CEE Legal Matters

Category: Ukraine

  • Avellum Partners and Sayenko Kharenko Advise on Ukrainian Bond Issue

    Avellum Partners and Sayenko Kharenko Advise on Ukrainian Bond Issue

    Avellum Partners has advised the Ministry of Finance of Ukraine on the December 8, 2015 issue of USD 1 billion 1.847% guaranteed notes due 2020 fully guaranteed as to principal and interest by the United States of America, acting by and through the United States Agency for International Development. White & Case acted as the foreign law counsel of the Ministry of Finance of Ukraine. Arnold & Porter and Sayenko Kharenko acted as legal counsels to lead managers Citigroup, J.P. Morgan, and Morgan Stanley.

    The U.S. guarantee for this, the second tranche of Ukrainian Eurobonds worth USD 1 billion, became effective on April 24, 2015. According to a press release by Sayenko Kharenko — which also advised on the previous 2014 tranche — “the allocated funds would be used for meeting short-term expenditure targets and protection of the public, as well as towards restoring economic stability and conducting necessary economic reforms within the framework of the program agreed with the International Monetary Fund.” 

    The Avellum Partners team was led by Partner Glib Bondar, with support from Senior Associate Artem Shyrkozhukhov and Associates Taras Dmukhovskyy, Orest Franchuk, and Pavlo Shevchenko.

    The Sayenko Kharenko team working on the transaction included Partner Nazar Chernyavsky and Managing Associate Yuriy Draganchuk.

  • Clifford Chance Kyiv Office Completes Transition to Independent Redcliffe Partners

    Clifford Chance Kyiv Office Completes Transition to Independent Redcliffe Partners

    As it announced it would last summer (reported by CEE Legal Matters on July 8, 2015), Clifford Chance’s Kyiv office has now formally been re-established as an independent law firm and begun operating as Redcliffe Partners.

    Redcliffe is managed by Partner Olexiy Soshenko, former head of Clifford Chance Kyiv’s finance practice, and the firm’s leadership includes Partner Dmytro Fedoruk (who was Head of M&A at Clifford Chance Kyiv), recently-hired Partner Rob Shantz, and newly-promoted Partner Sergiy Gryshko.  

    According to a Redcliffe Partners statement, the firm “will maintain a Best Friends Agreement with Clifford Chance, one of the world’s pre-eminent law firms, to enable us to combine local market knowledge, technical excellence and international reach and thereby deliver to clients what they value most.”

    The firm also announced that it will focus primarily on Antitrust, Banking & Finance, Corporate/M&A, Debt Restructuring, and Insolvency, while “investing into capabilities in International Arbitration and Litigation.” Its sector-focused groups will include Agribusiness, Financial Institutions, Energy, Pharmaceuticals, FMCG & Retail, TMT, and Infrastructure.

    Shantz, an American attorney, joins Redcliffe to lead its Corporate Practice. He has more than 19 years of experience in Central and Eastern Europe, most recently as the Head of the Legal Practice at PwC Ukraine, and, before that as a tax and legal Partner with KPMG Ukraine.  He graduated from the University of Michigan Law School.

    Gryshko will lead Redcliffe’s Dispute Resolution team. He joined the firm from CMS Cameron McKenna and has over 13 years of experience in Dispute Resolution and International Arbitration.

    Other new additions of significance include Corporate/M&A lawyer Zoryana Sozanska-Matviychuk and Finance/Capital Markets lawyer Dmytro Orendarets, both of whom join as Counsel.

    “this is an exciting step for us and for our team,” said new Redclliffe Managing Partner Olexiy Soshenko. “We see plenty of opportunities to further expand our capabilities and create rewarding long term career paths for our people. Building on terrific client relations and an excellent team, we fully intend to remain a top legal practice in Ukraine.”

    As reported previously, Clifford Chance’s departure from Ukraine makes it the third international firm in recent years to withdraw from the country, following Schoenherr’s decision to do so earlier this year (reported on by CEE Legal Matters on February 2, 2015) and Chadbourne’s departure in 2014 (reported on August 11, 2014). In addition, just last month the Kyiv office of Gide Loyrette Nouel jumped to new CEE entrant Jeantet (as reported by CEE Legal Matters on November 3, 2015), leaving Gide’s plans for Ukraine unclear.

  • Sayenko Kharenko Advises on Loan to Ukrainian Sunflower Oil Producer

    Sayenko Kharenko Advises on Loan to Ukrainian Sunflower Oil Producer

    Sayenko Kharenko acted as legal counsel to the European Bank for Reconstruction and Development (EBRD) on arranging the USD 40 million syndicated working capital loan to the Industrial Group ViOil (ViOil), Ukraine’s major sunflower oil producer and exporter.

