Category: Poland

On April 27, 2023, Act Legal BSWW announced that Develia’s sale of the Wola Retro office building in Warsaw to Adventum (reported by CEE Legal Matters on February 3, 2023) had closed.

According to BSWW, the “transaction underscores the company’s commitment to strategic investments that drive growth and enhance profitability, positioning it for continued success in the dynamic real estate market. Wola Retro is an office building, completed in 2019, located in Warsaw’s Wola district, which was constructed as a result of the adaptation of a pre-war building in cooperation with the conservation officer. The complex offers a total of 25,900 square meters of office space.”

As previously reported, Dentons had advised Develia on the EUR 70 million sale of building to the Adventum Group, while Act BSWW advised Adventum.

According to Dentons, “the investment, apart from two newly built A-class office buildings, also comprises an existing modernist building from the 1930s, adapted for the needs of modern offices in cooperation with a conservationist.” Both Dentons and Act BSWW also advised on Develia’s previous sale of the Sky Tower to Adventum (as reported by CEE Legal Matters on September 27, 2021).

Develia is a Wroclaw-headquartered real estate development group carrying out residential and commercial investments in Warsaw, Wroclaw, Krakow, Gdansk, Lodz, and Katowice.

The Adventum Group is an investment fund manager focused on Central European real estate investments.

The Dentons team included Partner Bartlomiej Kordeczka, Counsel Martyna Racz-Suchocka, and Senior Associate Kornelia Borowiec.

The Act BSWW team included Partners Marta Kosiedowska, Marek Wojnar, and Michal Soltyszewski, and Lawyer Aleksander Krzemien.

As part of a firm-wide promotion round that saw 32 lawyers become a Partner at Clifford Chance, Irena Floras-Goode was appointed a Partner in the firm’s Warsaw office.

Floras-Goode’s main area of focus is banking and finance. She has been with the firm since 2008 when she joined as a Counsel.

“The promotion to partnership is a great personal achievement for Irena,” Clifford Chance Warsaw Managing Partner Agnieszka Janicka commented. “This is a well-deserved reward for her hard work, dedication, and a consequence of developing strong client relationships and her own brand in the market […] I am convinced that her enthusiasm, knowledge, and experience will contribute to the further development of the Global Financial Markets practice in Warsaw and worldwide.”

Greenberg Traurig has advised KI Chemistry on its acquisition of Ciech shares under a voluntary tender sale offer. Gide advised KI Chemistry on the financing.

KI Chemistry is part of the Kulczyk Investments group, an international investment company.

According to Greenberg Traurig, Ciech is an international chemical group and the second-largest manufacturer of sodium carbonate and sodium bicarbonate in the European Union, the largest manufacturer of evaporated salt in Poland, the largest supplier of sodium silicates in Europe, the largest Polish manufacturer of plant protection products, and a producer of polyurethane foams in Poland. Its factories are located in Poland, Germany, and Romania and it employs over 3,000 people throughout the EU.

“The acquisition of shares under the tender offer is part of a long-term strategic financial investment by KI Chemistry,” Greenberg Traurig announced. “It is KI Chemistry’s intention to continue to support Ciech in its current and planned business activities, and to take steps to strengthen its market and financial position by way of establishing uniform and efficient corporate governance in processes related to the implementation of strategic decisions.”

Greenberg Traurig’s team in Poland included Partner Rafal Sienski, Senior Associate Michal Baldowski, Associate Lukasz Chmura, and Junior Associate Szymon Swierszcz.

Gide’s team included Partner Dariusz Tokarczuk, Of Counsel Marta Karminska, Counsel Dawid Van Kedzierski, and Associate Pawel Wasiel.

Greenberg Traurig was unable to disclose additional information on the deal. Gide did not respond to our inquiry on the matter.

Editor’s Note: In June 2023, Greenberg Traurig announced that the share acquisition had closed successfully. According to the firm, “as a result of the transaction, KI Chemistry acquired shares in Ciech S.A., representing 11.78% of the company’s share capital, thereby increasing its stake in the chemical company from the previous 58.22% to around 70%. The value of the transaction and the acquired shares amounted to nearly PLN 337 million.”

Former Local Partner Rafal Kluziak has been appointed an Equity Partner and former Counsels Katarzyna Waclawek and Piotr Miller have been promoted to Partner positions with DLA Piper in Warsaw.

Specializing in corporate and M&A and private equity, Kluziak has been with DLA Piper since 2019, having first joined as a Counsel and being promoted to Local Partner in 2022 (as reported by CEE Legal Matters on May 12, 2022). Between 2010 and 2019, Kluziak spent time with CMS, departing the firm as a Counsel. Earlier still, he was a Trainee with PZU in 2010, and a Senior Assistant at the Polish Financial Supervision Authority, from 2008 to 2009.

Waclawek has expertise in banking & finance and has spent over 11 years with DLA Piper. She joined the firm in 2011 as an Associate and later became a Senior Associate, in 2015, and a Counsel, in 2020. From 2009 to 2011, Waclawek was an Associate with Beiten Burkhardt. Earlier, she was an Associate with Clifford Chance, from 2007 to 2009.

Miller also specializes in corporate and M&A and private equity and joined DLA Piper in 2018, as a Senior Associate, while being promoted to Counsel in 2020. Earlier, he was an Associate with K&L Gates, between 2015 and 2018, as well as a Senior Associate with MFW Fialek, in 2015. Miller also served as a Legal and Business Relations Advisor at Greco Poland, from 2014 to 2015, and as a Lawyer with PwC from 2013 to 2014. Earlier, he was a Junior Associate with Linklaters, from 2010 to 2013, and a Lawyer with JMG Jasinska from 2006 to 2008.

