Category: Poland

Former Dentons Counsel Gabriel Olearnik has joined Kochanski Zieba and Partners as Partner and Head of Private Equity.

Olearnik graduated from University College London and King’s College London, qualifying to practice as a Solicitor in the UK. During his time in London, he was an associate at Halliwells for one year, and then at Mayer Brown for another two, and for many years also served as the Secretary General of the Polish City Club in London. He moved to Dentons upon his return to Poland in August 2010.

According to KZP, “his more than ten years of professional experience has covered a wide range of business, organizational and financial issues related to fundraising, acquisitions, joint ventures, sales and contracts as well as real estate transactions. More recently, during the last three years, Gabriel has advised on Central European (including German) deals with a total value of EUR 6.25 billion.”

“Gabriel Olearnik joining KZP’s team is a consequence of the continuous development of our law firm,” said KZP Managing Partner Rafal Zieba. “I am very pleased to welcome Gabriel who is a private equity specialist, and with most private equity and real estate funds being international in nature, his UK-grown understanding of international funds, combined with his deep awareness of the Polish market positions us strongly to assist such international funds transactions in Poland. Moreover, in combination with Adam Piwakowski, we have two UK-qualified international partners of Polish heritage that are in a position to help Polish companies in their international ventures.”

WKB Wiercinski, Kwiecinski, Baehr is advising PKO Bank Polski, a leading Polish banking group, on the purchase by PKO BP Finat Sp. z o.o. of 100% of the shares in KBC TFI S.A. from KBC Asset Management, a Belgian fund manager from the KBC banking group. SPCG advised KBC on the deal.

The preliminary share purchase agreement was signed on September 8, 2017, and the transaction is subject to clearance from the President of the Office of Competition and Consumer Protection and a no-objection statement from the Polish Financial Supervision Commission. Closing is expected to occur in the first quarter of 2018.

The WKB team was led by Partner Pawel Hincz, supported by Senior Associate Natalia Kabacinska, Associate Wojciech Kulczyk, Associate Monika Obieglo, and Junior Associates Matylda Budzyn and Katarzyna Jakubowska-Kaleta.

The SPCG team working on the project consisted of Partner Artur Zapala and Piotr Szelenbaum and Senior Associate Agnieszka Kolodziej-Arendarska.

CMS is advising the chipboard producer Egger on construction of a factory in Poland — its first investment in the country.

The new production facility will be built in Biskupiec, in the Warmian-Masurian province in northern Poland. The estimated value of the project is approximately PLN 1 billion.

According to a press release from Egger, the Polish plant will be the most modern of the group’s wood processing facilities and will employ around 400 people, while an additional 600 jobs are to be created by business partners and subcontractors in connection with the planned project.

According to CMS, “Egger is a continuously developing global player in the chipboard production sector and a supplier of a full range of products for the furniture and interior design industry, construction products and laminated floors. EGGER has seventeen production plants in Europe, namely in Austria, Germany, France, UK, Romania, Russia and Turkey.”

CMS’s role in supporting the Egger Group in connection with the construction of the production plant includes advising on the development process, including in matters of construction, labor, and corporate law, as well as tax advice in terms of foreign direct investments in Poland. The team advising on the construction aspects is headed by Partner Lidia Dziurzynska-Leipert, with Partner Andrzej Posniak in charge of the tax advice. Labor matters, are being handled under the supervision of Partner Katarzyna Dulewicz. The team also includes Advocate Sandra Zach-Eustachiewicz, Counsels Lukasz Dynysiuk, Piotr Nowicki, and Tomasz Sancewicz, and Lawyer Agnieszka Kalwa.

Dentons has advised German banks Helaba, Deutsche Pfandbriefbank, and Berlin Hyp on their refinancing of the Warsaw Spire office complex. White & Case advised Belgian company Ghelamco on the deal. The value of the loan facility was EUR 370 million.

According to Dentons, “the prestigious office complex, situated at Europejski Square in Warsaw, consists of the 180 meter tall Warsaw Spire high-rise tower and two other buildings, comprising jointly 115,000 square meters of office space.”

According to White & Case, “the received funds will be allocated, among others, to paying existing debt from the construction costs of the Warsaw Spire and also paying intra-group debt.”

