Category: Ukraine

Aequo has advised Novus Ukraine on the acquisition of the Billa supermarket chain in Ukraine from the REWE Group. Dentons in Kyiv advised the seller on the deal, which remains subject to approval by the Antimonopoly Committee of Ukraine.

According to Aequo, “Novus has been developing a retail chain in Ukraine since 2009. Novus currently operates a network of 46 stores in Ukraine, on an area of 220,000 square meters.”

The Austrian chain Billa set up shop in Ukraine in 2000, and currently runs 35 stores in the country.

Aequo’s team included Partners Anna Babych and Sergey Denisenko, Counsels Oksana Krasnokutskaya and Michael Lukashenko, Senior Associates Mykhaylo Soroka and Yevgen Blok, and Associates Mariia Derechina, Anna Konovalova, Oleksandr Zubrytskyi, Yevheniia Chernetsova, and Anna Yarega.

Dentons’s team consisted of Partners Adam Mycyk and Oleg Batyuk, Counsels Anna Tkachenko and Oksana Horban, Senior Associates Natalia Levchuk, Roman Mehedynyuk, and Oksana Franko, Tax Advisor Valeria Tarasenko, and Associates Oleksandra Piskun and Viktor Marchan.

On July 23, 2020, CEE Legal Matters reported that Redcliffe Partners had advised the EBRD on an up to EUR 25 million term loan to Ukrainian State Air Traffic Services Enterprise. We reached out to Konstantin Olefirenko, Principal Legal Counsel at the EBRD, to learn more about the deal.

CEEIHM: To start, how was the process initiated? Did the Ukrainian State Air Traffic Services Enterprise come to the EBRD for assistance? How does that process work in general?

Konstantin: UkSATSE is an existing client of the EBRD. Under the original project, the EBRD provided a CapEx loan for the modernization of UkSATSE facilities. The company is a state-owned enterprise responsible for air traffic control over Ukraine. Given the heavy damage the COVID-19 outbreak has caused to the air travel industry (both domestic and international), UkSATSE requested an emergency loan. The EBRD was happy to support our existing client with good financial fundamentals during this difficult period. 

CEEIHM: The EBRD has a long-standing record of engagement with Ukraine. Why is that in particular?

Konstantin: Ukraine is one of the EBRD members and a large recipient of EBRD financing and technical assistance grants. This is because Ukraine’s economy is underdeveloped and has not yet realized its potential. That is complemented by the fact that Ukraine is also striving to implement a large program of economic reforms and is on a steady path towards being a truly democratic country. Therefore, the EBRD is very interested in supporting the much-needed reforms with the ultimate goal of helping to build a strong and resilient Ukrainian economy and ultimately improving the quality of life of the Ukrainian population. The EBRD has a strong and experienced team in Kyiv and London which is able to generate a large volume of business for the bank. 

CEEIHM: What would you say was the most complex aspect of the deal from a legal stand-point?

Konstantin: This is a landmark transaction (I believe the first of its kind for the EBRD), where the existing client received a loan to satisfy its ongoing working capital needs. This created a range of policy issues for the bank, the Ukrainian government, and the borrower.

CEEIHM: Does the EBRD make a point of spreading its work around to different legal counsel, or when you find a firm you like, do you go back to them again and again?

Konstantin: The EBRD may engage any top tier law firm in a particular country (with appropriate integrity, experience, and expertise, of course). A particular engagement depends on the complexity of a project, the level of experience of a law firm, and the fees the firm is looking to charge.

CEEIHM: Why did you choose Redcliffe Partners to act as your external counsel on this matter? 

Konstantin: Redcliffe Partners has assisted the EBRD on a range of transactions in Ukraine (ranging from loans to municipalities to renewable energy project financings). The bank so far has been pleased with the quality of work and the level of service Redcliffe Partners provides. On this particular matter, we engaged Redcliffe Partners because they assisted the EBRD on the initial loan to UkSATSE, thus they knew the borrower well and had a good working relationship with the borrower and were able to work quickly and efficiently. The EBRD has increased the amount of financing available to tackle the COVID-19 crisis effects and these projects require lawyers to work very hard under tight deadlines. This is because, in times of crisis, it is very important for the bank to support its clients quickly. Supporting vital infrastructure is one of the main priorities for us at the moment.

