Category: Turkiye

  • Clifford Chance, YCAP, Bilgic, and Dechert Advise on IFC and EBRD Acquisition of Shareholding in Odea Bank

    Clifford Chance, YCAP, Bilgic, and Dechert Advise on IFC and EBRD Acquisition of Shareholding in Odea Bank

    Clifford Chance and the Yegin Cifti Attorney Partnership (YCAP) have provided English and Turkish law advice, respectively, to Odea Bank on a TL 1.0 billion capital increase subscribed to by the IFC, the IFC Financial Institutions Growth Fund (“FIG Fund”), a private equity fund managed by IFC Asset Management Company (AMC), and the EBRD. Odea Bank is a subsidiary of Lebanon’s Bank Audi Group, which received English law advice by Dechert and Turkish law advice from the Bilgic Attorney Partnership.

    According to an EBRD press release, “this capital increase will provide Odea Bank with additional financial flexibility which will allow it to expand its financing in the real sector in Turkey, fund large scale infrastructure projects and increase access to finance for small and medium-sized enterprises (SMEs). Odea Bank is also planning to invest in new technologies to strengthen its digital banking network and reach one million unbanked people in Turkey.”

    As part of the capital increase, IFC and the EBRD are investing the Turkish lira equivalent of USD 110 million and USD 90 million respectively. IFC financing of USD 38.5 million is provided by the FIG Fund. The remaining balance will be covered by Middle Eastern investors and Bank Audi itself. Following the capital increase, Bank Audi Group will remain a majority shareholder of Odea Bank with a stake of more than 75 per cent.

    Completion of the transaction is subject to regulatory approvals including approval by the Banking Regulation and Supervision Agency (BRSA) and other customary closing conditions.

    Odea Bank started its operations in Turkey in late 2012 as a subsidiary of Bank Audi Group, the largest Lebanese lender and one of the leading international financial institutions with a presence in both the MENA region and Europe. As of March 2016, Odea Bank is in eighth position in the Turkish banking sector by customer deposits and ninth position by loans, excluding state-owned banks and based on BRSA unconsolidated financial statements of Turkish banks. Odea Bank operates 56 branches in 16 cities and employs over 1,500 staff.

    Samir Hanna, Group Chief Executive Officer of Bank Audi Group and Chairman of Odea Bank, stated: “We welcome the EBRD and IFC, as well as other investors, as our new partners in Odea Bank. We are looking forward to a new phase of growth for Odea Bank in the highly promising Turkish banking market. This capital increase represents the largest capital increase in the Turkish banking sector over recent years and is a testimony to Bank Audi’s successful greenfield investment in Turkey. Odea Bank is a key pillar of Bank Audi’s future growth and we continue to be committed to its future development.”

    Huseyin Ozkaya, General Manager and Board Member of Odea Bank, said: “It is vital and extremely encouraging that two reputable and prestigious institutions such as IFC and the EBRD, alongside other investors, demonstrate their confidence in Odea Bank. With this capital increase, we will be able to expand our lending support to infrastructure investments and projects contributing to the development of the Turkish economy. The equity investment will also allow us to support SMEs which account for 70 per cent of Turkey’s employment but receive less than 30 per cent of loans. We expect to make investments in our branch network, digital banking channels and technology in order to continue providing our corporate, commercial, SME and retail customers with the best quality service as the youngest top 10 bank in the competitive Turkish banking market.”

    The YCAP team consisted of Partner Itir Ciftci and Associates Deniz Gocuk and Aras Gorkem. The Clifford Chance team was led by Partner Jared Grubb.

    The Bilgic Attorney Partnership team consisted of Partner Haluk Bilgic and Associate Ekin Inal. 

    The Dechert team consisted of Partner Camille Abousleiman and Simon Briggs and Associate James Stonehill.

  • Turunc Advises Elba on Investment by Revo Capital

    Turunc Advises Elba on Investment by Revo Capital

    The Turunc law firm has advised Elba HR (now being rebranded as Peoplise) on investment into the company by Revo Capital. BTS & Partners advised Revo on the investment, which was part of the Borsa Istanbul Private Market (BIST).

