Category: Russia

Clifford Chance has advised EVRAZ plc, the London-listed globally integrated steel, mining. and vanadium company, on its disposal of the entire issued share capital of its fully owned subsidiary Joint Stock Company EVRAZ Nakhodka Trade Sea Port to its majority shareholder Lanebrook Limited for a cash consideration of USD 354.4 million. Latham & Watkins advised Lanebrook Limited on the deal.

As part of the transaction, EVRAZ entered into a long-term transhipment agreement with Nakhodka Port — located close to Vladivostok in the Russian Far East — pursuant to which the EVRAZ Group has agreed to supply and Nakhodka Port has agreed to tranship coal and metals for a period of five years.

The Clifford Chance team was led by Moscow-based Corporate Partner Arthur Iliev, assisted by Senior Associate Ekaterina Matveychuk, who advised EVRAZ on the sale and purchase agreement, ancillary documents, and various aspects of Russian corporate and antimonopoly law.  Advice in connection with the transhipment agreement and guarantee deeds was provided by Perth-based Corporate Partner Paul Lingard, who specializes in assisting natural resource clients on complex transactions, operational issues, and large-scale development projects. Lingard was assisted by Counsel Jessica Davies and Associate Niall O’Shea.  A team led by Equity Capital Markets Partner Simon Thomas in London advised EVRAZ and its independent directors on the related party transaction regime under the UK Listing Rules and EVRAZ’s shareholder circular and announcement obligations. Thomas was assisted by ECM Senior Associate Tony Lally, Associate James Koessler, and Trainee Louise Baxter.

“It has been a pleasure once again to work with EVRAZ, a strategically important client for the firm, in connection with this important transaction,” said Moscow Corporate Partner Arthur Iliev. “What is particularly pleasing is that we were able to put together a multi-jurisdictional and cross-practice area team, with both an in depth knowledge of the client and specialist sector expertise, to execute a technically difficult transaction within a short time frame.”

Jus Aureum has advised Sberbank CIB on the debt restructuring procedure of the Chizhov Gallery JSC.

The Chizhov Gallery is a complex built on a 17,850 square meter plot in downtown Voronezh, Russia. It consists of a Class B+ business center, a shopping center, and the Sheraton Congress Hotel. At approximately 100 meters and with 25 stories, the business center is the tallest building in Voronezh.

With its gross leasable area of 53,700 m², it includes a hypermarket, a food court, restaurants, a movie theater, an entertainment and sports center, and approximately 200 additional stores. The covered parking lot has a capacity of 870 vehicles. Renaissance was responsible for all design works, shop drawings, construction works, electrical and mechanical systems, infrastructure systems, peripheral roads, and landscape areas.

According to Jus Aureum, “the client was provided with complex legal assistance aimed at Sberbank CIB entering into the borrower’s equity by means of acquisition of minority stake in Chizhov Gallery JSC jointly with making the shareholders’ agreement and approval of the said transaction by the Federal Antimonopoly Service of Russia.”

Image Source: shoppingcenter-gallery-chizhov.ru

Reed Smith has announced former Chadbourne & Parke Moscow Managing Partner Andrei Baev has joined Reed Smith’s Energy & Natural Resources (ENR) practice in London.

“Andrei’s unique cross-border experience in energy, natural resources and infrastructure financing is truly exceptional, and his broad client base and industry experience across multiple sectors and jurisdictions are a natural fit for Reed Smith’s global platform,” said Reed Smith ENR Chair Prajakt Samant. “Andrei will especially help connect our Energy & Natural Resources practice with our Financial Industry Group, our Trade Finance teams, our Kazakhstan office, and our rapidly expanding International Arbitration practice.”

According to a Reed Smith press release, “Baev has more than 25 years of experience in project finance and corporate transactions concentrated in the emerging markets of Russia, Eastern and Central Europe, Central Asia, and the Middle East. Baev has advised on major projects in all facets of the oil and gas sector, including the financing of cross-border pipeline projects, and upstream, midstream and downstream developments. He has also worked extensively on major independent power, nuclear power, mining, telecommunications, and other critical infrastructure projects around the world. Baev represented major Russian companies in many high-profile projects inside and outside of Russia.”