Originally reported by CEE In-House Matters.

Integrites has successfully defended Orlen Lietuva in a UAH 1.5 million dispute with the Zhytomyr office of the State Fiscal Service of Ukraine.

Orlen Lietuva is a refinery operator that supplies petrol and jet fuel to Ukraine and the Baltic states.

According to Integrites, “the dispute arose due to allegations that [Orlen Lietuva] had intentionally misinformed the customs service regarding a jet fuel shipment to Ukraine. Complications during customs clearance led to the seizure of the shipment by the regional customs authority. The dispute was resolved by Ukraine releasing the jet fuel shipment from seizure.”

Integrites’s team included Partner Viktoriya Fomenko and Senior Associate Kostiantyn Kharchenko.

Asters is reporting that it reached a settlement following an anti-dumping investigation concerning imports into Ukraine of hot rolled seamless steel pipes originating from the People’s Republic of China.

According to Asters, “back in May 2020 the Interdepartmental Commission on International Trade imposed a 51.52% anti-dumping duty on imports of the product into Ukraine. Following the decision, the ICIT agreed to review the price undertakings resulting in zero duty for the selected suppliers.” According to the firm, “this is a convincing victory and the first of a kind decision where the foreign exporters obtained a favorable outcome shortly after the completion of the investigation.”

Asters’ team was led by Partner Gleb Bialyi and Counsel Anton Sintsov.

Baker McKenzie’s Kyiv office has conducted legal due diligence for the State Property Fund of Ukraine related to its successful privatization of the Dnipro Hotel, which was sold at auction on July 15, 2020 with a winning bid of UAH 1.111 billion (approximately USD 40.1 million).

The sale was implemented with the assistance of the United States Agency for International Development’sunder the Competitive Economy Program. “We thank the USAID for the opportunity to contribute to this milestone privatization in Ukraine in recent years,” commented Baker & McKenzie Kyiv Managing Partner Serhiy Piontkovsky, who led his firm’s team on the matter. “I truly hope that the transparent process of privatization of Dnipro Hotel will encourage investors to invest in Ukraine and to start a new wave of development of the Ukrainian economy.” 

In addition to Piontkovsky, Baker’s team included Senior Associate Nataliya Tyschenko and Associates Nadiia Filozop and Andrii Levchenko.

The International Trade Practice team of Ilyashev & Partners has initiated a safeguard investigation into the import of wires to Ukraine, regardless of the country of origin and export, on behalf of clients PJSC Odesa Cable Plant (“Odeskabel”) and PJSC “Yuzhkabel Plant.” 

According to Ilyashev & Partners, “further to the results of consideration of the complaint filed by Ukrainian manufacturers, on 24 July 2020 the Interdepartmental Commission on International Trade initiated a safeguard investigation into the import into Ukraine of the products (regardless of the country of origin and export) with the following properties: insulated wires, cables and other insulated electrical conductors without connecting parts; [and] fiber-optic cables made of fibers with individual sheaths.”

“In the course of 2015-2020, the import of wires to Ukraine regardless of the country of origin and export has been carried out in such volumes and subject to such conditions that could significantly damage the national industry,” said Ilyashev & Partners Partner Olena Omelchenko, who is leading the firm’s team on the matter.

Nazali Tax & Legal has opened a new office in Kyiv.

The firm now has offices in five countries: Ukraine, Turkey, Russia, the Netherlands, and Morocco.

According to the firm, “with a new destination, Nazali Tax & Legal will continue to be a business partner to multinational clients in Ukraine in multiple lines of services, in terms of tax, legal, accounting, and domiciliation. As a principle of a one-stop-shop service provider, clients will be supported with Nazali’s experience in tax, legal, accounting, and domiciliation services in the country, with a competent team speaking Russian, Ukrainian, and English.”

Nazali’s Ukraine Country Director will be Dogus Gulpinar, a lawyer with 11 years of experience in the region and, according to the firm, “extensive knowledge and experience with many multinational clients with especially in the energy, construction, real estate, and infrastructure sectors.” According to the firm, “with his leadership, the office will support its clients in M&A, PPA, turn-key, and public-private sector partnership projects together with tax and accounting services.”

