Category: Poland

GESSEL has acted as counsel to NPN II, a private equity fund managed by Krokus PE, on its sale of a 100% stake in Comfort S.A. to an entity from the Golbeck Group. PwC Legal reportedly advised on the transaction, which still requires antitrust clearance from the Office of Competition and Consumer Protection.

According to Gessel, “Comfort’s operations are centered on manufacturing reinforced concrete prefabricates (including compressed elements) for use in the construction industry. Comfort offers a variety of beams, girders, ceilings, posts, and walls as well as non-standard elements.”

The Gessel team was led by Managing Partner Marcin Macieszczak, assisted by Attorney Krzysztof Jasinski, and it included Attorney Michał Boryczka, Advocate Karolina Krzal, and Lawyer Karolina Czarnecka.

Magnusson has advised Vastint, the real estate arm of Inter IKEA Group, on its agreement with Credit Agricole to lease office space in the Wroclaw Business Garden.

The space, in Wroclaw, will be the head office of the Credit Agricole Bank and the European Leasing Fund as well as CA Insurance. The 15,000 square meters of the leased space make Credit Agricole one of the major tenants of the complex.

According to Magnusson, “Business Garden Wroclaw is located on Legnicka Street, in the vicinity of the shopping and entertainment center Magnolia and the Mikolajow railway station, and in close proximity to the city center. Ultimately, the complex will consist of nine multifunctional buildings with a total leasable area of 117,000 square meters. The tenant portfolio includes leading international and Polish brands such as Becton Dickinson, Capgemini, Dolby Laboratories, and Ceneo.”

Advocate Artur Swirtun led Magnusson’s team on the deal, which also included Legal Advisor Bartosz Debski.

Image Source: businessgarden.pl

Greenberg Traurig has represented Getback S.A. in the acquisition of a majority stake in EGB Investments S.A. The total value of the transaction amounted to over PLN 200 million.

Getback is a Polish company specializing in the recovery of overdue retail receivables. The company was established in 2012 and since March 2014 has also been active on the accounts receivable market in Romania. The total nominal value of accounts receivables managed by the company amounted to PLN 19.4 billion at the end of 2016.

EGB Investments S.A. is a debt collection company, which assists banks, financial institutions, and other entities with debt management.

The Greenberg Traurig team was supervised by Managing Partner Jaroslaw Grzesiak and led by Local Partner Daniel Kaczorowski. The Team also included Partner Pawel Piotrowski and Associates Paulina Kimla-Kaczorowska and Anna Chrabota.

Greenberg Traurig previously advised Getback and its only shareholder, DNLD Holdings B.V., on its initial public offering of shares and listing on the Warsaw Stock Exchange (as reported by CEE Legal Matters on July 24, 2017). 

Greenberg Traurig did not reply to an inquiry about counsel for the sellers.

WKB has advised OGP Gaz-System SA on its contractor selection procedure and the conclusion of an agreement with Ramboll Danmark A/S, the contractor responsible for carrying out analytical, research, and design work necessary to obtain permits for the construction of the Baltic Pipe. The agreement was signed on August 3, 2017.

The Baltic Pipe is an investment project aimed at creating a new gas supply corridor in the European market allowing for the transportation of gas directly from fields in Norway to the Danish and Polish markets, as well as to customers in neighboring markets. The Baltic Pipe will also enable the supply of gas from Poland to the Danish and Swedish markets.

According to WKB, “the scope of work under the agreement covers geophysical, geotechnical, and environmental investigations, including obtaining the permits necessary to build the pipeline. Ramboll Danmark will be responsible for, among other things, developing procedures, agreements and consultation processes required by law, and for drafting the project and tender documentation governing the commencement and conduct of the construction work.”

WKB provided legal advice alongside law firms from Denmark, Sweden, and Germany. The firm’s team consisted of Senior Partner Bartlomiej Jankowski, Counsel Anna Flaga-Martynek, Senior Associate Tomasz Pleskot, and Associate Maciej Gniewosz.

