Category: Poland

Agnieszka Besiekierska has returned to Noerr’s Warsaw office to lead its Digital Business Practice Group.

Besiekierska has 12 years of experience in advising on Internet law, e-commerce, IT, and telecommunications law. Her experience includes assisting clients in pioneering projects as well as providing operational day-to-day advice. 

Prior to joining Noerr, Besiekierska worked with Bird & Bird for 15 months and CMS for a little over nine years. She also worked at Noerr for 15 months in 2006-2007.

Besiekierska completed legal studies at the University of Szczecin and received a PhD from the University of Rostock.

SSW Pragmatic Solutions has advised Ten Square Games S.A., a producer and developer of mobile and browser games in Poland, on its preparation of a prospectus that was then approved by Poland’s Financial Supervision Commission.

According to SSW Pragmatic Solutions, Ten Square Games is planning to debut on the Warsaw Stock Exchange in May, with offering forecasted to reach PLN 100 million.

The Ten Square Games Company was established in 2011 by Maciej Popowicz and Arkadiusz Pernal, who earlier created the social portal Nasza Klasa and implemented games on it.

The SSW Pragmatic Solutions team consisted of Partner Szymon Okon and Associate Katarzyna Jaroszynska.

Clifford Chance has advised Credit Agricole CIB/Credit Agricole Bank Polska S.A. on a PLN 1.545 billion (approximately EUR 515 million) refinancing facility for Multimedia Polska S.A. Allen & Overy represented Multimedia Polska.

Credit Agricole CIB/Credit Agricole Bank Polska acted as Initial Mandated Lead Arranger, agent, security agent, book runners, and global and local coordinator.

Multimedia Polska S.A. is a cable and telecommunications operator in Poland that provides services for consumers and business customers, offering digital television with VoD, broadband landline and mobile Internet, landline and mobile telephone services, insurance products, apartment security monitoring services, and energy services. According to Clifford Chance, “the company is one of the first to begin providing multiple services – traditional telecommunications services with other utility-type services for households: electricity, gas, security monitoring, insurance.”

The facility was granted to refinance the company’s indebtedness to bondholders and two bank consortia.

The Clifford Chance team was led by Frankfurt-based Partner Loren Richards and Warsaw-based Partner Grzegorz Namiotkiewicz. The team also included Counsel Marcin Krysa, Senior Associate Maciej Bochenski, and Associates Tomasz Walerowicz, Maksymilian Rzegocki, and Natasha Fricker.

The Allen & Overy team consisted of Partner Piotr Lesinski and Senior Associate Konrad Zawistowski.  

Greenberg Traurig has advised BNP Paribas Group on its acquisition of the core banking operations of Raiffeisen Bank Polska from Raiffeisen Bank International. RBI was reportedly advised by Weil, Gotshal & Manges on the transaction, which is expected to close in the fourth quarter of 2018, subject to the execution of the final documentation and various regulatory approvals. The price for the core banking business plus certain digitalization projects was set at PLN 3.25 billion.

The newly acquired operations will be combined with those of Bank BGZ BNP Paribas, BNP Paribas’s Polish subsidiary.  The transaction will be implemented through a demerger of Raiffeisen Bank Polska by spin-off of its core business to Bank BGZ BNP Paribas. The core business excludes the foreign currency retail mortgage loan portfolio and a limited amount of other assets.

According to Greenberg Traurig, “the completion of the transaction will further strengthen Bank BGZ BNP Paribas’ position as the sixth largest bank operating on the Polish market.”

Greenberg Traurig has advised BNP Paribas Group in structuring and negotiating the transaction, and will continue to assist BNP Paribas and Bank BGZ BNP Paribas in the regulatory approvals and demerger process. The firm’s team was supervised by Warsaw-based Senior Partner Lejb Fogelman and led by London-based Partner Stephen Horvath and Warsaw-based Partner Lukasz Pawlak. The team also included Partners Michal Fereniec, Ireneusz Matusielanski, Robert Gago and Marek Kozaczuk, Local Partners Karolina Dunin-Wilczynska, Anna Halas-Krawczyk and Tomasz Kacymirow, Senior Associates Malgorzata Pasnik, Maciej Pietrzak, Magdalena Zmysłowska, Wojciech Ostapowicz, Maciej Kacymirow, Ewa Tabor-Maciejewska, Radoslaw Pawluk, and Piotr Smolarczyk, and Associates Mateusz Slizewski, Grzegorz Socha, Natalia Wołkowycka and Karolina Woronko.

