Category: Ukraine

Avellum, working alongside lead legal counsel to Latham & Watkins, has acted as Ukrainian legal counsel to Onex Corporation and Baring Private Equity Asia (“Baring Asia”) in connection with their USD 3.55 billion acquisition of Thomson Reuters’ Intellectual Property & Science Business. Allen & Overy reportedly advised Thomson Reuters on the deal.

Thomson Reuters’ Intellectual Property & Science Business will be known as Clarivate Analytics going forward, and will continue to own and operate a collection of subscription-based businesses focused on scientific and academic research, patent analytics and regulatory standards, pharmaceutical and biotech intelligence, trademark protection, domain brand protection, and intellectual property management. The company’s brands include Web of Science, Cortellis, Thomson Innovation, Derwent World Patents Index, Thomson CompuMark, MarkMonitor, Techstreet, and Thomson IP Manager, among others.

Avellum describes Onex as “one of the oldest and most successful private equity firm,” and reports that Onex has USD 36 billion in assets, generates annual revenues of USD 23 billion, and employs approximately 145,000 people worldwide.” Onex has offices in Toronto, New York, New Jersey, and London and its shares trade on the Toronto Stock Exchange.

Baring Asia is one of the largest independent alternative asset management firms in Asia with total investments and committed capital of over USD10 billion. Baring Asia currently has over 35 portfolio companies active across Asia with a total of 150,000 employees and sales of approximately USD31 billion in 2015.

The Avellum team was led by Managing Partner Mykola Stetsenko, with support from Associates Andriy Romanchuk, Yuriy Zaremba, Dmytro Tkachuk, and Oleksii Maslov.

Allen & Overy did not reply to our inquiries on the matter.

On October 27, 2016, Markian Malskyy, Partner and Head of the West Ukrainian Branch at Arzinger Law Office, was appointed as Honorary Consul for the Republic of Austria in Lviv and six surrounding regions of Ukraine: Lvivska, Volynska, Zakarpatska, Ivano-Frankivska, Ternopilska, and Rivnenska oblasts.

The Austrian Honorary Consulate in Lviv, according to Arzinger, “will continue supporting Austrian individuals and companies by defense of their rights and interests, contributing to cultural and educational exchange as well as to intensification of economic and political ties.”

Arzinger released a statement containing Malskyy’s thoughts on the appointment: “I am deeply honored to have received this appointment. I have dedicated many years of my practice as an attorney-at-law to precisely the issues of protecting the rights of Austrian investors in Ukraine, structuring Ukrainian-Austrian corporate and business relations, consulting on real estate acquisitions, contract financing, immigration matters etc. For many years Austria has been a partner to Ukraine in various important matters. Austria’s extensive experience is needed for a dynamic development of Ukraine as never before. 

I am deeply convinced that there are an enormous number of areas in which our countries can cooperate. Understanding between us is the priority element for developing long-term ideas and the key to a successful implementation thereof. I kindly invite all parties interested in cultivating Ukrainian-Austrian relations to bring up respective initiatives, and will be glad to contribute to their successful launch with all means available to me.”

Arzinger also reports that Malskyy will carry out his mission while remaining an attorney-at-law and a Partner at the firm.   

Redcliffe Partners has advises eTachki, a Ukrainian e-commerce start-up, on the structuring of an up to USD 1 million investment by TA Ventures, a Ukrainian venture capital fund.

“We are excited for eTachki, and confident that this early stage investment will be followed by more investment rounds,” said Redcliffe Partners Counsel Zoryana Sozanska-Matviychuk.

“Ukraine’s e-commerce sector reached USD 1.1 billion last year and is growing,” said Sergiy Orlov, one of the co-founders of eTachki. “Quite often, successful e-commerce projects nurtured in Ukraine are transferred to bigger markets. We are glad to partner with TA Ventures on this project. Redcliffe did a great job to make it happen.”

Redcliffe’s team included Partner Dmytro Fedoruk and Counsel Zoryana Sozanska-Matviychuk.

KPD Consulting Law Firm has successfully assisted the Ochakivsky Wind Park Joint-Stock Company in extending a Euro 40 million loan facility from Sberbank. KPD also instructed Pelaghias, Christodoulou, Vrachas, who acted as Cypriot advisers.

According to the KPD press release, the legal support included preparation of the collateral documentation and issuance of legal opinions under Ukrainian and Cyprus laws. 

Partner and head of the Banking & Finance Practice of the firm, Vladyslav Kysil, headed the KPD team advising the Ochakivsky Wind Park in this case.

Ukraine’s Lavrnovych & Partners has announced the creation and launch of a new Private Clients Practice, to be led by Oleksander Onufrienko, who the firm describes as “one of the most experienced Ukrainian consultants on structuring and private assets management.”

Lavrynovych & Partners announced its intention to “provide a full range of legal registration of private capital for successful entrepreneurs and owners of family businesses and other private clients,” including (according to the firm):

• Protection of personal assets from hostile acts of third parties;
• Organization of effective structures for the control and management of private assets;
• Development of succession plans for business and private assets;
• Development of preservation plans for private assets and businesses in the absence of the owner;
• Settlements of property and inheritance aspects of family relationships;
• Creation of company management monitoring systems for the heirs and/or family members of entrepreneurs;
• Legal registration of children’s, heirs’ and the other trustees’ rights concerning their business assets.