On April 27, 2023, Wardynski & Partners announced that OT Logistics’ debt restructuring (as reported by CEE Legal Matters on June 26, 2019) had closed.

According to Wardynski & Partners, “at the end of March 2023, the last financial creditors were satisfied and OT Logistics had paid down its entire debt. The transaction is an example of a successful, consensual, out-of-court restructuring with full satisfaction of all financial creditors.”

As previously reported, Wardynski & Partners had advised the largest bondholders of series D and F bonds issued by OT Logistics regarding the issuance of series H refinancing bonds. Wolf Theiss advised lender Bank Gospodarstwa Krajowego, while Clifford Chance reportedly advised OT Logistics and White & Case reportedly advised the banks on the issuance.

OT Logistics S.A. is a publicly listed port operator that operates inland waterway transport in Poland and Germany. The issuance of series H secured bonds was the last stage of the financial debt restructuring of the group, which also included an extension of the maturity of credit facilities and series G bonds.

The Wardynski & Partners team included Partner Lukasz Szegda, Senior Associates Artur Bednarski and Marcin Pietkiewicz, and Associate Mateusz Tusznio.

The Wolf Theiss team included Partner Przemek Kozdoj, Senior Associates Stefan Feliniak and Michal Kulig, and Associate Magda Werner.

WKB Lawyers has advised CVI Dom Maklerski on the exit of its managed fund, Noble Fund Mezzanine Fizan, from Exact Systems. MJH Moskwa, Jarmul, Haladyj i Partnerzy advised buyer Accession Capital Partners. Rymarz Zdort Maruta reportedly advised Exact Systems.

According to MJH, “as a result of the closing of the transaction, Accession Capital Partners holds a stake of approximately 25% of the shares in Exact Systems.”

Exact Systems is engaged in the quality assessment of components in the high-volume automotive and household appliance industry.

CVI Dom Maklerski is an independent investor managing funds with assets of nearly PLN 4 billion.

Accession Capital Partners, formerly known as Mezzanine Management, advises funds providing financing solutions for small and medium-sized enterprises. Accession Capital Partners has helped create and currently advises four mezzanine funds (Accession Mezzanine Capital I through IV).

WKB’s team included Partner Jakub Jedrzejak and Lawyer Mateusz Malinowski.

MJH’s team included Partners Pawel Moskwa and Lukasz Blazejczyk, Senior Counsel Iwo Klijewicz, and Senior Associate Wojciech Grabowski.

Gessel has advised VirtusLab on its merger with SoftwareMill. DSK Kancelaria advised SoftwareMill.

VirtusLab provides software engineering and consultancy services. SoftwareMill is a custom software solutions developer.

According to SoftwareMill CEO Tomasz Szymanski, “this merger represents a significant milestone in the histories of both companies. Together, we now have a team of over 500 experts, establishing a robust presence, particularly in the Scala ecosystem, as well as in Java, Frontend, DevOps, and AI. The partnership has made us stronger and more capable of creating innovative solutions, while also maintaining our unique culture of transparency and a remote-first approach.”

SoftwareMill will remain an independent company within the group, with Szymanski as the CEO, and will be a minority shareholder of the VirtusLab Group.

DSK Kancelaria’s team included Lawyers Kinga Nowak, Mikolaj Wiza, Marcin Palusinski, and Joanna Lapinska and Trainees Jan Pabiszczak and Piotr Rygorowicz.

DWF has advised the sole shareholder of Unitrailer Holding on the sale of the company to Vaalon Capital. Schoenherr advised Vaalon Capital.

The Unitrailer Holding Group comprises three brands specializing in the production and distribution of car trailers and trailer accessories, including Temared, Martz, and Unitrailer.

Vaalon Capital is an independent private equity firm founded in 2017.

According to DWF, “the transaction consisted in the sale of a majority stake of Unitrailer Holding, the holding company of a group specializing in production and distribution of car trailers and trailer accessories, to Vaalon Capital. The acquisition of the Unitrailer Holding Group is Vaalon’s Capital first transaction in the car trailer industry, as well as in the CEE region.”

DWF’s team included Managing Partner Michal Pawlowski, Partners Rafal Wozniak and Adrian Jonca, Local Partner Anna Wietrzynska-Ciolkowska, Counsels Izabela Plis and Lech Najbauer, Associates Kamil Ciodyk and Mateusz Bak, and Junior Associate Karolina

Schoenherr’s team included Partners Pawel Halwa, Krzysztof Pawlak, and Katarzyna Sulimierska, Attorneys at Law Weronika Kapica, Daria Rutecka, and Agnieszka Stawiarska, and Associates Karolina Samocik, Roza Szatan, Aleksandra Golawska, and Klaudia Szatan.

SSK&W has advised bValue and THC Pathfinder on their investment in Innential. Osborne Clarke reportedly advised Innential.

According to SSK&W, Innential offers organizations the ability to map and analyze the competency needs of their talent, link them with educational content through personalized growth plans, and monitor their career progress.

bValue and THC Pathfinder are PFR Ventures co-financed funds.

The SSK&W team included Partner Szymon Syp.

The THC Pathfinder in-house team included General Counsel Bartosz Lis.

Kochanski & Partners has advised Jansen on the structuring and execution of a management buyout.

Established in 2001, Jansen operates in the Polish food industry company, which imports products such as cheese, yogurt, pasta, butter, and other products from European countries, including France, Italy, the Netherlands, Spain, Switzerland, Greece, England, Ireland, Bulgaria, and Germany.

The Kochanski & Partners team was led by Partners Szymon Balcerzak and Pawel Mardas.

Kochanski & Partners was unable to disclose further information on the deal.