Editor’s Note: After this article was published Weil, Gotshal & Manges confirmed that it had advised Raiffeisen Bank International AG on the sale. The firm’s team included Partners Lukasz Gasinski, Robert Krasnodebski, and Marcin Iwaniszyn, Legal Advisors Jacek Zawadzki, Michal Bobrzynski, and Bartosz Gryglewski, Advocate Katarzyna Lukaszewicz, Associate Marzena Iskierka, and Tax Advisor Marek Kanczew.

Act BSWW has advised ECC Real Estate Sp. z o.o., a developer of the Nowa Stacja shopping center in Pruszkow, on financing it received from Bank Gospodarstwa Krajowewgo.

According to Act BSWW, the loan constitutes the final stage of financing of the construction project, which is expected to be completed by the end of 2018. The total investment value is approximately PLN 250 million.

Act BSWW lawyers have also advised ECC Real Estate on in regard to lease agreements with all tenants at the three-floor Nowa Stacja shopping mall, which include H&M, Hennes & Mauritz, Multikino, Zdrofit, Carrefour Polska, Jysk, Martes Sport, CCC, Deichmann-Obuwie, Dressler Dublin, Empik, Superpharm, RTV Euro AGD, Uczy i Bawi, KFC, Pizza Hut, Olimp, Vision Express, Orange, Play, and Sala Zabaw Fikolki.

The firm is also supporting ECC Real Estate in the process of obtaining financial resources from funds managed by Credit Value Investment, the purchase of real property intended for construction purposes, and all spatial planning procedures.

The Act BSWW team was led by Managing Partner Michal Wielhorski, supported by Associates Pawel Bochnia and Katarzyna Gora.

Act BSWW did not reply to an inquiry about the deal. 

Argon Legal has advised HB Reavis on the lease of the Varso 2 office building in Warsaw to the Cambridge Innovation Center. Dentons advised the lessee.

Cambridge Innovation Center is a US real estate services company that provides science and technology shared infrastructure to innovative entrepreneurs. According to Dentons, the new office in Warsaw, which consists of 14,000 thousand square meters of area, will be a center for the city’s tech community.

The Argon Legal team consisted of Partners Slawomir Lisiecki, Adam Milosz, and Piotr Janiuk.

Dentons Counsel Piotr Staniszewski advised CIC.

Noerr has advised Work Service S.A. on the PLN 178.6 million sale of all its shares in Exact Systems companies to funds managed by Cornerstone Partners and Oaktree Capital Management, L.P. Crido Legal assisted Exact Systems Management Board members Leslaw Walaszczyk and Pawel Gos, and Weil, Gotshal and Manges office advised both Cornerstone Partners and Oaktree Capital Management on the acquisition.

Upon closing of the transaction Work Service will be repaid inter-company loans. The total value of the transaction will be approximately PLN 200 million.

Exact Systems is a supplier of quality control solutions that provides services for companies from various sectors of economy, in particular in the automotive industry.

The Noerr team was led by Partner Jakub Lerner and included Associated Partner Ludomir Biedecki, and Associates Wojciech Nowosad, and Mateusz Slodczyk from the Warsaw office, Partner Alexander Israel and Senior Associate Jan Moritz Lang from the Brussels office, as well as Associate Partners Maurice Seche and Ulrike Sommer from Dusseldorf office.

The Weil team was led by Partner Pawel Zdort and included Senior Associate Marek Maciag and Associate Aleksandra Kabac.

Credo Legal did not reply to an inquiry about the deal.

The beginning of 2018 has been quite busy for many Polish law firms, according to Jan Rolinski, Senior Partner at WKB Wiercinski Kwiecinski Baehr. He expects that activity to persist throughout the rest of the year due to a number of legislative initiatives currently in the drafting process, which are “already causing a disturbance in the Polish market and keeping us occupied.”

The hottest topic for lawyers in Poland is the Disclosure Act, Rolinski says, which is designed to increase transparency and the amount of information available to the public.  The draft act is still under discussion in the Ministries, and has yet to be sent for consideration to parliament. “Regardless of its final shape,” he says, “it is going to require a lot of attention and significantly add to the workload of regulatory and compliance lawyers.”

