Category: Poland

Soltysinski Kawecki & Szlezak has advised America’s Mohawk Industries Inc. in a transaction involving the takeover of Polcolorit S.A., a company listed on the Warsaw Stock Exchange.

As part of a public invitation to subscribe for the sale of up to 100% of the shares in Polcolorit Mohawk intends to acquire, through its subsidiary Unilin Poland sp. z o.o., all the shares in Polcolorit.

Polcolorit is the oldest private firm producing ceramic tiles in Poland. According to SK&&S, “its production plant is one of the most modern both in Poland and in Europe as regards design and technological solutions.”

SKS also describes Mohawk as “a leading global producer and distributor of high quality floors, including ceramic tiles,” and reports that “Mohawk, with its seat in Calhoun, Georgia, USA, is a company listed on the New York Stock Exchange, and [it] can be found on the prestigious list of the largest corporations – the Fortune 500.” Mohawk employs over 34,000 workers worldwide.

SK&S reports that it “advised Mohawk in all aspects of the transaction, including with regard to the regulatory duties related to preparing and announcing an invitation, as well as in the negotiations of the investment agreement with the majority shareholders of the company – the Marconi family.” The firm’s team was headed by Partner Krzysztof Pawlisz and included Senior Associate Andrzej Motyka, Associate Agnieszka Skowronek, Senior Counsel Witold Kurek, Associate Lukasz Wyszomirski, and Junior Associate Anna Bartosiewicz. Partner Piotr Andrzejak was responsible for tax issues, while antimonopoly issues were handled by Partner Krzysztof Kanton and Associate Grzegorz Koguciuk. 

Clifford Chance has advised a fund managed by CBRE Global Investors on the sale of companies (under a share deal) that are the owners of Trinity Office Park II and Prosta Office Centre office buildings in Warsaw.

Trinity Office Park II is an office building constructed in 2007 in the Mokotow district of Warsaw, offering approximately 26,100 square meters of office space. The building has nine levels. 

Built in 2006, Prosta Office Centre has 11 stories and more than 21,300 square meters of office space. It is situated in the center of Warsaw near the second metro line.

The work was handled for Clifford Chance by Counsel Bartosz Kaniasty, supported by a team of lawyers that included Senior Associate Mateusz Stepien and Associate Katarzyna Perkowska.

Cushman & Wakefield was the transaction agent. 

Clifford Chance informed CEE Legal Matters that the identity of the buyers and their counsel is confidential.

Image Source: skyscrapercity.com

Poland’s Domanski Zakrzewski Palinka has announced the passing of named Co-Founding Partner Grzegorz Domanski, who died on Saturday, February 11th, at the age of 75.

Domanski specialized in issues of civil and commercial law, securities and privatization. He advised on arbitration cases and issues of corporate governance in joint stock companies. He was also an arbiter of the Court of Arbitration at the Polish Chamber of Commerce and a member of the Arbitration Court, and served as referee and representative in a number of international arbitrations.

In a statement on the firm’s website attributed merely to “DZP Partners,” the firm announced that: “It is with deep sadness that we have to inform you of the passing on 11 February of Dr hab. Grzegorz Domański, co-worker, friend, expert, man of many extraordinary virtues and talents and above all a good, compassionate man.

Among the many works that Grzegorz leaves behind him is the Law Firm Domanski Zakrzewski Palinka, which he co-founded and which will continue to bear his name with pride.”

Allen & Overy has advised Polski Fundusz Rozwoju S.A. in connection with financing provided to Trasa Lagiewnicka S.A. for the construction of a 3.7 kilometer stretch of the Lagiewnicka Route in Poland known as the Third Krakow Bypass. Polinvest advised Trasa Lagiewnicka on the deal.

The project will be implemented by Trasa Lagiewnicka, an SPV, using the credit facilities from the European Investment Bank and Bank Gospodarstwa Krajowego (Poland’s state development bank) and a subordinated loan from a closed-end investment fund of the Polski Fundusz Rozwoju S.A. Group. The total project costs are estimated at PLN 1 billion. The route will stretch from Grota-Roweckiego Street in Krakow to the intersection of Witosa, Halszki, and Beskidzka Streets and will include a parallel tramway line.