“The presence of Reed Smith’s global energy team in Asia, Eastern Europe, the Middle East, and the United States will be of great value to my clients, whose interests are ever more focused on the rapidly emerging economies that the firm serves so well,” said Baev. “Our forward-moving Russian and Eastern European practice will particularly benefit from, and enhance, Reed Smith’s networks in the region, which include the formidable resources of the firm’s longstanding office in Kazakhstan.”

Baev spent the past two years as Managing Partner of Chadbourne’s Moscow office, and before that spent three years as Senior Partner at Berwin Leighton Paisner, 10 years at Allen & Overy, two years at Sullivan & Cromwell in New York, and three years at Mayer Brown in Los Angeles. He completed his first law degree at the Sverdlovsk Law Institute in Russia, and went on to obtain an LLM at UCLA and a JSM (Master of the Science of Law) and JSD (Doctor of the Science of Law) at Stanford.

Goltsblat BLP has advised Fasten, which it describes as “a major player on the taxi aggregator market in Russia,” on its merger with RuTaxi. 

UFG Private Equity, an existing investor in Fasten, has now become both investor and main shareholder in the newly merged company, which aims to increase fulfilled orders by almost 25% (up to 1.5 million per day).

The agreement established a single shareholding structure combining the personnel, technologies, software packages, etc., of both companies.

Goltsblat BLP’s team was led by Corporate/M&A Partner Matvey Kaploukhiy and included Associates Mikhail Filatov and Anastasia Kudryashova.

Clifford Chance has advised X5 Retail Group, a Russian food retailer, on its debut issue of RUB 20 billion guaranteed notes. Latham & Watkins advised the banks on the issuance.

According to Clifford Chance, the Eurobond issue is “the largest ruble-denominated issue since the re-opening of international capital markets for Russian issuers in the second half of 2016.”

The Clifford Chance team in Moscow consisted of Partners Arthur Iliev and Alexander Anichkin, Counsel Evgeny Soloviev, Senior Associate Dmitry Tolkachev, and Associate Ekaterina Makarova. The firm’s London team included Partner David Dunnigan, Senior Associate Eric Green, and Lawyer Clara Gold, and the Amsterdam team included Partner Jurgen van der Meer, Senior Counsel Willem Specken, and Associates Nolan Groenland and Alexander Freund.

Goltsblat BLP, the Russian practice of Berwin Leighton Paisner, has announced the appointment of Vitaly Dianov as Competition & Antitrust Partner, effective as of May 1, 2017.

According to Goltslblat BLP, “this appointment will further strengthen the Goltsblat BLP Competition & Antitrust Practice in response to the growing demand for these services by the firm’s clients.”

Dianov advises clients on competition law related matters and focuses on cartel investigations, competition trials, and abuse of dominance disputes. According to Goltsblat BLP, “Vitaly has represented clients in a number of cases during cartel investigations, including dawn raids conducted by the antimonopoly authorities, and has participated in the majority of the competition trials the Firm has been instructed to take part in. Vitaly has also organized and examined a number of simulated dawn raids for clients.” The firm also describes him as having “considerable positive experience of acting for clients in state arbitration courts, courts of general jurisdiction and arbitration tribunals, including the International Commercial Arbitration Court under the Chamber of Commerce and Industry of the Russian Federation.”

Dianov joined Goltsblat BLP in 2012, after spending the previous year and a half as Director of Antimonopoly Projects at the MTS Group, and the four years before that as a Senior Associate at Capital Legal Services.

Nikolay Voznesenskiy, Partner and Head of Goltsblat BLP’s Competition & Antitrust Practice, commented that: “There is no doubt that Vitaly’s appointment to Partner will reinforce our team. Over the last five years, he has been directly involved in a number of  high-profile projects and complex litigations for clients such as NOVATEK, Russian Platinum, Freight One, and others.”

Integrites’ Moscow office has provided pro bono legal advice to the World Bank in the form of a report entitled “Enabling the Business of Agriculture 2017”. 