    Peoplise is an integrated and video-enabled digital platform for the recruitment needs of enterprises. According to the company’s website, “our mission is to help HR practitioners to utilize digital and analytical technologies in all steps of the talent acquisition process and create the best teams for their business with lower turn-over, higher performance as they grow.”

    Revo Capital is a venture capital fund investing, according to its website, “in truly innovative, seed & early-stage B2B or B2C technology ventures in Turkey.”

    BIST is a web-based and membership-based platform that brings companies and investors together to buy or sell shares without going public. 

    Revo Capital GM Cenk Bayraktar said that the the Peoplise team had “demonstrated the value of its products” by making many of Turkey’s most important companies and brands customers. He also said that Revo hopes to contribute to this growth and expand the company’s success outside of Turkey.

    Peoplise Chairman Guclu Ozenci and GM Cagatay Gunay thanked Revo Capital and the Borsa Istanbul Private Market and said “We’re just getting started. Keep watching us as we are creating a company that Turkey will be proud of.”

    The Turunc team was led by Partner Kerem Turunc, supported by Associates Nilay Onal and Didem Bengisu. 

    Editor’s Note: After this article was published, BTS & Partners announced that Senior Associates Okan Arican and Zeynep Unlu had worked on the deal.

  • General Introduction to Real Estate Investment Companies in Turkey

    General Introduction to Real Estate Investment Companies in Turkey

    Introduction

    A rapid increase in the Turkish construction sector which caused companies to experience difficulties in covering their liquidity demands led to the 1995 introduction of Real Estate Investment Company (“REIC”) practices.

    Since the construction sector in Turkey has grown significantly in recent years due to increased economic stability, new regulations, extensive urban renewal projects, and rapid population growth that attracts and inspires foreign investors to invest in the Turkish real estate market, we would like to touch briefly on the REIC.

    Definition of REIC

    REICs are regulated in Capital Markets Law under Communique number III-48.1 (the “Communique”). According to the brief definition in the Communique, REICs are “a type of capital market institution which is founded in order to issue its shares for the purpose of operating and managing a portfolio composed of real estates, real estate projects, real estate based rights…”. In addition to this definition, there are also some other activities stated in the Communique, such as Infrastructure investment. Pursuant to the Communique, if a REIC’s activity covers only infrastructural investment, then its portfolio shall consist only of infrastructural investments and services.

    Scope of Activities

    The main aim of REICs is investing in profitable real estate projects, including projects owned by companies that are idle because of their lack of liquidity. REICs are only able to engage in activities permitted by the Communique that it defines as real estate projects or, if the REIC’s Articles of Association contain a specific clause permitting it, infrastructure projects. 

    Pursuant to the Communique, REICs are under an obligation to invest at least 51% of their total assets in real estates, real estate projects, and real estate based rights. Moreover, at least 75% of the total assets of REICs shall be composed of activities and operations in a specific field of business or investment in a particular real estate or infrastructure project. REICs are not directly allowed by the Communique to be involved in construction, have equipment or machines, or operate any hotel, shopping mall, supermarket, or residential site for commercial purposes other than generating rental income or for purchase and sale of the real estate.

    Main Conditions of the Establishment

    REICs may be established directly as a joint stock company by having their Articles of Association compatible with the Communique or by amending their Articles of Association in accordance with the Communique. The establishment applications of REICs are first subject to the approval of the Board of Capital Markets (the “Board”), then the Ministry of Customs and Trade. In order to get approval by the Board, REICs must satisfy the requirements of the Communique. Basically, these requirements are: (1) Initial capital – or in the case of conversion, each of its paid capital, issued capital, and equity capital – shall not be less than the amount determined every year by the Board; (2) Founders of the REICs shall not have any criminal records, overdue tax debt, suspension of bankruptcy or order of bankruptcy, and shall have financial capacity and a good reputation; (3) The members of the Board of Directors and the general manager shall meet the requirements specified in the Communique; (4) The registered title of the new company shall include the phrase “Real Estate Investment Company”; and (5) At least 25% of its initial capital or issued capital shall be offered to the public within three months.

    Pursuant to the Communique, REICs may only issue shares providing the privilege of nominating members of the Board of Directors as privileged shares before a public offer. After the public offer, REICs cannot issue privileged shares even though the shares are related to the nomination.

