Category: Ukraine

Hillmont Partners has successfully defended the interests of Delta Wilmar Ukraine in a dispute with the State Environmental Inspectorate of Ukraine.

According to Hillmont Partners, “the State Environmental Inspectorate accused Delta Wilmar Ukraine of violating the norms set by environmental legislation and demanded a complete cessation of economic activity of the enterprise, the value of which stands at USD 335 million as of today. The litigation process lasted for almost two years. Finally, the Supreme Court ruled in favor of Delta Wilmar Ukraine, ending a long-running business conflict with the regulator.”

Delta Wilmar Ukraine, which is part of the Wilmar International transnational agro-industrial corporation, is a Ukrainian producer of tropical oils and oilseeds. 

Hillmont Partners adds that “Delta Willmar Ukraine will be able to continue its activities and avoid multi-million dollar losses during the forced downtime, while saving more than 600 jobs.”

Hillmont Partners’ team included Counsel Igor Pugaiko and Senior Associate Liudmyla Boiko.

Sayenko Kharenko has helped the Ukrainian Parliament form a strategy to obtain EU Commission recognition that Ukraine provides adequate protection of personal data.

According to a summary provided by Sayenko Kharenko, the firm “analyzed and summarized all relevant criteria, which should be met by Ukraine in order to apply to the EU Commission and obtain a decision on the adequate protection of personal data by Ukraine (the ‘Adequacy Decision’). Following that, the firm prepared a report which contains conclusions on the existing gaps and recommendations as to the necessary amendments to the relevant Ukrainian laws (the ‘Report’). The Report was accomplished within the framework of the technical assistance project supported by the Ministry of Digital Transformation and the USAID Competitive Economy Program in Ukraine. The project is aimed at assisting the Parliament of Ukraine with [its plan to] initiate a strategic approach to obtain an Adequacy Decision within the next few years.”

According to Sayenko Kharenko, the firm “carried out the full-scope assessment of the necessary requirements and guidelines of the European Data Protection Board and its predecessor that must be fulfilled and that were considered by the EU Commission when granting previous Adequacy Decisions.”

“We are again proud to support the Parliament by setting up the course for easier data flow between the EU and Ukraine in the near future,” commented Sayenko Kharenko Counsel Ario Dehghani, “The aimed Adequacy Decision will provide Ukrainian’s businesses a huge competitive advantage compared to other countries outside of the EU not having this opportunity of such a free data flow with the EU.”

Sayenko Kharenko’s team was led by Partner Nazar Chernyavsky and Counsel Ario Dehghani, with the support of Associates Volodymyr Stetsenko and Yuliia Brusko.

Svitlana Gurieieva, former Director of Legal Affairs at Auchan Retail Ukraine, has become a Partner in Sayenko Kharenko’s Real Estate and Construction practice.

Gurieieva was accompanied on the move from Auchan by Olena Denisova, who joins Sayenko Kharenko as Senior Associate.

Sayenko Kharenko describes Gurieieva as “an extremely skilled practitioner, with over 20 years of experience both with Ukrainian and international companies.” According to the firm, “she offers high-end advice on all aspects of commercial real estate matters, ranging from handling complex litigation and high-value M&A projects to compliance, commercial law, and IP issues.”

Prior to joining Sayenko Kharenko, Gurieieva spent 13 years at Auchan Retail Ukraine, first as Head of Legal, and later as Director of Legal Affairs. She received her Master’s degree from the Taras Shevchenko National University of Kyiv.

“We worked with Svitlana and Olena on various projects and got to know them as brilliant experts with deep knowledge and understanding of law,” commented Sayenko Kharenko Partner Nazar Chernyavsky. “Having them on board will set Sayenko Kharenko apart from other law firms by creating one of the strongest and most business-minded real estate teams in Ukraine. This is why I am absolutely delighted to welcome Svitlana and Olena as the new members of our team.”

Redcliffe Partners and Clifford Chance have advised ED & F Man Treasury Management plc, the treasury management arm of ED & F Man, a UK-based international commodities trader, on Ukrainian law aspects on the refinancing and restructuring of nearly USD 1.5 billion of debt and raising an extra USD 320 million in working capital. Allen & Overy and Akin Gump Strauss Hauer & Feld advised the scheme creditors and note-holders, respectively, and Asters advised the unidentified lenders on Ukrainian law aspects of the deal.