According to Integrites, the scope of its work “included the provision of comprehensive legal support during the report’s preparation. EBA 2017 provides data that assesses the legal barriers for entrepreneurs in the agricultural sector in 62 countries and 12 thematic areas. This data can be used by representatives of the public sector, investors, analysts, researchers, and other specialists interested in the regulatory framework for the agro-industrial complex to assess the performance of countries in measurable areas and to identify better regulatory practices.”The Integrites team on the project included Partner Andrey Ryabinin and Associate Pavel Rusetsky.

Clifford Chance has advised PJSC MMC Norilsk Nickel, a diversified mining and metallurgical company that is the world’s largest producer of refined nickel and palladium, on the sale of its equity interest in the company which owns the Legion TI Business Center in Moscow to RCP Investments II Ltd. for approximately USD 100 million. Dentons advised the buyers on the deal.

Legion TI Business Center is an A-class office complex located on Bolshaya Tatarskaya Street in Moscow. RCP Investments II Ltd is a company owned by UFG Real Estate funds that is focused on investments in premium class real estate in Russia.

“Exit from non-core assets and focus on the development of Tier-1 assets are the key pillars of the company’s corporate strategy,” said Elena Kondratova, Vice President of Nornickel. “We are pleased that we have been able to secure this important transaction amid challenging times for the real estate market in Moscow. The proceeds from the transaction will be used for the company’s current projects.” 

The Clifford Chance Moscow team was led by Partner Marc Bartholomy with support from Counsel Nick Diakoumis, Senior Associate Anna Krutik, and Associate Kamilla Shikhametova.

The Dentons’ team was led by Moscow Partner Sergey Trakhtenberg and included Moscow Of Counsels Vladislav Bromberg and Boris Bruk, as well as Associate Tatiana Indisova.

Egorov Puginsky Afanasiev & Partners is reporting that on April 17, 2017 the Arbitrazh Court of Moscow approved a settlement agreement between Russia’s Federal Antimonopoly Service and the Google and Yandex corporations, thereby bringing an end to a dispute which had run for more than two years. Egorov Puginsky Afanasiev & Partners (EPAM) represented Yandex in the dispute.

According to EPAM, “with the settlement agreement the parties succeeded in finding an acceptable arrangement for managing the consequences of violations of antimonopoly law previously identified by the FAS, and ensuring competition on mobile app market – for mobile search apps in particular.”

According to an EPAM press release, in the fall of 2015 the firm “successfully defended the interests of Yandex, which had been violated by the activities of Google. Following an antimonopoly case, Google’s practices in relation to preset mobile apps were found to be in violation of antimonopoly law.  In accordance with the ruling, Google was obliged to remove prohibitions and limitations on preset apps from its competitors, including default search apps, and to inform its users of this change and to safeguard third-party rights relating to access to Android devices in the future.” (That story was initially reported by CEE Legal Matters on October 14, 2015 and then updated on August 22, 2016).

The firm’s press release continued that “Google initiated a range of judicial and administrative proceedings to contest the findings of the FAS. In this context, it should be hailed as a positive development that joint negotiations resulted in agreement on a series of compensatory measures, and alternative regulation according to which Google’s current practices can be considered permissible.”

In accordance with the settlement agreement approved by the Arbitrazh Court of Moscow, Google will not apply prohibitions or limitations on pre-set apps from third parties. All developers will be granted access to the devices, and in particular, the right to have their apps pre-set on devices in parallel with apps from Google.

According to EPAM, “an undoubted advantage for the Russian market is the provision of the settlement agreement that end-users will be given the option to choose an alternative, Russian-based search as their default search engine. The selection window will be implemented gradually for existing and new devices, so that within a matter of months users of all devices with the Android operating system will be provided with a window allowing them either to confirm or to change their search engine. An analogous approach based on including such a window was previously applied by the European Commission following a case involving the Microsoft corporation, which served to demonstrate its effectiveness. The primary value of the settlement agreement is that it achieves a synergetic effect: app developers will be given an equal opportunity to access Android devices, and end-users the opportunity to choose programs according to their own taste.”

The EPAM team representing Yandex as legal consultants included Partners Denis Arkhipov and Natalia Korosteleva, Counsel Evgeny Bolshakov, Senior Associate Oleg Bouiko, and Associate Oxana Akhmedova.