    Main Incentives

    Although REICs are restricted in their activities, they receive special tax advantages which enable them to avoid some tax obligations. For instance, pursuant to Corporate Tax Law, incomes of REICs are excluded from the 20% corporate tax. Additionally, if the Board makes profit distribution obligatory to a REIC, the 15% tax on distributed shares will be excluded from withholding tax as well. These incentives – which represent major advantages of REICs – attract both small and large, domestic and international investors who are looking to diversify their stock portfolios and would likely benefit from REICs’ long-term returns. 

    In light of the above, even though there are attractive incentives for investors, since the capital requirement for REICs is extremely high and is subject to capital market regulations, they are strictly supervised by the Board. Thus, in accordance with the Foundation of Real Estate and REIC, there are currently only 31 REICs actively running.

    By Funda Ozsel, Managing Partner, and Muhammet Yigit, Associate, Bener Law Office

    This Article was originally published in Issue 3.2 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Clifford Chance, Freshfields, and Verdi Advise on QNB Group Acquisition of Finansbank

    Clifford Chance, Freshfields, and Verdi Advise on QNB Group Acquisition of Finansbank

    Clifford Chance and its Turkish arm, the Yegin Cifti Attorney Partnership, have advised the QNB Group on its acquisition of the National Bank of Greece’s 99.81% stake in Finansbank A.S. in Turkey. Freshfields and the Verdi law firm advised the sellers. QNB Group announced that it would launch a Mandatory Tender Offer in Turkey for the remaining 0.19%.

    According to QNB, with the addition of Turkey as a new market and a leading Turkish bank to its network, “QNB Group extends its international presence and will be able to increasingly benefit from the rapid development of trade and the strengthening of economic ties between Turkey and the Middle East in general, as well as between Qatar and Turkey in particular. This also reflects QNB Group’s confidence in the long-term prospects of the financial sector and economy of Turkey.”

    Finansbank is the 5th largest privately owned universal bank in Turkey by total assets, customer deposits, and loans. It has a distribution network of over 620 branches and more than 12 thousand employees in Turkey, along with more than 5.3 million active customers. As of March 31, 2016, Finansbank had USD 32 billion of assets, USD 21.8 billion in loans, and USD 17.3 billion in deposits, as well as total equity amounting to USD 3.8 billion as per International Financial Reporting Standards.

    “This transaction is a breakthrough in QNB’s vision to becoming a Middle East and Africa Icon by 2017,” stated QNB Group’s Chief Executive Officer Ali Ahmed Al-Kuwari. “Our strategy is to focus on high-growth markets where we see a competitive advantage. Turkey, with its significant market size, population, growth track record, strong economic and banking sector and strategic location as a gateway between Europe, Asia and Africa, represents such a market. We are very excited to be part of Turkey’s and Finansbank’s future development and further enhancing the overall connectivity with international markets and bring Finansbank to the next level as part of the QNB Group.”

    Also commenting on the acquisition, Omer Aras, the Chairman and Group CEO of Finansbank said: “The acquisition signifies a thrilling milestone for Finansbank. We are extremely excited to enter into a new era and be part of the QNB Group, and this deal represents a perfect proof of Finansbank’s excellence and globally acknowledged standards. We believe that this acquisition will allow us to take Finansbank to a new level and offer exceptional services for our customers and stakeholders through the large international QNB network which we are now part of.”

    “The Clifford Chance team in Dubai was led by Partner Mohammed Al-Shukairy, supported by Senior Associates Andrew Steele and Daniel Boyle. The Yegin Ciftci Attorney Partnership team acting as Turkish counsel to QNB Group consisted of Partner Itir Ciftci and Counsel Kemal Aksel.

    The Moscow-based Freshfields team advising the National Bank of Greece consisted of Partner Sebastian Lawson and Associate Oliver Lyon. 

    The Verdi team consisted of Partner Can Verdi and Associates Ayse Demirel Atakan, Cem Avaroglu, and Lara Turker.