According to Redcliffe Partners, the working capital was raised from “the scheme creditors via the scheme of arrangement under part 26 of the Companies Act 2006 sanctioned by the High Court on 9 September 2020. The scheme is designed to restructure certain aspects of the group’s existing debts (including credit facilities as well as private placement notes) through the amendment and restatement of those instruments with a common extended maturity date and covenants under the umbrella of the common terms agreement with the scheme lenders. In addition, the arrangements provide the scheme creditors with the opportunity to participate in new money debt to be provided to the borrower to finance the general corporate and working capital purposes of the group, including the peak seasonal working capital requirements and the trading activities of the commodities business line.”

Sayenko Kharenko has advised Elementum Energy on its acquisition of the minority stake in the joint venture company EE had entered into with the Volterra Energy Group.

Financial details of the transaction were not disclosed.

VR Capital is an alternative asset manager focused on emerging markets, including Ukraine. Elementum Energy is a renewable energy producer in Ukraine, and a subsidiary of VR Capital. The company currently owns and operates a portfolio of 28 solar power plants with a total installed capacity of 536 megawatts and is also in the final stages of development of a 40 megawatt wind power plant.

Volterra Energy Group is a renewable energy development and investment management group focusing on solar, wind, small hydro, energy storage, and waste-to-energy technologies. 

Sayenko Kharenko helped VR Capital establish the JV company with Volterra Energy Group in 2019 for the purpose of developing solar power plants in Ukraine (as reported by CEE Legal Matters on April 10, 2019). According to the firm, “the joint venture company has successfully developed ten solar power plant projects in Ukraine, with the total installed capacity of 147 megawatts.”

Sayenko Kharenko’s team included Partners Maksym Nazarenko and Oleksandr Nikolaichyk, Senior Associate Mykhailo Grynyshyn, and Associates Zarina Khalimon, Igor Pomaz, and Snizhanna Savka.  

Sayenko Kharenko did not reply to an inquiry about the deal.

Arzinger has convinced the Board of the Appeals Chamber of Ukraine’s Ministry of Economic Development, Trade and Agriculture to recognize the “lifecell” trademark as well-known in Ukraine, thereby officially confirming the “high position of the lifecell brand” in the telecommunications services market.

According to Arzinger, “this status guarantees the lifecell brand the fullest scope and unlimited legal protection, a ban on third parties from using the mark (if it indicates a connection with Lifecell LLC, and there is a possibility of harm to the company’s interests), increasing the brand capitalization.”

The Arzinger team was led by Partner Kateryna Oliynyk, led by Senior Associate Tetyana Slabko, and included Junior Associates Ihor Shyshko and Yulia Petrenko.

CMS has advised ING Bank N.V. on restructuring the financing facility for vegetable oil producer and exporter ViOil Group to reflect changes in ViOil’s corporate structure.

CMS reports that it “supported the syndicate of banks led by ING on the initial USD 80 million financing granted back in 2017, which was extended and increased to USD 100 million in 2018.” It has now assisted with “further amendments to the facility aimed at improving the group’s leverage according to its new capital management and business plan.”

CMS’s team included Warsaw-based Partner Mark Segall, Kyiv-based Partner Ihor Olekhov, Counsel Kateryna Chechulina, Associate Khrystyna Korpan, and Lawyer Ivan Pshyk, and Amsterdam-based Partner Eduard Scheenstra and Lawyer Jenny Noordermeer.

Integrites has successfully represented the interests of AKW Ukrainian Kaolin Company before the Antimonopoly Committee of Ukraine regarding an alleged infringement by the rail operator in the Vinnytsia region of Ukraine.

