Category: Poland

SSW Pragmatic Solutions has advised MWP Group s.r.o. on its sale of a Czech holding company, the sole shareholder of Polish company Zaklady Chemiczne Permedia S.A., to the LERG capital group.

Permedia operates in the chemical sector, such as the production of colorants for plastics.

The MWP Group started operations in 2005. The company specializes in crisis management, cost optimization sector entities, and consulting services in corporate governance. 

The SSW team was led by Partner Pawel Chyb, assisted by Partner Lukasz Karpiesiuk and Associate Marta Szymczyk.

SWW did not reply to our inquiries about the deal.

Counsel Renata Patoka has been appointed Co-Head of Corporate and M&A at Wierzbowski Eversheds Sutherland in Warsaw.

Patoka will share leadership of the practice with Wierzbowski Eversheds Sutherland Co-Managing Partner Ewa Szlachetka.

According to Wierzbowski Eversheds Sutherland, Patoka “he has 20 years of experience providing legal advice to business. Over many years of cooperation with Wierzbowski Eversheds Sutherland, she has advised on numerous mergers and acquisitions of companies from various sectors of the economy. She has prepared, negotiated, and coordinated various types of domestic and international transactions in this area, at various stages of the investment process. She has conducted due diligence procedures, supervising the work of teams locally and internationally.”

Among the prominent matters she has advised on in recent years is the sale of a stake in ITP S.A. to Abris CEE Mid-Market III LP (as reported by CEE Legal Matters on July 23, 2018), and the establishment by Poland’s Ministry of Economic Development of the Polish Aviation Group, a joint-stock company founded with a capital of PLN 1.2 billion (as reported by CEE Legal Matters on March 28, 2018).

“Renata has always conducted difficult and complicated projects with great commitment and professionalism, taking full responsibility from start to finish,” commented Szlachetka. “In recent years she has worked on nearly all of the largest projects we had the pleasure to advise on. Our work grows from year to year, so I am grateful to Renata for agreeing to support me in managing this practice, and I wish her continued professional success.”

Linklaters has advised Chariot Group on the EUR 224 million disposal of a portfolio of four M1 shopping centers located in the Polish cities of Bytom, Czestochowa, Poznan, and Radom. The purchaser is a subsidiary of EPP N.V., a Dutch-based REIT dually listed on the Johannesburg and Luxembourg stock exchanges. 

As a result of this deal, EPP increased its holding by 141,000 square meters. Griffin Real Estate was Chariot Group’s partner, rendering asset management services and played an instrumental role in the disposal process.

The transaction marks the closing of the second tranche of the commercial real estate portfolio, thanks to which EPP has now taken control of four M1 shopping centers and is currently the owner of eight m1 shopping centers in Poland.

The first stage of the transaction dates back to January 2018 and featured the acquisition of 28 shopping centers by Chariot Group. (As reported by CEE Legal Matters on December 27, 2017) Linklaters advised Chariot Top Group on the acquisition of those shopping centers from A-R-A, which is owned by a consortium of Ares Management L.P., AXA Investment Managers – Real Assets, and Apollo Rida. A-R-A was advised by Magnusson on that deal (as previously reported by CEE Legal Matters on January 18, 2018).

The Linklaters Warsaw-based team was led by Senior Associate Tomasz Trystula and included Managing Partner Artur Kulawski, Partners Janusz Dzianachowski, Marcin Schulz, Senior Associate Jakub Wozniak, and Junior Associate Malgorzata Szafranska. London Partner Steve Smith assisted as well.

DZP is reporting that its lawyers advised DWF Group plc on its acquisition of the legal services business of K&L Gates Jamka sp.k. in Warsaw.

As reported earlier this year, DWF took over the Warsaw office of K&L Gates in May, with 11 partners and 45 lawyers — plus 31 staff — joining the business.

The DZP lawyers who advised DWF were Managing Partner Krzysztof Zakrzewski, Partner Bartosz Marcinkowski, and Senior Associate Maciej Ciszkiewicz. 

SMM Legal has assisted PKN Orlen prepare for and make its July 3, 2019 notification to the European Commission in Brussels of its intent to acquire Grupa Lotos S.A., which the firm reports is “believed to be the biggest merger deal in the entire history of the Polish economy.”

In the notification process SMM Legal worked in a consortium with the Brussels offices of the EUCLID and Gide law firms.

CEE Legal Matters first reported on the deal on May 23, 2018 According to SMM Legal, the deal is designed to “build a strong, consolidated corporation capable of competing against international players.” The firm reports that “the merger requires a green light from the European Commission, which will examine the risk of potential distortions to competition arising from the deal. This is the key moment for the transaction, and was preceded by a number of pre-notification activities carried out over the last year and a half.”

“PKN Orlen and Grupa Lotos share a number of markets,” said SMM Legal Managing Partner Maciej Mataczynski, who leads the firm’s concentration-dedicated team. “Our goal is to convince the European Commission that the proposed transaction model ensures the compliance of the merger with competition law.” 