    The facility consists of an A-loan of up to USD 20 million for the EBRD’s own account and a B-loan of up to USD 20 million, which was syndicated to ING Bank N.V. The proceeds of these loans will finance ViOil’s working capital needs associated with its oilseeds crushing operations. The deal will also help ViOil provide pre-financing to local farmers supplying oilseeds to the Group, and support the launch of joint production of high-oleic crops and oil with local farmers.

    The EBRD is the largest international financial investor in Ukraine. As of July 1, 2015, the EBRD had a total cumulative commitment of EUR 11 billion in 345 projects in the country. Ukrainian agribusiness remains a key sector for the EBRD, which committed funding worth over EUR 250 million in 2014 alone.

    Sayenko Kharenko’s team for the transaction was led by Partner Nazar Chernyavsky, and included Senior Associates Igor Lozenko and Iryna Bakina and Associates Taras Shyb, Marta Lozenko, and Dmytro Vasylyna.

  • EPAP and Sayenko Kharenko Advise on Sale of Torg.ua Website

    Egorov Puginsky Afanasiev & Partners Ukraine (EPAP) has acted as Ukrainian legal counsel to Avito Holding in the sale of torg.ua — Ukraine’s leading classifieds free ads site — to MIH Allegro, a part of the South African-owned Naspers media corporation. Sayenko Kharenko represented MIH Allegro on the deal. The purchase price was not disclosed.

    EPAP describes Avito Holding as “one of the largest and fastest growing online classified platforms in the world,” and reports that “Avito.ru is the largest online classified site in Europe and the world’s third largest free classified site.” MIH Allegro is an investment holding company offering e-commerce and business-to-business services through its subsidiaries.

    EPAP Ukraine provided full transactional support to Avito Holding in Ukraine, in particular on intellectual property issues. The firm’s antitrust team also assisted with obtaining merger clearance with the Antimonopoly Committee of Ukraine. The EPAP team was led by Partner Oksana Ilchenko, and included Counsel Oleg Boichuk and Associate Nadiia Dmytrenko.

    Sayenko Kharenko Partner Vladimir Sayenko represented MIH Allegro on competition law issues, including obtaining merger clearance for the acquisition, and Partner Aleksandr Padalka advised on MIH Allegro’s acquisition of IP rights on the TORG trademarks and related domains.

  • Schoenherr Kiev Office Becomes Kiev Desk With Local Team To Become Independent

    As of February 1, the local Kiev team of Schoenherr led by former Schoenherr Partner Denys Sytnyk is operating as a separate independent firm. Schoenherr will also continue to service clients via its Ukrainian desk headed by Austrian-based Alexander Popp.

    According to information provided by Schoenherr to CEE Legal Matters, the main reason for this move is “the substantial change in demand in the Ukrainian market for legal services by foreign investors.” The feeling of the firm was that, given the unique state of developments in the country, “demand in the local legal market does not address its full range of services, but is instead very much focused on a small range of services, such as competition, litigation, and criminal law matters,” areas that “Schoenherr did not extensively market in Ukraine.”

    As a result, in mid-January Schoenherr’s Partners and local Ukrainian Partner Denys Sytnyk decided that “the best solution for the special situation in Ukraine lies in the local team owning and running the Kiev-based business, as they can address the unique challenges in the Ukrainian market with far more flexibility than an international firm like Schoenherr.” 

    The local team will not work in an exclusive alliance with the regional firm but, according to Peter Klopf of Schoenherr, “the network is there, the relationships are old and the connections are strong, and to the extent possible, most work will be carried out in collaboration between the Kiev desk and the former Kiev office.”  

    Klopf explained that clients “will benefit from a smooth transition from the previous office constellation in Kiev to the local team-driven solution. Otherwise, it will be ‘business as usual’ and clients will continue to be serviced by the same lawyers who have advised them over the past few years.”

    The move follows Chadbourne & Parke’s retreat from the market in August this year. At the time, Chadbourne explained that “unfortunately, the Ukrainian economy has struggled over a number of years, leading to a severe drop-off in outside investment. The recent turmoil and economic climate have only made the situation worse. In view of the currently difficult legal marketplace and the problematic long term outlook, it was not practicable for us to continue our operations in Kiev.”

    Image source: schoenherr.eu

  • Baker & McKenzie advises Eurobank Ergasias on Ukrainian subsidiary disposal

    Baker & McKenzie acted as English and Ukrainian law counsel to Eurobank Ergasias in connection with entry into agreements with entities of the Ukrainian Delta Bank Group for the disposal of its Ukrainian subsidiary, PJSC Universal Bank and the transfer of certain Ukrainian assets for a total consideration of EUR 95 million.

    The transaction is expected to close within 2014 and is subject to customary conditions for this type of transactions and the necessary approvals by the competent authorities.

    The firm’s team was led by Kiev Partner Ihor Olekhov with support from Senior Associate Andriy Nikiforov and Associates Maksym Hlotov, Victoria Ischenko and Ganna Smyrnova, and with participation of London Partner Gordon Low and other professionals in the Kiev and London offices.