As Rolinski explains, the aim of the new act is “to prevent corruption, eliminate conflict of interests, and protect whistle-blowers.” In respect to whistle-blowers, the act is expected to provide for compensation for or protection from employment termination. In addition, enterprises which do not announce or enforce anticorruption bans face the risk of “fines or more serious consequences.” As an example from his own area of expertise, he explains that if the current draft is passed, businesses may be “de facto excluded from public procurement system for a few years, as they will not be able to participate in tenders once relevant authorities find their anti-corruption measures insufficient or fictitious.” Many businesses and lawyers consider these sort of sanctions “too far-going,” he adds.

Although Rolinski understands the “wish of the government to be open and counteract bribery,” he agrees that the means provided “seem to be excessive.”

Turning to another subject, Rolinski reports that the role of the General Counsel to the Republic of Poland (Prokuratoria Generalna Rzeczypospolitej Polskiej), an institution tasked with ensuring the security and effective protection of the rights and interests of the country, including the State Treasury, will be expanded to cover state enterprises. Thus, he says, “in many areas the State Treasury will effectively become our competition,” thus inevitably affecting the legal market itself.

However, this is not the only significant change in the legal market. Rolinski says that, “the future of the legal market in Poland is “to go big or become a boutique.” In his opinion, the market of big and mid-sized firms is heading towards consolidation. Consequently, firms unable or unwilling to “go big” have little other choice than aim towards a high degree of specialization by focusing on particular practices. “Boutique firms sell better in niche areas of law and business,” he says.

In the long run, Rolinski says, law firms are facing pressure to adjust to modern technology and artificial intelligence. “Our role is to prepare for a new era of automatic AI and IT solutions,” he says, “which is a challenge for the local firms that need to keep up with big internationals which can tap into technological investments made by their affiliated offices.” The push towards implementing efficient technological instruments, he emphasizes, means that law firms need to take a more business-focused approach than ever before. “We have to think business, which is also what our clients expect us to be doing as well.”

Wierzbowski Eversheds Sutherland has been joined by Anna Derdak, who will head the Warsaw firm’s tax practice and join its M&A team.

Derdak specializes in providing tax advice to Polish and foreign businesses, mainly on VAT and corporate income tax. She conducts tax reviews and due diligence, representing clients in tax and administrative court proceedings. Derdak also advises in the area of white-collar crime, particularly VAT carousel schemes, where she helps clients avoid unwitting involvement in tax fraud.

Before joining Wierzbowski Eversheds Sutherland, Derdak gained experience at several international law firms and at one of the Big Four accounting firms. She is a doctoral student at the Faculty of Law and Administration at the University of Warsaw.

“I am pleased that our firm has been joined by such an experienced specialist, who will provide ongoing support for our rapidly growing M&A practice,” said Ewa Szlachetka, Partner in charge of the M&A team and the Banking/Finance team at Wierzbowski Eversheds Sutherland. “Anna will face many challenges, including advising on some of the largest transactions involving the Polish State Treasury, such as the project of creating the Polish Aviation Group, which our law firm is involved in, as well as mid-cap transactions carried out by Eversheds Sutherland and on the local market. This is an area where we see a need to provide professional tax law support for deals for financial investors as well as advice for family firms who decide to take on an investor as part of their succession strategy.”

DLK Legal has advised Polish company England.pl on the acquisition of Gadu-Gadu, a Polish instant messaging platform, from Xevin Consulting Limited.

The subjects of the transaction include the GG messenger, Internet domains, server equipment, and trademarks and logos.

England.pl, a growing FinTech company, was the fourth entity in Poland to get a license as a Payment Institution from the Polish Financial Oversight Commission. The company has offices in Poland and the UK and provides services to over 50,000 registered clients and transfers PLN 400 million a year.

DLK Legal describes Gadu-Gadu as “Poland’s most popular online messenger.” The company was launched in 2000. According to DLK Legal, “the investment agreement, signed in March 2018, includes the acquisition of selected assets by England.pl, which enable providing services to the users of the messenger.”

The DLK team was headed by Managing Associate Konrad Stolarski, who was supervised by Partner Zbigniew Dlugosz. The team also included Associate Michal Mostowik and Junior Associate Jan Zabczyk.