  • Moral and Taylor Wessing Advises IKB on Financing to Janoschka Group

    Moral and Taylor Wessing Advises IKB on Financing to Janoschka Group

    The Moral Law Firm, acting in cooperation with Taylor Wessing Germany, has advised IKB Deutsche Industriebank AG (“IKB”) on matters related to financing provided to the Janoschka Group.

    IKB supports medium-sized companies in Germany and Europe with loans, risk management, and capital market and consulting services. According to Moral, IKB “required a Turkish subsidiary of the Janoschka Group (“Janoschka Turkey”) to guarantee the parent company’s role in the facility.  In January 2016, the guarantee was finalized through Janoschka Turkey to complete the main credit facility of the Janoschka Group.”

    Moral assisted IKB by providing research and diligence for the guarantee structure between Janoschka Turkey and IKB under Turkish Law. The firm’s consisted of Asli Pamukkale, Serkan Pamukkale, Vefa Resat Moral, and Karaca Kacar.

    The Taylor Wessing Germany team was led by Finance Partner Claus Goedecke.

  • Turunc and Bumin & Varlik Advise on Eigenmann & Veronelli Acquisition of Shares from JV Partners

    Turunc and Bumin & Varlik Advise on Eigenmann & Veronelli Acquisition of Shares from JV Partners

    Turunc has represented Eigenmann & Veronelli S.p.A (E&V) in its acquisition of the shares held by its joint venture partners in E&V’s Turkish affiliate, Eigenmann & Veronelli Kimyasal Ticaret ve Sanayi A.S. The sellers — Ipek Mustecaplioglu, Ismet Mustecaplioglu, and Reis Pazarlama ve Ticaret Limited Sirketi — were represented by Bumin & Varlik.

    The Turunc team was led by Partner Kerem Turunc, who said that: “Eigenmann & Veronelli’s investment demonstrates the continued interest foreign investors have in the Turkish market. Eigenmann & Veronelli’s initial investment took place in 2013. We had the pleasure of representing them then and we are now proud to have represented them in this exciting follow-on acquisition.” Turunc was assisted by Associate Didem Bengisu. 

    The Bumin & Varlik team was led by Partner Gaye Bumin, supported by Associate Guzel Yildirim.  

  • Davutoglu Jumps In-House With Akbank

    Davutoglu Jumps In-House With Akbank

    Partner Cem Davutoglu — whose firm’s August 2014 merger with the Bener Law Office was widely acknowledged to be the first such combination in the Turkish legal market — has now left Bener to become Legal Counsel at Akbank in Istanbul.

    Davutoglu informed CEE Legal Matters that in his newly-created role at Akbank — Turkey’s third largest private and fourth largest bank overall — he will work directly under Akbank’s current Chief Legal Officer, Hasan Esen, to “take charge of the bank’s projects financing and Treasury transactions (that is to say the bank’s own financing matters and large loans), and also non-loan related law suits including criminal law matters.” Davutoglu describes the Turkish banking sector as undergoing a “transition period,” and says that, “in addition to our regular duties, we will all be spending time on building a better organized bank with competitive and innovative products.”

    Davutoglu insists he was “quite happy” with his partnership with Erim Bener, and that he had “no intention whatsoever to change positions.” Ultimately, however, the offer to join Akbank “was too difficult to turn down.” He insists that, although the move came as a surprise, there are no hard feelings with his former colleagues at Bener. He notes that, by moving in-house, he left his client portfolio behind, meaning “there is no competition between us.” Ultimately, he says about Erim Bener, “I think the most important issue is trust.  We both have faith in each other and have always been honest and transparent with each other.  He was the first person to learn as soon as I made my decision and in our first meeting we assessed the pros and cons of the offer together.”

    For his part, Bener says his 18-month partnership with Davutoglu was a productive one, noting that, “we had an excellent energy to work together,” and that “I was very happy to work with Cem.” As a result, “when he mentioned first to me, I did not want him to leave us but it was his decision of course. And only thing that remained was for me to support him whatever his decision was.”

    As for his former clients, Davutoglu concedes that their feelings were mixed. Still, he notes, “as I am on very good terms with Erim and truly appreciate the capabilities of the firm, I tried my best to leave each client into the hands of sufficiently experienced partners. Therefore my last month was mostly a transition period of introducing the clients with the relevant partners in charge and making sure that they are satisfied. I think in the long run all will stay with the firm.”