The Dentons Banking & Finance team responsible for drafting and negotiating the finance documentation and for coordinating the project was led by Partner Mateusz Toczyski and included Counsel Krzysztof Kazmierczyk and Associates Mateusz Krajewski and Jakub Walawski. The Real Estate team led by Partner Tomasz Stasiak included Counsel Anna Garbula-Węgrzynowska and Senior Associate Magdalena Szwarc-Brozyna. The Tax team consisted of Partner Cezary Przygodzki and Counsel Tomasz Krasowski.

Ghelamco was advised by White & Case Partner Tomasz Ostrowski and Associate Michal Oles.

Image Source: warsawspire.pl

Polish lawyer Michal Pawlowski has joined K&L Gates in Warsaw.

Pawlowski moved to K&L Gates from CMS Warsaw, where he led the office’s Capital Market practice. He was at CMS from September 2016 to April 2017, before which time he spent five and a half years at DLA Piper and two and a half at White & Case. According to K&L Gates, “he advises clients on transactions involving public offerings of shares (primary and secondary), bond issue programs, withdrawing companies from the stock market (P2P) and mergers and acquisitions.”

Also joining K&L Gates is Counsel Rafal Wozniak, who specializes in capital markets and commercial law as well as corporate issues and securities law, and Senior Associate Artur Kloc, who focuses on commercial transactions. 

“We are very pleased to welcome Dr. Michal Pawlowski, Dr. Rafal Wozniak, and Artur Kloc in our Warsaw office,” said Maciej Jamka, K&L Gates Executive Partner of the Warsaw office. “Strengthening of the transactional practice is a key element of the firm’s strategy. Our existing M&A expertise combined with strong legal support for this area will enable us to provide comprehensive advice and customer service to the highest level also in the most complex cross-border projects.”

Bird & Bird’s Warsaw office has advised BNK Petroleum Inc., a North American oil & gas enterprise listed on the Toronto Stock Exchange, on the shutting down of its operations in Poland.

As part of the process, Bird & Bird advised on two now-successfully-closed M&A transactions in which BNK disposed of its Polish natural gas exploration SPVs by selling them to an unidentified Polish privately held capital group that is increasing its oil & gas industry presence. Apart from the general corporate and M&A work, Bird & Bird’s advisory also entailed complex restructuring of the SPVs, as well as restructuring of the asset portfolio.

According to Bird & Bird, BNK “had been very active [in Poland] since 2009 having drilled several oil & gas exploration wells, as well as acquiring hundreds of kilometers of seismic data.”

Bird & Bird’s key lawyers involved in the transactions and the overall shutdown process were Counsel Andrzej Nentwig, who commented that “much as it is unfortunate to see another upstream oil & gas investor leave Poland, it was nonetheless a great pleasure representing BNK Petroleum Inc. in a deal that confirms our in-depth expertise in the oil & gas industry in Poland. 

Nentwig was assisted by Bird & Bird Partner Rafal Dziedzic, Senior Associate Andrzej Walkiewicz, and Associate Lukasz Petelski.

CMS has advised SEGRO, owner of SEGRO Logistics Park Strykow, on the lease of 30,000 square meters of warehouse space.

SEGRO Logistics Park Strykow is located in the immediate vicinity of the junction of Poland’s two pivotal motorways – A1 (North-South) and A2 (East-West). Completed in 2006, the facility currently totals 200,000 square meters and could be expanded to 400,000 square meters.

“The warehouse space market is currently one of the busiest segments in Poland’s real estate sector,” said CMS Partner Anna Brzoza-Ostrowska. “Gross and net demand for space hit an all-time high in the first half-year. With demand on the rise, we can expect more development and high transaction dynamics in the second half of the year. Central Poland has been the most popular market among tenants in the second quarter of 2017, and the Strykow Park is currently entering a new stage of expansion.”

Brzoza-Ostrowska was the Supervising Partner on the deal, while Associate Agata Biernadska led the negotiations. 

Lukasz Wolk has joined Kochanski Zieba & Partners as Head of the firm’s Krakow office and Partner in KZP’s Energy, Natural Resources & Chemicals Practice. 

