Category: Poland

Hogan Lovells has advised Globe Trade Center S.A. (GTC) on its acquisition of the Office Center Neptun in Gdansk, and the Sterlinga Business Center in Lodz from Hines. Dentons advised Hines on the sales.

Office Center Neptun is situated in the commercial area of Gdansk. The office building is located in the Wrzeszcz district, on the main arterial road between the city centers of Gdansk, Sopot, and Gdynia. The building has 16,000 square meters of modern Class A office space on 18 floors available for rent, and 160 parking spaces in three underground levels.

The Sterlinga Business Center — which Hogan Lovells describes as “the most modern office building in Lodz” — is located in the immediate vicinity of shops, the railway station, and bus and tram stops. The building offers its tenants over 13,400 square meters of Class A office space, located on nine floors, with 180 spaces available in underground parking.

The Hogan Lovells team was supervised by Partner Jolanta Nowakowska-Zimoch and led by Counsel Agata Jurek-Zbrojska. Lawyers Joanna Fidecka and Paulina Dabek were also involved. Partner Piotr Zawislak handled financing-related matters.

Dentons Counsel Bartlomiej Kordeczka led the firm’s team advising Hines, supported by Associates Ewelina Klein and Anna Kopytowska. Pawel Debowski, Chairman of Dentons’ European Real Estate Group, supervised the team. 

Image Source: hines.com

DZP has advised the owners of DCC Labs, a Warsaw-based company which designs solutions for digital television and the Internet, on their sale of the company to American SeaChange International Inc. The transaction closed on May 6, 2016, and SeaChange paid approximately USD 8 million in cash and SeaChange stock for DCC Labs.

According to a SeaChange press release, DCC Labs is expected to contribute an additional several million dollars of revenue annually to SeaChange. The transaction is expected to be accretive in fiscal 2017, as well as provide an anticipated one-year payback through synergies and cost savings that SeaChange will begin to realize immediately. The transaction includes a lock-up provision for the SeaChange stock that unwinds over a three-year period.

DCC Labs was owned in part by 7bulls.com Sp. z o.o., a private group of software development and integration companies focused on delivering advanced technologies and IT solutions for large enterprises throughout the Americas, Asia and Europe in a range of industries including finance, automotive, retail, and media.

The DZP team consisted of Peter Andrzejczak, Przemyslaw Furmaga, Maciej Ciszkiewicz, Adam Pawlisz, Andrew Dunikowski, Joanna Wierzejska, Grzegorz Sprawka, David Sergeant, and Maciej Zelewski.

FKA Furtek Komosa Aleksandrowicz has advised the China Council for the Promotion of International Trade on the June 20th, 2016 opening of its first representative office in CEE.

The office opening coincided with the visit to Poland of the President of Republic of China, Xi Jinpinga, to participate in the Poland-China Business Forum. The opening was accompanied with the signing of a cooperation agreement between CCPIT and the Polish Information and Foreign Investment Agency (PAIZ).

According to an FKA press release, “the launch of operations of the China Council for the Promotion of International Trade will favor the implementation of infrastructure projects (for example, projects connected with the New Silk Road in Lodz and the cargo port In Gdansk) as well as commercial projects (for example the business cooperation between: Jiangsu Lantian Aerospace Industrial Park – ORKA and Bejera Restrukturyzacje; Polfarmex – Tongyuan Pharmaceutical Corporation; Maspex – Beingmate Baby & Child Food Co., Ltd.; and Chinatex Corporation – Mlekpol).

The CCPIT was founded in 1952 to develop business relationships and exchanges with foreign countries. In China, the Council coordinates the operation of 50 territorial offices and 21 branch offices. Its network of 17 representative foreign offices includesFrance, Germany, Belgium, Italy, UK, Canada, Australia, USA, Mexico, Japan, and now in Poland. 

The FKA team was supervised by Partners Tadeusz Komosa and Mariusz Aleksandrowicz, and it included legal advisor Barbara Zalecka and tax advisor Marta Ignasiak.

CMS is providing advisory services to a Chinese investor — China Everbright International Limited (CEI) — on its EUR 123 million acquisition of Novago, a Polish waste management company, from the Abris Capital Partners private equity fund. Norton Rose Fullbright advised Abris on the transaction, which awaits final approval by the Office of Competition and Consumer Protection.

Abris acquired a majority interest in Novago — which was established in 1992 — in early 2013. Novago’s activities include municipal waste treatment, the production of alternative fuel (RDF – refuse-derived fuel), recycling, and the production of electricity and heat in CHP facilities and landfilling. Last year, the company treated 890 thousand tonnes of waste at its six sites, and its revenues amounted to PLN 135 million (EUR 30 million).

CEI is listed on the Hong Kong Stock Exchange and is one of the largest environmental protection companies in China, operating in the environmental energy, environmental water, greentech, and environmental technology segments.  

According to press releases, the acquisition of Novago is the largest Chinese investment in Poland and the largest acquisition in the environmental treatment industry in Central and Eastern Europe. CMS Partner Dariusz Greszta, who led the firm’s team along with Senior Associate Paulina Lasocka-Wysoczanska, said: “The direct investment of a Chinese listed company – China Everbright International Limited in Poland – is an example of the interest of Chinese investors in the Polish market and Polish assets. Naturally, the geographic distance and the difference between the two cultures create a number of challenges in day to day business, however, we are becoming better and better in understanding each other’s expectations. Our previous experience in co-operating with investors from a given cultural circle and contacts with our lawyers operating in China are very helpful to that effect. In many cases such knowledge/expertise allows us to carry out negotiations in a more effective manner or to envisage risks that may emerge at various stages of the transaction process.” 