Avellum has acted as Ukrainian law counsel to the EBRD in connection with the renewal of a USD 40 million secured syndicated pre-export loan facility to the Industrial Group ViOil.  

ViOil is a major Ukrainian producer and exporter of sunflower oil. The facility is used to finance ViOil’s working capital needs associated with the purchase of sunflower, rape seeds, and soya beans, and their primary processing into edible oil.  

The Avellum team was supervised by Glib Bondar and led by Counsel Igor Lozenko, with support from Associates Taras Stadniichuk, Orest Franchuk, and Anastasiya Voronova.

CEE Legal Matters reported on the initial loan on November 13, 2015.

Integrites has advised Dragon Capital Investments Limited, a member of the Dragon Capital group of companies, on acquisition of stakes in two large logistics centers near Kyiv — a full acquisition of one in Borispol from Akron Investment Central Eastern Europe II BV, and a 60% stake in another, in Stoyanka, from GLD Holding GmbH. Greenberg Traurig and Vasil Kisil & Partners advised Akron Investment on the first deal, with the Antika Law Firm advising Heitman, the property manger. Schoenherr advised GLD Holding on the Borispol deal. 

The Stoyanka deal involved West Gate Logistic, a Class A logistics park built in 2008 with a leasable area of 97,200 square meters. The Borispol deal involved East Gate Logistic, a Class A logistics park, which was built in 2007 and has total area of 49,600 square meters. The total area of the two complexes constitutes more than 10% of Class A warehousing space in Ukraine.

According to Integrites, “Dragon Capital provides a range of services in equities and fixed income sales, trading and research, investment banking, private equity, and asset management to institutional, corporate, and private clients. Established in 2000, the company has been minority-owned by Goldman Sachs since 2007.”

The Integrites team was led by Partner Svyatoslav Sheremeta, supported by Partner Oleh Zahnitko, and it included Senior Associate Gennadii Roschepii and Senior Associate Pavlo Loginov and Associate Olena Savchuk. 

“We are delighted to provide complex legal support to the Dragon Capital Group within the framework of this transaction,” said Svyatoslav Sheremeta. “Considering the deal value and number of involved parties it could be referred to as one of the largest and most complex transactions on the Ukrainian real estate market.”

The Greenberg Traurig team acting as lead legal advisor to Akron Investment consisted of Jan Kees Brandse, Thedoor Melchers, and Dilek Kaya. Greenberg was supported locally in Cyprus by a Stelios Americanos & Co. team led by Olga Petrova and in Ukraine by a Vasil Kisil & Partners team led by Oleg Alyoshin.

The Antika team, which “drafted a package of documents necessary to carry out the transaction regarding the Ukrainian assets, as well as accompanied the procedure of signing these documents,” consisted of Partner Alexander Burtovoy and Counsel Sergii Kornienkо, both acting under the supervision of firm Managing Partner Alexey Kot. 

Schoenherr did not reply to our inquiry on the matter.

Sayenko Kharenko has provided Ukrainian legal advice to lead managers Citigroup, J.P. Morgan, and Morgan Stanley and Avellum has acted as Ukrainian counsel to the Ministry of Finance of Ukraine on the third USD 1 billion Eurobond issuance by Ukraine, fully guaranteed by the United States of America, acting through the US Agency for International Development (USAID). The bonds were placed at 1.471% per annum — the lowest interest rate in Ukraine’s history — and are due 2021.

According to Avellum, “the proceeds from the notes will be used to support economic reforms that will help to revitalize economic activity and protect the most vulnerable citizens from the impacts of economic adjustments, including the adjusted gas prices. The loan guarantee agreement is a part of the bi- and multilateral economic support for Ukraine within the framework of the four-year IMF program (Extended Fund Facility).” 

The Sayenko Kharenko team included Partner Nazar Chernyavsky, Senior Associate Olexander Olshansky, and Associates Marta Lozenko and Orest Matviychuk.

The Avellum team was led by Partner Glib Bondar, with significant support from Senior Associates Taras Dmukhovskyy and Vadim Medvedev and Associates Anna Melnychuk, Pavlo Shevchenko, and Anastasiya Voronova.

This is the third bond issuance of Ukraine under the US guarantee program, and both Avellum and Sayenko Kharenko advised on previous issuances as well (as reported by CEE Legal Matters on December 11, 2015).

Avellum acted as Ukrainian legal counsel to private individual Hamed Alikhani in connection with his successful application for clearance from the Antimonopoly Committee of Ukraine for his acquisition of PJSC CB Center under an amnesty procedure.

The Avellum team was led by Associate Yaroslav Medvediev, acting under the supervision of Partner Mykola Stetsenko.

Sayenko Kharenko has advised Unirad LLC on distributing the TRACAB tracking system in the CIS region.

According to Sayenko Kharenko, TRACAB “is the most advanced camera-based player and ball tracking system which is able to produce accurate data in real-time by tracking the movement of players and the ball in football and other sport matches using its own proprietary image processing technology. This system is the official tracking technology for football leagues such as the English Premier League, German Bundesliga and Spanish La Liga, and it has been selected for the major international UEFA and FIFA tournaments.”

TRACAB was developed by ChyronHego, a company specializing in broadcast graphics creation, playout, and real-time data visualization.

Sayenko Kharenko’s team was led by Partner Andrey Liakhov and included associate Vasyl Liutyi.

Image Source: chyronhego.com