According to KZP, Wolk “has been involved in numerous transactions concerning the acquisition, sale, and reprivatization of both Polish and foreign companies. He has managed and supervised large-scale M&A transactions and due diligence processes concluding  the acquisition, by Polish chemical companies, and businesses on the international market (including transactions in Serbia, Germany, and the Czech Republic). Since 2001, he has been involved in reprivatization cases placing particular focus on the restitution of the property. In addition, he has provided legal services to developers with foreign capital operating on the Polish market. [He] is also experienced in the field of criminal procedure and has successfully advised [clients] on numerous commercial cases pertaining to so-called ‘white collar’ crimes. He specializes in court litigation, including in particular arbitration cases before domestic arbitration courts (the Court of Arbitration at the Polish Chamber of Commerce, and the Arbitration Court at the Regional Chamber of Commerce in Katowice) as well as before foreign arbitration courts, including, inter alia, the Arbitration Institute of the Stockholm Chamber of Commerce and the UEFA Court of Arbitration. At present, Lukasz Wolk serves as a Deputy Judge of the Disciplinary Board at the Krakow Bar of Advocates.”

Prior to joining KZP, he was a Partner at Forystek and Partners, where he worked for nearly 17 years.

“The legal services market in Krakow is changing very dynamically, as the large domestic and foreign corporations open their branches, offices, and outsourcing centers,” comments Wolk. “Such entities need comprehensive global assistance, and KZP is the ‘one stop shop’ providing such services at the highest standards. Undoubtedly this is a unique opportunity on the Krakow map. Over the years I have worked with the largest companies in Poland and abroad, so I fully understand their needs. Undoubtedly, the stronger presence of KZP in South Poland may revolutionize the local market of legal services.” 

 “Lukasz Wolk, with his considerable experience, including among others in the fields of company and team management, fits perfectly into the plan of implementation of KZP’s developmental strategy and the expansion of our Krakow office,” added Rafal Zieba, Managing Partner of KZP. “Moreover, Lukasz has unique expertise in providing legal advice to chemical companies. We are delighted that Lukasz has decided to join and strengthen KZP and, together with us, has taken on new challenges.”

Associate Tomasz Arabski joins KZP along with Wolk. 

Norton Rose Fulbright has advised a consortium of banks consisting of Bank Polska Kasa Opieki S.A., Bank Handlowy w Warszawie S.A., mBank S.A., and ING Bank Slaski S.A. on a complex transaction involving the grant of EUR 160 million and PLN 380 million in financing to Polish, Romanian, and German companies from the Cersanit Group and a PLN 100 million corporate bond issue placed on the Polish market. Bank Polska Kasa Opieki S.A. acted as agent and security agent. White & Case reportedly advised Cersanit on the deal.

According to Norton Rose Fulbright, Cersanit S.A. “is a leader in the European manufacturing sector. Its core business is the production and distribution of goods used in finishing and fitting out bathrooms such as ceramic tiles, sanitary ceramics, bathroom furniture, bathtubs, wall mounting fixing frames and fittings. Cersanit Group operates in Poland and across Europe, the Middle East, Central Asia and North Africa.”

The firm reports that the financing was used to repay the existing debt of Cersanit Group and to finance its day-to-day operations. As part of the facility documentation executed with the banks, Cersanit Group companies obtained access to numerous banking products, including overdraft facilities, guarantees and letters of credit, and entered into an interest rate swap. 

The Warsaw-based Norton Rose Fulbright team working under the supervision of Partner Grzegorz Dyczkowski was led by Senior Associate Jacek Smardzewski, supported by Senior Associate Joanna Braciszewska-Szarapa and Associate Daniel Popek.

CMS has advised PKO BP on the new issue of subordinated bonds for the amount of PLN 1.7 billion.

The funds will be allocated to the bank’s increase of Tier II capital. The Polish Financial Supervision Authority has already granted its consent to the operation.

According to CMS, the scope of the firm’s work “covered the complex process of carrying out the issue, including drafting the issue documentation and preparing appropriate requests to the Polish Financial Supervision Authority and the Central Securities Depository of Poland.”

“This year, this is the first such large issue on the Polish market, carried out in accordance with the CRR,” said CMS Counsel Adam Stopyra, who led the firm’s team on the matter. “The need to comply with many stringent requirements and to obtain appropriate permits from the Polish Financial Supervision Authority is an important challenge faced by an institution that issues subordinated bonds based on this regulation and other acts issued on its basis.”

In addition to Stopyra, the CMS team included Counsel Lukasz Machalski and Advocate Magdalena Trzepizur.