Svitlana Teush has been promoted to partner at Redcliffe Partners in Kyiv.

According to Redcliffe Partners, Teush, who heads the firm’s Renewable Energy, Real Estate, and Construction practices, “has more than 15 years of practical experience, advising clients on various legal matters in local and cross-border transactions, as well as providing expert advice for business and industry associations in regard to the electricity market reform and construction reform and implementation of the Third Energy Package in Ukraine.” The firm also describes her as being “one of the very few lawyers in Ukraine particularly experienced with the contract forms of the International Federation of Consulting Engineers, which are increasingly being used in international construction projects in Ukraine, and is an author of numerous publications on the topic.” 

Teush holds an LL.M. and a Ph.D. from the Taras Shevchenko National University in Kyiv. Prior to joining Redcliffe Partners in 2016, she spent almost a year and a half with WTS Global and four years with Baker McKenzie.

“Svitlana has been with us for four years,” said Redcliffe Partners’Managing Partner Olexiy Soshenko. “She, together with her team, has built the renewable energy, construction, and real estate practices into one of the strongest in the market. She has been actively involved in various business development activities making Redcliffe Partners more visible on the market.” 

Grata International has announced the creation of “a fully integrated office” in Ukraine, led by former Anstrum Law firm Partners Valeriy Savva and Mykola Aleksiuk.

According to Grata International, Savva and Aleksiuk “have personally carried out over 350 projects in various areas, including such projects as: assisting in several restructurings of Alpha Group (Borjomi, Alpha Insurance, LetterOne, A1), including acquisition of Bank of Cyprus by Alpha Bank, advising and providing full assistance to EBRD in its financing transactions with Ukrainian businesses and foreign capital banks, providing transactional support to PZU international insurance company in its acquisition of insurance companies across Eastern Europe, representing AB Achema in special investigation of nitrogen fertilizers imports into Ukraine, and others.”

“In many lawyers’ careers there are moments when they try to find, adjust, or even change their long-term professional development path,” commented Grata International Global Board Member Akhmetzhan Abdullayev. “Having acquired vast amounts of experience and expertise, many lawyers wish to open their own shop, start their own firm. In moments like this, it is very important to not let the arising difficulties discourage them from their desire. We are extremely glad that we met our team in Kyiv in exactly such a special moment for them.”

“The uniqueness of our offering is based on the opportunity for ambitious teams of international lawyers to start their own practice under the Grata International brand,” Abdullayev continued. “This lets them benefit from the advantages of a larger organization, while maintaining their flexibility in managing their office and forgoing the painful growth experience. Right from the start, we provide our clients with a proper level of quality of Grata International’s services and we believe in the great success of our office in Ukraine.”

Mikola Aleksiuk expressed his enthusiasm at the change. “We are profoundly glad to join Grata International’s team. We are impressed by systematic approach, innovativeness and desire of our colleagues to develop new markets in such difficult times. We have set a high bar for our services and hope that the advantages of a well-structured company will only improve the service quality for our clients. We are confident that constant growth, teamwork and the ability to solve complex problems of our clients will drive the rapid development of Grata International’s office in Ukraine.”

The news of Grata International’s expansion to Ukraine follows several months after then firm’s expansion to Moldova via a tie-up with that country’s Popa & Associates (as reported by CEE Legal Matters on May 29, 2020).

Avellum has advised the Ukrainian Ministry of Finance in connection with a new macro-financial assistance program from the European Union.

According to Avellum, “the MFA negotiated by Ukraine with the EU … is aimed at helping to overcome economic ramifications of the Covid-19 pandemic. To that end, the program includes a total of EUR 1.2 billion financing. The funds will be disbursed in two EUR 600 million tranches, the first of which will be granted after the related loan agreement and the memorandum of understanding take formal effect. On 25 August 2020, the Parliament of Ukraine passed the ratification law required to complete effectiveness formalities.”

Avellum’s team was led by Senior Partner Glib Bondar and included Associates Oleg Krainskyi, Mariana Veremchuk, and Mykola Falko.