    Bener agrees. “Cem’s portfolio has already been taken over by the relevant departments of the firm. After Cem’s farewell this will continue as it is. There is no issue about this.”

  • Squeeze Out-And Sell-Out Rights in Turkish Public Companies

    Squeeze Out-And Sell-Out Rights in Turkish Public Companies

    The Turkish Capital Market Law (“CML”) regulates squeeze-out and sell-out rights in public companies and companies deemed to be public (companies with more than 500 shareholders).

    The main motive of the squeeze-out and sell-out provisions of the CML were to protect minority shareholders’ rights in public companies and to bring these rights into uniformity with European Union standards. The Capital Market Board of Turkey (“CMB”), the primary regulator in capital markets, has set out the principles and procedures of squeeze- and sell-outs in its communique numbered II-27/2 (the “Communique”).

    The Communique defines a controlling shareholder as any shareholder who directly or indirectly holds a minimum of 98% of the total voting rights in a public company (when calculating voting rights, privileged shares and voting rights of third parties such as call option holders shall not be taken into consideration under the provisional article of Communique – and a threshold of 97% applies until December 31, 2017). A controlling shareholder may reach this threshold as a result of a takeover bid or otherwise, including acting with other shareholders. The controlling shareholder shall have the right to squeeze out minority shareholders while the remaining shareholders shall have the right to sell-out their shares to the controlling shareholder. 

    The Communique requires a controlling shareholder who reaches the 98% threshold or who purchases additional shares after reaching this threshold to declare this to the public. Following the declaration, the remaining minority shareholders may sell-out their shares within a three-month period. Loss of the required 98% minimum majority during this three-month period does not stop the process. 

    The Board of Directors of a company whose shares are subject to squeeze-out or sell-out rights (a “Company”) is obliged to verify whether or not the threshold has been reached or exceeded and prepare a valuation report to assess the value of per-share price in accordance with the relevant regulations of the CMB within one month of the first sell-out application. The company is also obliged to notify the controlling shareholder of other shareholder demands within one month of the sell-out application and within three business days of the declaration of the valuation report. The controlling shareholder should deposit the purchase price to the Company account within three business days and the Company should transfer such amount to the accounts of selling shareholders within two business days. A shareholder that wants to exercise the sell-out right must sell all his/her shares – including privileged shares.

    In the event that minority shareholders holding less than 2% of voting rights fail to exercise their right to sell-out their shares to the controlling shareholder within three months, sell-out rights will be deemed to have lapsed and cannot be exercised again. Following the expiration of this period, the controlling shareholder may exercise its squeeze-out right within the following three business days in the form of an application to the CMB. The sell-out price and squeeze-out price are determined separately, in line with the CMB’s mandate to protect minority shareholders.

    The Company shall submit an application to the CMB immediately after adopting a Board of Directors resolution regarding the cancellation of the squeezed-out minority shareholders’ shares and issuing new shares and shall obtain approval from the CMB for issuing new shares. For those Companies whose shares are traded on the exchange, once the CMB’s approval is obtained, the controlling shareholder shall deposit the squeeze-out price in the Company’s account. The day after the depositing the funds, the Board of Directors shall apply to the Central Registration Agency for cancellation of minority shareholders’ shares, shall transfer newly-issued shares to the Company’s account, and shall transfer the squeeze-out price to the minority shareholders whose shares are acquired by the controlling shareholder. For those minority shareholders who cannot be identified, the purchase price shall be held in an interest-bearing account with the Settlement and Custody Bank for three years, following which the funds shall be returned to the Company, which then must pay those amounts to the shareholders proving entitlement. For those Companies whose shares are not traded on the exchange, the controlling shareholder shall announce its decision to exercise the squeeze-out right and invite minority shareholders to apply to the Company for delivering their shares in return for the purchase price.