CMS has advised REICO, the manager of the largest and oldest Czech open-ended real estate fund, on the purchase of the Proximo I office building in Warsaw from Proximo I sp. z o.o. Sp. K., part of the Hines Russia & Poland fund. In addition to CMS, REICO was advised by international advisory firms CBRE, TPA, and DIL, while the seller was represented by Cushman & Wakefield, Crido, and Dentons.

The transaction, which was carried out on behalf of CS Nemovitostni Fond (CSNF), is valued at over EUR 116 million and represents REICO’s first investment in Poland. With the purchase, REICO increases its property portfolio to 12 buildings, including six properties in Prague, three in Bratislava and one each in Warsaw, Brno, and Ceske Budejovice.

According to CMS, Proximo I, which was built in 2016 near Warsaw’s Rondo Daszynskiego metro station, “is a 15-story office building with total leasable area of about 29,200 square meters and 428 parking spaces. The property was designed by UK-based architectural studio Rolfe Judd, and developed by Hines with HOCHTIEF Polska acting as general contractor of the construction. The building received environmental certification BREEAM Excellent.”

“The unceasing interest in office space in Warsaw coupled with forecasts that current rent rates will be maintained make this market sector very attractive to investors, especially when it comes to buildings in such prime locations as Proximo I,” said Partner Wojciech Koczara, head of CMS’s Real Estate team in Central and Eastern Europe. “We hope that this first investment in Poland will prove a significant step in the geographical diversification of the fund, which until now has been active only on the Czech and Slovak markets.”

The CMS team working on the deal was managed by Koczara and Counsel Adriana Andrzejewska, and it included Associates Adriana Ciesla and Paulina Kotecka.

The Warsaw-based Dentons team advising Hines consisted of Partner Pawel Debowski, Senior Associate Jacek Jezierski, and Associate Joanna Fidecka.

Image Source: proximooffice.pl

SPCG has represented the Leroy Merlin Polska retail chain in an arbitration dispute before the Court of Arbitration at the Confederation of Lewiatan with a former supplier concerning the admissibility of use in trade of turnover-based bonuses by the retail chains.

The former supplier sued the Leroy Merlin Polska retail chain for reimbursement of the parties’ annual and monthly turnover-based bonuses. According to SPCG, “the supplier claimed that the [cash premium nature] of the bonuses are deprived [sic] of any actual equivalent and in fact constitute fees for admission of the supplier’s goods for sale within the meaning of provisions of the Act on suppression of unfair competition (so-called ‘shelf fees’). At the same time, their collection obstructs the supplier’s access to the market within the meaning of art. 15 sec. 1 point 4 and art. 3 of the Act on suppression of unfair competition.”

In return, according to SPCG, “the Leroy Merlin Polska retail chain claimed that any discounts granted by the supplier, including bonuses (annual premium) which depend on the value of turnover between the parties in a given period, are commonly known in turnover as price-setting factors, determined by the parties during the price negotiations, which constitute a component of the trade margin for each party. They reduce the supplier’s margin and at the same time increase the margin of the retail chain as a buyer. The trade margin, according to the express wording of art. 15 sec. 1 point 4 of the Act on suppression of unfair competition does not constitute a fee for admission goods for sale. In addition, obtainment of discounts and bonuses depending on a certain level of turnover in a given settlement period by the recipient of the goods is fully compliant with the market customs established in this regard.”

The Court of Arbitration at the Confederation of Lewiatan agreed with the arguments made by Leroy-Merlin Poland that a cash premium bonus tied to achieving a set level of sales, constitutes, in essence, a discount, as a component of a trade margin within the meaning of art. 15 sec. 1 point 4 of the Act on suppression of unfair competition. As a consequence, the Court of Arbitration dismissed the supplier’s claim for reimbursement of the turnover-based bonuses.

The Leroy Merlin Polska retail chain was represented by SPCG Partner Jakub Gorski and Senior Associate Pawel Wec.