The Allen & Overy team advising Polski Fundusz Rozwoju was led by Partner Tomasz Kawczynski, who commented that: “We are very proud to have procured the financial closing of this transaction with the participation of local-government, government and international institutions. I hope that the Lagiewnicka Route will set a precedent for future infrastructural investments by various sectors of the Polish economy.”

Kawczynski was assisted by A&O Counsel Kamil Jankielewicz, Senior Associate Maciej Dymnicki, and Associate Katarzyna Idczak.

Polinvest reports that it “has been providing consulting services for the Trasa Lagiewnicka Project from its conceptual phase, i.e., it has advised the City of Krakow in the process of formulating the Trasa Lagiewnicka S.A. scope of activities and establishing the company.” The firm’s team is led by lawyer Grzegorz Samitowski, working with financial consultants Wieslaw Samitowski and Tomasz Michalczyk.

White & Case has advised the Polish Ministry of Finance on its EUR 750 million issuance of Green Bonds with a profitability of 0.634 percent and an annual return of 0.5 percent. HSBC — sole green structuring adviser, as well as a bookrunner — was advised by Clifford Chance.

According to White & Case, this marks the first ever issuance of Green Bonds by a government issuer. The five-year euro-denominated bonds have a maturity date of December 20, 2021 and were issued on December 20, 2016 in line with the program for the issuance of euro medium term notes. The bonds were admitted to trading on the Luxembourg Stock Exchange’s regulated market, and to listing on the Luxembourg Green Segment (the LuxSE’s new platform dedicated exclusively to green securities).  

Funds from the issuance will be allocated to environmentally friendly investments in accordance with the requirements of the Green Bond Framework prepared by the Ministry of Finance on the basis of the international standards of the ICMA Green Bond Principles. In particular, the funds may be used for financing budget expenditures in 2017 corresponding to the above criteria, or for the refinancing of similar expenditures incurred during the years 2014-2016.

The Warsaw-based White & Case team advising on the transaction was led by Local Partner Andrzej Sutkowski, supported by Associate Katarzyna Grodziewicz.  

The Clifford Chance team included David Dunnigan and Poppy Mitchell in London and Warsaw Managing Partner Grzegorz Namiotkiewicz and Counsel Grzegorz Abram in Poland. 

David Shasha, an English solicitor with extensive experience in commercial law, M&A and financing, has joined Poland’s DZP as Counsel.

Shasha will be working in London, where he will co-ordinate DZP’s relationships with law firms, financial institutions, and companies located in the United Kingdom. He will also support DZP’s lawyers advising international and Polish clients.

“We look forward to working with David. Having him as a member of our team will significantly assist in our London marketing initiatives,” said Krzysztof Zakrzewski, Managing Partner.

Shasha has worked with international law firms for over 30 years. Before joining DZP, he worked at Clifford Chance (where, among other things, he founded Partner the firm’s Warsaw, Prague, and Budapest offices), Simmons & Simmons, Gowlings (now Gowling WLG) and Watson Farley & Williams. 

“I have known DZP for a number of years,” said Shasha, “and have been impressed by the progress the firm has made during that time. I look forward to working with DZP in the London market, and helping the firm increase its international business.”

Wolf Theiss Poland has added members to two of its practice groups: Stefan Feliniak joined to head the firm’s Poland banking and finance practice and Pawel Bukiel joined the firm’s dispute resolution team.

Feliniak has been active in the banking and finance sector for over 10 years working with Bank Gospodarstwa Krajowego (BGK) and providing advice on debt financings, debt securities, treasury operations, and restructurings for project, asset, and acquisition finance matters.

According to Wolf Theiss, Feliniak “has thorough practical knowledge and hands-on experience with the financing of exports and the expansion of Polish entrepreneurs into foreign markets. He also has participated in many pioneering transactions on the Polish market, including the financing the Polish government’s first PPP project, the financing of a Polish public company secured with foreign assets and portfolio guarantees.”

“The recent years have been a particularly fascinating period to be with BGK, the Polish State Development Bank,” said Feliniak. “I had the unique opportunity to participate in many very significant financings, in both the capacities as a lawyer and as an active negotiator. I look forward to putting my skills and experience to work at Wolf Theiss.”