According to Integrites, “the delivery of kaolin from the UKC production site is carried out by rail. Since 2018, the rail operator Kyiv-Dniprovske MPPZT, PrJSC has unreasonably overpriced UKC’s access to the railway sidings and conducted ultimatum-like negotiations. Having no alternatives to deliver its products to the public rail tracks, UKC filed a claim on abuse of dominance by the opponent to the AMCU. On October 22, 2020, the Provisional Administrative Board of the AMCU recognized Kyiv-Dniprovskiy MPPZT, PrJSC as a monopolist, imposed UAH 7 million fine, and prescribed to terminate the violation.”

AKW Ukrainian Kaolin Company is a part of the German Quarzwerke Gruppe which extracts kaolin in the Vinnytsia region and exports it to more than 50 countries.

Integrites’ team included Partner Serhiy Shershun, Attorney Mykola Boichuk, and Associates Andrii Lasikov and Orest Turkevych.

DLA Piper’s Kyiv office has advised Polhem Infra on the Ukrainian aspects of its SEK 9.4 billion acquisition of the Swedish telecommunication services provider Telia Carrier from the Telia Company.

According to DLA Piper, with the acquisition of Telia Carrier, “Polhem Infra will own and operate more than 74,000 kilometers of fiber network, with 320 connection points in the world.” The firm reports that “Telia Carrier and Telia Company will continue to work together to provide services and develop new solutions for customers.”

DLA Piper’s team included Partners Alla Kozachenko and Natalia Pakhomovska and Legal Directors Anastasiya Bolkhovitinova and Natalia Kirichenko.

Editor’s note: After this article was published, Kambourov & Partners informed CEE Legal Matters that it had acted as Bulgarian advisor to Polhem Infra on the deal. The firm’s team was led by Partner Veronika Hadjieva.

Subsequently, Sorainen announced they had acted as local counsel for Polhem Infra in Estonia, Latvia, and Lithuania. Their team was led by Counsel Janis Bite and included Counsel Jonas Kiauleikis and Senior Associate Robin Teever.

Subsequently, Ellex announced it had advised the seller in the Baltics, working together with Swedish law firm Mannheimer Swartling. the Ellex team included Senior Partner Raimonds Slaidins, Partners Risto Vahimets and Jaunius Gumbis, Associate Partner Tomas Kamblevicius, Attorneys Alla Kuznetsova and Reinis Sokolovs, and Lawyer Ieva Krivickaite.

Our article originally misquoted the value of the transaction as SEK 9.4 million.

Sayenko Kharenko and Linklaters have advised joint bookrunners Deutsche Bank, Natixis, IMI Intesa Sanpaolo, and Raiffeisen Bank International on Metinvest’s new USD 333 million Eurobond issue. Allen & Overy and Avellum advised Metinvest.

The notes have a 7-year maturity and bear interest at 7.65% per annum.  According to Sayenko Kharenko, “alongside the new issue, Metinvest has also launched a cash tender offer in relation to its existing 7.50% senior notes with maturity in 2021 and 7.75% senior notes with maturity in 2023 (subject to a total cap of USD 320 million).”

The Metinvest Group is a vertically integrated group of steel and mining companies that is the largest in Ukraine and one of the largest CIS producers of iron ore raw materials and steel. It has steel and mining production facilities in Ukraine, the EU, and the US.

Sayenko Kharenko and Avellum also advised on Metinvest’s 2019 and 2020 Eurobond issuances (as reported by CEE Legal Matters on May 14, 2018 and November 25, 2019, respectively).

Sayenko Kharenko’s team included Partners Nazar Chernyavsky and Igor Lozenko, Associates Oles Trachuk, Vladyslava Mitsai, and Sofiia-Mariia Kuzminska, and Junior Associate Oleksandr Motin.

Linklaters’ team in London included Partners Yaroslav Alekseyev and Richard O’Callaghan, Managing Associate Vidhu Gupta, and Associate Tiana Cherry.

Avellum’s team included Senior Partner Glib Bondar, Partner Vadim Medvedev, Senior Associates Anastasiya Voronova and Anton Zaderyholova, and Associates Oleg Krainskyi, Mariana Veremchuk, Mykola Falko, Oles Bidnoshyia.

Allen & Overy’s team in London included Partners Jeanette Cruz and Jamie Durham, Senior Associate Carolyn Slauson Ali and Associates John Epling, John Fluharty, Christopher Savage, and Aditya Vikram.