Category: Poland

WKB and Skadden, Arps have advised Joyson Electronics, a component supplier for global automotive manufacturers that is part of a Chinese consortium with Hong Kong-based private equity firm PAG, on Polish aspects of its USD 1.6 billion acquisition of the global assets of Takata Corporation. Freshfields Bruckhaus Deringer advised the sellers, with Wardynski & Partners acting as local Polish counsel.

The transaction closed on April 11, 2018.

The WKB team included Partners Jakub Jedrzejak and Ben Davey, Senior Associate Magdalena Piszewska, and Associate Katarzyna Kozak.

Wardynski & Partners assisted both Takata AG (Germany) and Takata Parts Poland sp. z o.o. (the Polish production facility) in areas related to due diligence and transactional procedures. The firm’s team included Partner Izabela Zielinska-Barlozek, Legal Advisors Bartosz Kuras and Karol Czepukojc, and Real Estate Lawyer Mateusz Rydzewski. 

SPCG Studnicki, Pleszka, Cwiakalski, Gorski has successfully represented T-Mobile Polska S.A. in a dispute with Poland’s President of the Office for Competition and Consumer Protection before the country’s Court of Competition and Consumer Protection. The dispute was in relation to a subscription price increase and the obligation to pay public compensation.

On December 30, 2015 the President of the Office for Competition and Consumer Protection concluded that T-Mobile Polska’s 2014 imposition of a unilateral change in contracts and increase in the subscription fee infringed the collective interests of consumers.

At the same time, the Office for Competition and Consumer Protection imposed an obligation on T-Mobile Polska to pay a “public compensation” (a specific lump sum/flat fee compensation) to consumers affected by the contested consumer practice, and imposed a financial penalty on the company of over PLN 4.5 million.

As a result of T-Mobile Polska’s appeal against the decision, on May 21, 2018, the Court of Competition and Consumer Protection annulled the decision of the President of the Office for Competition and Consumer Protection in its entirety. In its judgment the Court pointed out, among other things, that informing consumers about a change in pricing cannot be considered a practice violating the collective interests of consumers. Such information, according to the Court, did not mislead consumers. The President of the Office for Competition and Consumer Protection did not question the modification clauses possessed by T-Mobile Poalns in contracts with subscribers.

According to SPCG, as long as these clauses are not successfully challenged, all changes introduced to the contracts should be considered effective. 

The firm’s team consisted of Partners Slawomir Dudzik and Marcin Koper.

Kondracki & Celej and the London office of Orrick, Herrington & Sutcliffe have advised Black Pearls VC on PLN 3 million financing as part of Deep.BI seed round, which resulted in a total of PLM 4.8 million (EUR 1.1 million). The remaining 1.8 million PLN was raised from Polish business angels related to the media industry: Piotr Walter, Tomasz Jozefacki, Krzysztof Debowski, and Adam Sawicki.

Earlier, the National Center for Research and Development provided Deep.BI with PLN 7 million to implement a project aiming at expanding the capabilities of analysis and data science solutions with intelligent subscription sales tools such as content recommendations and irregularity detection.

Deep.BI is an analytical tool based on proprietary real-time data platform that equips digital media publishers with full knowledge of their audience’s response to the content they publish. Deep.BI tools are already used by Gremi Media, SME, De Groene Amsterdammer, and Human Rights Watch.

The Kondracki & Celej team was led by Partner Rafal Celej and included Associates Ewelina Macewicz and Karolina-Piotrowska-Andryszczyk. 

The Orrick, Herrington & Sutcliffe team was led by Partner Shawn Atkinson.

Konrad Werner has joined the Noerr Warsaw office as Co-Head of the Banking and Finance practice with incumbent Partner Ludomir Biedecki.

Werner has over 13 years of experience advising on banking and financial services sector including transactions, restructuring, securitization and regulatory advice. According to Noerr, ‘he has advised both lenders and borrowers on numerous real estate finance, acquisition finance and infrastructure finance transactions, including cross-border deals.”

Prior to joining Noerr he worked at CMS for 13 years.  

Werner completed his legal studies at the University of Warsaw. He also obtained a degree in banking & finance from the Warsaw School of Economics.

WKB has advised BC Bavarian Candles Expansion GmbH on the acquisition of 100% of the shares in Korona Candles, a private label manufacturers of candles. The sellers – the company’s  founder and primary shareholders – were advised by Weil, Gotshal & Manges. The transaction closed on April 26, 2018.