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  • EPAP Obtains Merger Clearance for Intersystems in Ukraine

    EPAP Ukraine has advised Intersystems Holdings in connection with its successful application for merger clearance with the Antimonopoly Committee of Ukraine following its acquisition by AGCO. AGCO’s acquisition of Intersystems, which closed on August 1, 2014, will expand AGCO’s grain handling and storage business in the off-farm segment.

    Financial terms were not disclosed.

    AGCO handles the design, manufacture and distribution of agricultural machinery. AGCO products are sold through five core machinery brands — Challenger, Fendt, Massey, Ferguson, Valtra, and GSI — which are distributed through 3,150 independent dealers and distributors in more than 140 countries worldwide. The company is headquartered in Duluth, Georgia, USA.

    For its part, Intersystems is headquartered in Omaha, Nebraska, and is a manufacturer of commercial material handling solutions sold to grain operations globally.

    EPAP’s Ukraine competition team was led by Partner Andrew Mac and included Counsel Oleg Boichuk and Junior Associate Nadiya Dmytrenko.

     

  • DLA Piper Supports Discovery in Obtaining Merger Clearance from AMCU

    DLA Piper has provided legal support to Discovery Communications, part of the Discovery Group — one of the world’s leading documentary media groups, which broadcasts in Ukraine through the Discovery Channel — in obtaining merger clearance from the Antimonopoly Committee of Ukraine for the acquisition (made together with Liberty Group (which owns and operates cable networking in 12 countries across Europe)) of ALL3Media Holding Limited.

    Through this concentration, which represents a significant M&A transaction on the European media market, Discovery Communications LLC and Liberty Global Europe Limited ensure joint control over All3Media Holdings Limited, the largest independent television broadcaster in the UK.

    DLA Piper’s team for this project was led by Managing Partner Margarita Karpenko, and included Legal Director Galyna Zagorodniuk and Associate Dmytro Tkachenko.

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  • Avellum Partners Advises Ferrexpo on USD 41 Million in Export Financing Credits

    Avellum Partners has announced that it acted as Ukrainian legal counsel to Ferrexpo in connection with three export financing credits, including a USD 14.5 million credit provided by Private Export Funding Corporation (PEFCO) to Ferrexpo’s Ukrainian subsidiary Ferrexpo Yeristovo Mining and a USD 15.8 million credit provided by PEFCO to Ferrexpo’s Ukrainian subsidiary Ferrexpo Belanovo GOK.

    Both credits were guaranteed by the Export-Import Bank of the United States, and both were used to finance the purchase of mining trucks and services from the United States for Ferrexpo’s mining business in Ukraine. The third is a USD 10.7 million facility provided by AB Svensk Exportkredit to Ferrexpo Poltava Mining and guaranteed by Exportkreditnamnden, the Swedish Export Credits Guarantee Board, with BNP Paribas Fortis acting as arranger and facility agent. This facility was used to finance the purchase of equipment and services from Sweden.

    According to Avellum Partners, “Ferrexpo’s resource base is the largest iron ore deposit in Europe with approximately 20 billion tons of resources. It is the largest producer of pellets in the CIS and the 5th largest supplier of pellets to the global steel industry.”

    The Avellum Partners team was led by Partner Glib Bondar, with significant support from Associates Artem Shyrkozhukhov, Taras Dmukhovskyy, and Anna Melnychuk.

     

  • Chads MP on Decision to Close Kiev Office

    Chadbourne & Parke has announced it is in the process of closing its Kiev office and withdrawing from the market.

    Contacted for comment, Jaroslawa Johnson, Chadbourne & Parke’s Managing Partner in Kiev, confirmed the news. Johnson explained that foreign investors are understandably hesitant about entering the country in the middle of its ongoing conflict with Russia and internal restructuring following last winter’s convulsive “Euromaidan” revolution, and thus, while 2013 ended up being a strong year for the office, the ongoing uncertainty and threats of violent conflict made continued operations became impractical. “We depend on foreign investors,” Johnson said, “and there won’t be any for a while.” 

    According to an official Chadbourne statement: “We made the determination to close the Kiev office several months ago and communicated with the team there at that time. There is no official date of closure at this time, and the office has remained open while we have unwound our business there. Unfortunately, the Ukrainian economy has struggled over a number of years, leading to a severe drop-off in outside investment. The recent turmoil and economic climate have only made the situation worse. In view of the currently difficult legal marketplace and the problematic long term outlook, it was not practicable for us to continue our operations in Kiev.   We appreciate the excellent service to the firm and to our clients provided by the lawyers and staff of the Kiev office over the years. We certainly wish them all the best and hope that the current turmoil ends peacefully for everyone involved.”

    The office is winding down current client matters — no new matters have been accepted for several months — and most lawyers have already moved on, including several associates to CMS Cameron McKenna, and International Partner Adam Mycyk to Dentons. Johnson herself will return to the United States when the office finally shuts down — an event Johnson predicts will happen by October 1st at the very latest.