Editor’s Note: In July, 2020, SMM Legal announced that on July 14, 2020 the European Commission granted its consent to PKN Orlen’s conditional concentration with Grupa Lotos. According to the firm, “this is the first decision of this kind in Poland and probably the largest M&A transaction in the history of the Polish economy as such. The procedure lasted for over one year, and the project team was managed by Maciej Mataczynski.” According to SMM Legal, it worked “in collaboration with lawyers from Gide, Euclid Law, and Geradin Partners.”

SPCG Studnicki, Pleszka, Cwiakalski, Gorski has advised AgioFunds TFI on the creation of Polish closed-end portfolio investment fund Beta ETF mWIG40TR, with the Brokerage House of Bank Ochrony Srodowiska acting as the offering entity.

On June 26th, 2019, the Polish Financial Supervision Authority approved a prospectus for Beta ETF mWIG40TR. This is the second fund, after Beta ETF WIG20TR, created on the basis of Polish law and subject to the supervision of the PFSA. The first fund from this new group of financial instruments on the domestic market debuted on the Warsaw Stock Exchange in January 2019.

The SPCG team was led by Partner Ewa Mazurkiewicz, supported by Partner Artur Zapala and Junior Associate Malgorzata Wawrzynczak.

SPCG did not reply to our inquiries about the deal. 

BSWW Act Legal Poland has advised Progress XVIII sp. z o.o.-S.K.A., a subsidiary of Rank Progress S.A., on its PLN 27 million acquisition of nearly eight hectares of land in Otwock, a town in central Poland for the development of a shopping mall.

The agreement was signed on June 26, 2019.

Rank Progress is an investment and development company that is listed on the Warsaw Stock Exchange. The company runs a range of investment projects involving acquisition of lands in various towns and smaller cities for retail developments intended for lease or sale.

Earlier this year, BSWW advised Rank Progress on its sale of eight hectares of land worth more than PLN 75 million to Vantage Development S.A. (as reported by CEE Legal Matters on May 29, 2019).

The BSWW team was led by Managing Partner Michal Wielhorski, supported by Partner Katarzyna Marzec and Senior Associate Mateusz Prokopiuk.

BSWW did not reply to our inquiries about the deal. 

Peterka & Partners Poland has advised Denmark’s Falck group on the sale of 100 percent of its shares in Falck Medical Centers sp. z o.o. (and its subsidiary Starowka sp. z o.o) to PZU Zdrowie. Crido Legal reportedly advised PZU Zdrowie.

The transaction was preceded by the spin-off of the medical center business of Falck Medycyna Spolka into a new company, Falck Medical Centers. which retained control of the Starowka subsidiary. This process was finalized at the beginning of June 2019 with the consent of Poland’s Office of Competition and Consumer Protection. Falck Medycyna retained its sanitary transport business, and was not involved in the acquisition by PZU.

The Peterka & Partners team consisted of Partner Dorota Płoskowicz, Senior Associates Katarzyna Kononczuk and Magdalena Karczewska, and Associate Roza Warszawik. 

Former CMS Partner Katarzyna Debinska-Pietrzyk has joined DWF Poland as Local Partner.

DWF describes Debinska-Pietrzyk as “an advocate with many years of transactional experience” and reports that “in her 17 years of professional experience she has conducted a number of significant M&A Real Estate transactions.” According to the firm, “she specializes in acquisitions through the purchase/sale of shares or assets (individual assets or portfolios). She has particular experience in providing legal assistance in relation to investments in shopping centres and other commercial real estate. She advises investors, developers and private equity funds operating on the Polish market.”

Debinska-Pietrzyk had been with CMS since 2017, making partner in spring of 2018 (as reported by CEE Legal Matters on May 7, 2018). Before that she worked for over 11 years at Baker McKenzie.

“I am very pleased that Katarzyna has joined our real estate team, considering that one of the priorities of DWF Poland is to significantly development our activity in this sector, which is a leading part of our global network,” said Michał Pawlowski, Managing Partner of DWF Poland. “We aim to expand our offer to clients operating in this area in Poland and in Central and Eastern Europe, and Katarzyna’s joining the firm is one of the elements of this strategy.”

Dentons has advised EPP on the sale of a 70% stake in a joint venture company holding 11 newly-built office properties to Henderson Park. Linklaters advised Henderson Park on the deal, which sees EPP maintaining its 30% stake in the joint venture and continuing to manage properties in cooperation with Henderson Park.

The portfolio of acquired properties includes 105,000 square meters of office space in 11 buildings located in Krakow, Poznan, and Lodz. 

Dentons’ Warsaw-based team was led by Partner Bartlomiej Kordeczka and included Senior Associates Martyna Racz-Suchocka and Hanna Zarska and Associate Joanna Fidecka, with Amsterdam-based Partner Casper Haket advising on Dutch aspects of the transaction. 

Linklaters’ Warsaw-based team included Counsel Michal Miecinski, Managing Associate Christopher Quinn, Senior Associate Zuzanna Lipska, and Associates Zaneta Rogon and Patrycja Czarnecka. The firm’s Amsterdam-based team included Partner Guido Portier, Managing Associate Smit Gijs, and Associates Jos van Boeijen, Niki van Kessel, and Ruth van der Haar.