner Christian Schnell, assisted by Managing Associate Piotr Dziwniel and Senior Associate Olga Wasilewska.

The Weil team was led by Counsel Marek Durski and included Attorney-at-Law Adrian Augustyniak and Associates Sebastian Mikina, Aleksandra Kabac, and Jakub Krzemien.

SSW Pragmatic Solutions has successfully represented Rafal Szpotanski and Ewelina Wilczek, the owners of the Polish franchisee of Subway International B.V., in arbitration against Subway under the UNCITRAL Arbitration Rules administered by the International Centre for Dispute Resolution and American Arbitration Association in New York.

According to SSW Pragmatic Solutions, the tribunal concluded that, where the parties fail to agree on the choice of an arbitrator, the ICDR has no power to act as the appointing authority. Consequently, the sole arbitrator appointed by the ICDR declared that the tribunal lacks jurisdiction to decide the case in such circumstances.

“This award sets a precedent for future cases,” SSW Pragmatic Solutions reported, “as it calls into question the manner in which Subway has managed its arbitrations to date.” According to the firm, “the practice adopted by Subway and the ICDR in previous cases was contrary to the UNCITRAL Arbitration Rules.” 

The SSW team included Partner Wojciech Jaworski and Counsels Hubert Wysoczanski and Filip Balcerzak. 

The Management Board of the Warsaw Stock Exchange has adopted a resolution to introduce Klabater S.A.’s shares to the alternative trading system of the WSE’s NewConnect market.

Klabater is a global publisher and producer of video games. According to SSW Pragmatic Solutions, which prepared the “information document” on behalf of Klabater that the Management Board relied on, “for over 15 years the company has been publishing, producing and selling games created by Polish and foreign developers.”

The SSW team was led by Partner Szymon Okon, supported by Associate Dawid Brudzisz and Junior Associate Piotr Motor.