    It may be concluded that the legislation protects minority shareholders more than controlling shareholders, as they may exit from the company and not be bound by the decision of the controlling shareholder by exercising their sell-out right before the controlling shareholder’s squeeze-out right. On the other hand, depending on the minority shareholders’ decision to exercise sell-out rights, the controlling shareholder may shake off small investors by exercising its squeeze-out right as it already has 98% of the voting rights. We believe that in a market where there still are companies with only 5% public shareholding, this high threshold is meaningful. We anticipate a greater exercise of these rights in near future.

    By A. Cem Davutoglu, Partner, and Muhammet Yigit, Associate, Bener Law Office

    This Article was originally published in Issue 2.6. of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

  • Turunc, Linklaters, and GSI Advise Borsa Istanbul on Now-Closed Acquisition by EBRD

    Turunc, Linklaters, and GSI Advise Borsa Istanbul on Now-Closed Acquisition by EBRD

    The EBRD’s acquisition of a 10 per cent shareholding in the Turkish stock exchange, first announced last June, closed on December 11, 2015. The Turunc law firm, Linklaters, and the GSI Attorney Partnership advised Borsa Istanbul.

    Borsa Istanbul, majority-owned by the Turkish government and the sole exchange entity in the country, was created in 2013 by combining the Istanbul Stock Exchange, the Istanbul Gold Exchange, and the Turkish Derivatives Exchange. The exchange is expected to go public as part of the government’s plan to reshape Turkey’s capital markets. According to an EBRD press release, “as a shareholder in Borsa Istanbul, the EBRD will help with the preparations for a successful listing.”

    Previously, the EBRD undertook a pre-IPO investment in the Moscow Exchange, invested in the Bucharest Stock Exchange, and recently announced its intention to acquire shares in the Zagreb Stock Exchange. The Bank is also supporting SEE Link, an order-routing system established by the Bulgarian, FYR Macedonian, and Zagreb stock exchanges aimed at increasing liquidity and advancing standardisation among the connected bourses. 

    EBRD First Vice President Phil Bennett signed the share purchase agreement alongside Borsa Istanbul’s CEO Tuncay Dinc at the bourse’s headquarters in Istanbul. Turkish Deputy Prime Minister Mehmet Simsek, who attended the ceremony, said: “We are here to celebrate the beginning of the strategic partnership between Borsa Istanbul and the EBRD. I am sure this is going to be a highly beneficial partnership. I would like to thank Borsa Istanbul’s management and the EBRD for this great milestone agreement. Borsa Istanbul is at the heart of our ambition to make Istanbul an international financial centre. As a founding member of the EBRD, the relations with the Bank are very important to us. Turkey has now become the largest recipient of EBRD finance. This demonstrates the Bank’s confidence in Turkey. Today’s agreement is the expression of this trust. The EBRD has great experience and knowledge in transforming other stock exchanges. This will help the development of Borsa Istanbul.”

    Borsa Istanbul CEO Tuncay Dinc commented: “The region’s most advanced exchange and most active international financial institution are cooperating to start an initiative that will shape the financial future of our region. The EBRD’s investment in Borsa Istanbul is an important call for international investors, demonstrating that Turkey and Borsa ?stanbul are safe destinations for international investments. In the near future we will be working with the EBRD on many projects including investment and technical support for exchanges in the region as well as on Borsa Istanbul’s IPO.”

    EBRD First Vice President Phil Bennett said: “We welcome Turkey’s ambition to transform Istanbul into a dynamic hub for internationally significant financial services. With Borsa Istanbul as the catalyst for development of the Turkish capital markets, we believe that our partnership is a logical step towards fulfilling this ambition. As a shareholder, the EBRD will work to improve the efficiency and liquidity of Borsa Istanbul and help it become a leading exchange in terms of the number of listed companies and market capitalisation, reflecting the full potential of the Turkish economy.”

    The EBRD claims to have invested EUR 6.8 billion in Turkey to date, through 170 projects in infrastructure, energy, agribusiness, industry, and finance. In 2015 the EBRD expects to invest over EUR 1.7 billion in Turkey, its top financing destination. 