Greszta and Lasocka-Wysoczanska were supported by CMS Associates Magdalena Trzepizur and Piotr Przybylski. 

The Norton Rose Fulbright team in Warsaw advising Abris consisted of Partners Rafal Hajduk and Pawel Bajno, Of Counsels Adam Kozlowski and Artur Jonczyk, and Senior Associate Grzegorz Filipowicz.

Domanski Zakrzewski Palinka has announced the promotion of two lawyers to the firm’s partnership and the creation of a new section in the firm’s IP & TMT practice.

Michal Czarnuch and Tomasz Kaczynski, both of whom have practiced within the firm’s Life Sciences Practice for several years, have become Partners at the firm. Czarnuch, who joined DZP in 2007, advises on pharmaceutical law and medical law, with special focus on the reimbursement and financing of health care services. He also advises on creating medicinal product distribution and trading systems and health protection systems, including aspects of forming and restructuring health care entities, telemedicine and health insurance. Kaczynski, who joined DZP in 2006, specializes in pharmaceutical law, including product registration, reimbursement matters, manufacturing and distribution aspects, advertising law, and clinical trial regulations. He also advises businesses in the food market on matters related to their daily operations.

In addition, the firm announced the creation of a new “R&D Section” within its IP & TMT Practice, designed to provide advice on the commercialization of scientific research and development work and technology transfer. Malgorzata Wilinska will head the new section.

DJBW Danilowicz Jurcewicz Biedecki i Wspolnicy has acted as legal counsel in connection with Medicalgorithmics’ establishment of a bond issuance program of unsecured bearer bonds denominated in zlotys worth PLN 70 million.

The transaction also included the issuance under the program series A bonds with a total nominal value of PLN 50 million, and their introduction to trading in the alternative trading system operated by the Warsaw Stock Exchange within the Catalyst market. 

Medicalgorithmics is a provider of system solutions and algorithmic diagnostics in cardiology, particularly in the analysis of ECG signals.

DJBW’s team consisted of Partner Michal Jasinski and Advocate Artur Kloc.

Weronika Achramowicz has been promoted to Partner at Baker & McKenzie Warsaw.

Achramowicz — the only CEE lawyer among the 85 new partners announced by Baker & McKenzie in its 2016 round — focuses on corporate and commercial law, in particular M&A and private equity transactions. According to Baker & McKenzie, “Ms. Achramowicz advises companies in complex M&A and PE transactions, acting as lead counsel from deal structuring to post-closing integration. She is also seasoned in reorganizations, corporate law and corporate governance, commercial matters and gaming law.” She graduated from the Adam Mickiewicz University.

FBK Legal has provided support to the process of establishing a joint venture in Russia involving the production of high-speed trains.

According to FBK Legal, “the joint venture players including a machine-building holding CRRC, JSCo RZhD, Sinara Group, and China Railway set to launch production of rolling stock for a high-speed network [between] Moscow and Kazan.” Ultimately, FBK Legal reports, “the investors anticipate providing rolling stock not only for a Moscow-Kazan network but for the whole Eurasian high-speed transport corridor Moscow-Beijing which is considered one of the top priorities for Russia-China interstate cooperation.”

The FBK Legal team was led by Partner Alexander Ermolenko.

Clifford Chance’s Warsaw Office has advised Bank Zachodni WBK S.A. in connection with a credit facility granted to AASA Polska to finance its lending activities. White & Case advised AASA Polska on the financing, which was released on April 14, 2016.

According to Clifford Chance: “In many aspects this is an innovative transaction. First, the transaction is secured with consumer debt portfolios, which means that in many respects it resembles securitisation transactions  (e.g. as regards issues related to personal data protection, or debt management). Second, AASA Polska procures financing from various sources (including, inter alia, bonds, mezzanine financing). This required the preparation and negotiation of a complex agreement between the creditors and combining various categories of indebtedness.”

The Clifford Chance team was led by Partner Andrzej Stosio, and its work was directly supervised by Counsel Irena Floras-Goode. The team itself also included lawyers Katarzyna Jakubiak, Mateusz Chmura, Anna Miernik, and Piotr Weclawowicz.

The White & Case team consisted of Partner Tomasz Ostrowski, Local Partner Rafal Kaminski, and Associates Michal Oles and Marta Osowska.

Lawyers from Noerr’s Warsaw and New York offices have advised Target Global on a multimillion-dollar investment in ZnanyLekarz sp. z o.o. via subscription for newly issued shares of the increased share capital of ZnanyLekarz sp. z o.o. by a Target Global affiliate. Chadbourne & Parke advised ZnanyLekarz.

Target Global is an international venture capital firm with over USD 300 million in assets under management, focusing primarily on fast-growing digitally-enabled companies.

Noerr describes ZnanyLekarz — known internationally as “DocPlanner” — as “one of the most successful Polish startups,” and says that it “runs an online medical appointment service and (also through its subsidiaries) operates in 25 countries.” In previous rounds of financing the company has attracted such investors as the EBRD, Team Europe Ventures, and Point Nine.

The Noerr team advising Target Global consisted of New York-based Partner Sascha Leske and Warsaw-based Associate Partner Arkadiusz Ruminski, supported by Warsaw-based Associates Krzysztof Banaszek, Kamil Adamski, Katarzyna Ziolkowska, and Pawel Radek, and New York-based Associates Steve Zehden, and So-Ang Park.

Chadbourne & Parke did not reply to our inquiries on the matter.

Editor’s Note: After this article was finished, Poland’s Radzikowsi Szubielska Wspolnicy Sp.k., a part of the international legal network of Chadbourne & Parke, confirmed that it had advised ZnanyLekarz on the deal.