BC Bavarian Candles Expansion GmbH is a German company from the GALA-Kerzen group – one of the portfolio companies of Equistone, a mid-market European private equity manager, which invests mainly in manufacturing companies, consumer goods companies, and business support companies.

According to WKB, “the acquisition of Korona Candles was part of Equistone’s strategy to form a group which will become a global leader in the manufacture of candles and home decor products.”

The WKB team included Partners Jakub Jedrzejak, Ben Davey, and Marcin Smolarek, Counsel Lukasz Czekanski, Senior Associates Adrian Michalak, Klaudia Frątczak–Kospin, and Daria Prygiel, and Associates Daniel Kida, Aleksandra Blach, and Monika Obieglo.

The Weil team included Warsaw Managing Partner Pawel Rymarz, Partner Iwona Her, Counsel Zofia Frydrychowicz, Senior Associate Marek Maciag, and Associates Aleksandra Dobrzynska-Grezel, Marcin Plonka, and Marcin Gruszka.

Jedwabny & Brzozowska Legal, the Polish member of Arcliffe LLP, has advised Less Mess Storage, a company that provides self-storage services, on negotiating the terms of PLN 210 million of loan facility commitments from Bank Polska Kasa Opieki S.A.

The loan is designed to facilitate the financing and expansion of Less Mess Storage’s self-storage portfolio in Poland and the Czech Republic.

SMM Legal is advising PKN Orlen on its merger with Grupa Lotos S.A., which is advised by the Warsaw office of Weil, Gotshal & Manges. According to SMM Legal, “the projected merger of Orlen and Lotos is believed to be the biggest merger deal in the entire history of the Polish economy.” The market capitalizations of Orlen and Lotos are valued at PLN 40 billion and PLN 10 billion, respectively. 

According to SMM Legal, “the preliminary stage of the merger will consist of a detailed due diligence audit of the Lotos Group covering a dozen or so areas, an audit of commercial contracts made by the company, employment relationships, intellectual property rights and environmental aspects. The merger will also require drafting and lodging an application for the European Commission’s consent, as well as a detailed strategy to ensure compliance with rules and regulations applicable to public companies. The procedure, as per preliminary estimates, will last about a year.”

The SMM Legal team was led by Managing Partner Maciej Mataczynski and included Senior Partners Rafal Sikorski and Aleksander Czech and Partner Tomasz Sojka.

The Weil team was led by Managing Partner Pawel Rymarz and included Senior Associates Lukasz Szatkowski and Jakub Zagrajek. 

Former Dentons Partner Michal Mezykowski has joined CMS Poland as Head of Banking & Finance, bringing a team of eight lawyers along from his former firm.

According to CMS, “Mezykowski has advised financial institutions and investors for 17 years on transaction financing, with a particular focus on the real estate market, financing investment projects and company acquisitions. His specialization also includes consultancy in the field of export financing. He has also cooperated with financial institutions in areas such as establishing branches, outsourcing business functions and payment services. His experience includes consultancy services for financial institutions in the field of restructuring and bankruptcy law.”

Mezykowski joined Salans in 2001, making Partner in 2010 — a role he maintained when Salans transformed into Dentons in April 2013. He obtained his degree in law from the University of Warsaw in 2002.

Act BSWW has advised GPRE Management Sp. z o.o., on the process of preparing and negotiating agreements related to the implementation of SAP Business One software.

GPRE Management — part of Globalworth Poland Real Estate capital group — is a pure-play Polish property platform listed on the Warsaw Stock Exchange since April 2017 that focuses on Poland’s office property market.

Act BSWW Partner Marcin Kroll led the deal.  

Brockhuis Jurczak Prusak Sroka Nilsson has advised Schnee Polska Sp. z o.o. on the construction of a manufacturing plant in Sieradz, Poland, on the territory of the Lodz Special Economic Zone. The estimated value of the investment is EUR 15 million.

The planned investment includes the construction of a new assembly line for automated production of wire components for the so-called “white goods” industry — mainly wire racks for dishwashers — with the use of a complex automated welding and bending lines system and a modern fluidized bed coating process.

Schnee Polska belongs to the Schnee-Gruppe capital group, a manufacturer of wire solutions and wire components for white goods in Poland.

The BSJP team consisted of Partner Jaroslaw Sroka and Attorney Grzegorz Wasiewski.