    “We are delighted to have advised Borsa Istanbul in this exciting transaction,” said Turunc Partner Kerem Turunc, who led his firm’s team on the deal. “Along with the Nasdaq/BISTECH project, this was the fourth major transaction in the last two years where Borsa engaged Turunc and we are very pleased to be at the heart of the transformation of Turkey’s national stock exchange.” Earlier this year Turunc advised Borsa Istanbul advised on related agreements with the London Metal Exchange and the Hong Kong Exchanges and Clearing (reported by CEE Legal Matters on April 20, 2015), and on its partnership with the London Stock Exchange relating to the trading of futures and options on Borsa Istanbul indices and stocks on the London Stock Exchange Derivatives Market (reported by CEE Legal Matters on April 17). 

    The Linklaters team was led by Partner Daniel Cousens.  

    The GSI team consisted of Partner Emre Ulcayli, Senior Associate Elvan Zeynep Bilal, Attorney Mutlu Ozturk Yurdakul, and Associate Ezgi Korkmaz. 

    Editorial Note: After this article was published, the Bezen & Partners law firm announced that it had advised the EBRD on the deal. The firm’s team was led by Senior Partner Nadia Cansun and Senior Associates Ugur Sebzeci and Can Ozilhan. 

    Image source: Orlok / Shutterstock.com

  • Turunc Advises on Charlesbank Investment in Zuvin-Represented Plaskolite

    Turunc Advises on Charlesbank Investment in Zuvin-Represented Plaskolite

    Turunc has advised Charlesbank Capital Partners on Turkish aspects of its acquisition of a controlling interest in Plaskolite. The Serap Zuvin Law Offices advised Plaskolite on Turkish aspects of the deal. The US counsels on the deal were Goodwin Procter for Charlesbank and Vorys, Sater, Seymour and Pease for Plaksolite.

    Headquartered in Columbus, Ohio, Plaskolite is the largest manufacturer of acrylic and other plastic sheet (ABS, PETG and polycarbonate) in the United States. It has been controlled by the Donald G. Dunn family since it was founded in 1950. The company operates six manufacturing facilities across four states and Mexico, plus 50% ownership of a joint venture in Turkey.

    Based in Boston and New York, Charlesbank Capital Partners is a middle-market private equity investment firm managing more than USD 3 billion of capital. Charlesbank focuses on management-led buyouts and growth capital financings, typically investing USD 50 million to USD 150 million per transaction in companies with enterprise values of USD 100 million to USD 1.5 billion.

    In the equity investment firm’s press release, the transaction, which was announced by Charlesbank on November 3 and was funded with both equity and debt, was reported to provide “significant growth capital for the company and leaves the Dunn family and management with a substantial ongoing ownership stake.” Following the deal, Plaskolite will continue to be led by President Mitch Grindley, COO Mark Grindley, CFO Rick Larkin, and CTO David Chan, with fomer President Jim Dunn becoming Chairman Emeritus. 

    Brandon White, Charlesbank Managing Director, commented on the deal: “Plaskolite has a compelling business model, a reputation for technological leadership, a strong track record of growth and an excellent management team. Its deep customer relationships and ability to customize products have positioned Plaskolite as a clear market leader, and we believe the opportunities for this business are extremely attractive.” 

    From Plaskolite’s side, President Grindley added: “We see opportunity to continue to grow our business and increase market share with Charlesbank as our new partner and are pleased to have raised the capital to help Plaskolite execute its ambitious growth strategy.”

    Dunn concluded: “The Dunn family is proud of our legacy and committed to maintaining a significant ongoing role in Plaskolite in conjunction with Charlesbank. We look forward to the continued growth of this company and are delighted to have the support of a new investing partner who shares our vision for the business.”

    Turunc Managing Partner Kerem Turunc expressed his delight about Charlesbank’s indirect investment in Turkey and stated that Turunc’s engagement “is a testament to [Turunc’s] rapidly rising prominence in representing private equity clients in the Turkish market”

    Serap Zuvin noted that, “we have been representing Plaskolite since their first stepping in to the country and on this occasion as well.” She led her eponymous firm’s team on the matter, with the support of Lawyer Nurgul Cakir.

    The Turunc team advising Charlesbank was led by Kerem Turunc, assisted by lawyers Grace Maral Burnett and Nilay Onal.

    William Blair acted as financial advisor to Plaskolite with KeyBank advising Charlesbank.

    Image Source: Amnarj Tanongrattana / Shutterstock.com