Piotr Skurzynski has left Wierzbowski Eversheds Sutherland in Warsaw to join Hogan Lovells as Counsel and Head of Competition.

According to Hogan Lovells, “Skurzynski specializes in all aspects of Polish and EU competition law. His experience includes counseling in the areas of state aid law, consumer law, and EU law. Moreover, he is well versed in completing projects related to regulating various infrastructure sectors; in particular the telecommunications, energy, and railway sectors.”

Before joining Hogan Lovells, Skurzynski was an Of Counsel with Wierzbowski Eversheds Sutherland for almost two years, and before that was with Linklaters for over ten. During those 12+ years, Hogan Lovells reports, “he provided advice for subjects covering different economic sectors, i.e. energy, telecommunications, pharmaceutical, wholesale and retail, and FMCG producers. He represented clients before the President of the Office of Competition and Consumer Protection, and the European Commission in proceedings related to competition restricting agreements and the overuse of a dominant position on the market. He worked in many international M&A transactions, providing legal aid concerning matters related to the compliance of transactional documents with competition law, and furthermore he represented clients in complex proceedings concerning concentration audits before the President of the Office of Competition and Consumer Protection, as well as the European Commission. He participated in the preparation of competition law compatibility programs, and has given many training sessions in this area.”

Skurzynski graduated in 2005 from the Law and Administration Department at Warsaw University. 

Joining him from Wierzbowski Eversheds Sutherland is lawyer Maciej Gac, who specializes in domestic and EU competition law, consumer law, and private international law. 

Beata Balas-Noszczyk, the Managing Partner of the Warsaw Hogan Lovells office, said, “I am convinced that Piotr Skurzynski’s experience and abilities, supported by Dr Maciej Gac, as well as all the other lawyers from the Competition Law Practice at Hogan Lovells, will provide substantial value for our clients. We are glad that such experienced specialists have joined our team.”

Gessel has supported the Przelewy24.pl group in its merger with Currency One S.A., Poland’s largest operator of online currency exchange platforms.

According to Gessel, “Currency One operates the Internetowykantor.pl and Walutomat.pl services; it has repeatedly received accolades for its innovative solutions in the online currency exchange market, and it is recognized as a leading non-bank entity in this field. Currency One’s customer base already encompasses over 450,000 customers who exchanged PLN 14 billion in 2016 alone. Przelewy24 is a member of a Polish Internet services group. Its eponymous service enables online settlements in the e-commerce market and has a user community of over 60,000.”

The Gessel team was led by Advocate Michal Bochowicz, assisted by Trainee Attorney Klaudia Krawiec-Guz. Due diligence was performed by a team headed by Managing Associate Michal Boryczka, Attorney Inarda Bielinska, and Trainee Attorney Michal Osowski. The team was supervised by Partner Malgorzata Badowska.

Agnieszka Mencel has joined Linklaters Warsaw as Head of the Telecommunications, Media and Technology, and Intellectual Property practice.

A Polish-qualified lawyer with over ten years of experience, Mencel specializes in intellectual property, IT contracts, new technology, and data protection law. She works in a variety of sectors, including telecom, banking, insurance, pharmaceuticals, and energy.”

According to Linklaters, “Agnieszka leads a well-established M&A and transactional practice, with particular focus on intellectual property, copyright, design rights, trademarks, know-how, license agreements, software rights and issues relating to data protection. She also has considerable experience in consumer protection law, as well as new technology law, advising on developing and negotiating various service agreements and regulations for both e-commerce and start-up clients.”

Prior to joining Linklaters, Agnieszka was at EY Law for over two years, and before that with Squire Patton Boggs.

Linklaters Warsaw Managing Partner Artur Kulawski said: “I am confident that Agnieszka’s knowledge, experience and competence, both in legal and commercial matters, will result in ensuring our office comprehensive support. Her skill-set will strengthen our leadership in a crucial practice area. Agnieszka’s unique experience surrounding the implementation of the GDPR will be of great assistance to the firm, as new regulations come into force.”