“Stefan’s leadership of our banking team and his practical knowledge of complex transactions will be an immediate and important benefit to clients of Wolf Theiss Warsaw,” noted Ron Given, Co-Managing Partner of the firm’s Warsaw office. “I am also convinced that our strong CEE/SEE presence will enable Stefan to even further expand the boundaries of his practice.”

Marcin Kroll has been promoted to Partner at BSWW Legal and Tax in Warsaw.

Kroll is a patent attorney and European trademark and design attorney. He specializes in the protection of intellectual property and, according to BSWW, “he provides comprehensive services in terms of protecting and combating infringements in matters related to trademarks, industrial designs, patents, copyrights, and unfair competition acts.” The firm reports that “Marcin prepares and implements IP protection strategies for his clients, also with international reach. He represents clients before the Polish Patent Office, EUIPO and the International Bureau of WIPO. He advises in terms of transfer and commercialization of technology, which in particular includes preparing and negotiating contracts transferring exclusive rights and license agreements. He is also interested in new technologies and personal data and privacy protection. He also advises on advertising law, e-commerce and commercial law. Moreover, his experience covers competition law, in terms of both anti-trust procedures and control of concentration procedures before the President of the Office of Competition and Consumer Protection and the European Commission.”

Kroll is a graduate of the Faculty of Law and Administration at the University of Warsaw in 2012. He began his career with two and a half years at Hasik, Winski & Partners before moving to BSWW Legal and Tax in January 2015.

Jara Drapala & Partners has announced that Magdalena Zasiewska has joined the firm as Head of Tax.

Zasiewska, according to JD&P, is “a tax adviser with over twenty years of practice, including at companies from the Great Four, previously employed as a director at PWC.” The firm describes her as “an expert on Polish and international tax law,” and says that “she has advised on business restructuring and M&A processes. She was also involved in tax proceedings of Polish and foreign companies. Her clients included entities from key sectors of the economy, such as the energy sector, commerce, real estate and FMCG. She is the author of numerous Polish and foreign publications and editor of the commentary to the OECD model agreement on avoiding double taxation. She is also a Member of the National Council of Tax Advisers in its current term.”

“By commencing cooperation with Magdalena Zasiewska,” commented JD&P Managing Partner Zbigniew Jara. “We want to bring attention to the Tax Team at our Law Firm and put more emphasis on providing complementary tax advisory services.”

News of Zasiewska’s joining JD&P was accompanied by news of four other additions as well: Three lawyers (Associate Piotr Duma and Junior Associates Artur Krepa and Iwo Franaszczyk) joined the firm’s Court and Arbitration Proceedings Team, while Junior Associate Aleksandra Cichecka joined the firm’s Company Law Team.

 “The decision to welcome five new people to our firm was based on the continuous, dynamic increase in the number and weight of commissioned cases, and thus on the law firm’s development, primarily when it comes to three main teams: Company Law, Court and Arbitration Proceedings, and Tax,” said Jara. “We have ambitious plans for the future. For this reason, I am happy that we are entering the new year as a team, stronger and even more determined to continue our success story.”

The Public Procurement Law Firm Robert Siwik (PPLFRS) has successfully represented a consortium of companies consisting of Mosty Gdansk and “Projmors” Biuro Projektow Budownictwa Morskiego in appeal proceedings before Poland’s National Chamber of Appeals (NCA) concerning the award of a contract for project documentation for building a canal across the Vistula Spit by the Gdynia Maritime Authority.

The canal is planned to be 1.3 kilometers long, 80 meters wide, and 5 meters deep, and cost PLN 880 million (approximately EUR 203 million). Completion is expected by 2021. The new shipping artery will allow vessels to enter the port of Elblag (Poland), bypassing the territorial waters of Russia (Kaliningrad region). 

The appeals were submitted following failure by the Gdynia Maritime Authority — the contracting authority — to award the contracts to the consortium represented by PPLFRS, despite, according to the firm, “our client’s tender being more attractive.”

On January 18, 2017, the NCA dismissed the consortium’s competitors’ appeals and accepted its arguments. According to Managing Partner Robert Siwik, who led his firm’s team representing the NCA in the appeal proceedings, the resolution clears the way for the signing of a contract with the contracting authority.