Category: In-house

  • Joanna Dynysiuk Joins FTF Services as General Counsel

    Former Polish Development Fund Managing Director Legal Joanna Dynysiuk has joined FTF Services as its General Counsel/ Head of Group Legal in Warsaw.

    Before her move, Dynysiuk had been with the development fund since 2016 when she joined as a Deputy General Counsel. In 2017 she was appointed to Office Director (Legal/Investments). In 2018 she became a Department Head (Director) (Legal/Investments) and has been serving as the Managing Director Legal since October 2021.

    Before moving in-house Dynysiuk worked for CMS, first joining the firm in 2007 as an Associate. Between 2005 and 2007 she was a Junior Associate with Hogan & Hartson.

    In 2020, Dynysiuk spoke with CEE In-House Matters about the Financial Shield” programs implemented by the Polish Development Fund

    Originally reported by CEE In-House Matters.

  • Alina Antonie Returns to Private Practice as Counsel at DLA Piper

    Former Huawei Legal Director Alina Antonie has joined the Bucharest office of DLA Piper as a Counsel.

    Before joining the international firm, Antonie served as the Legal Director of Huawei between 2018 and 2023. Before that, she was a Legal Manager with the PORR Group. Earlier still she worked for PwC as a Manager, Office of General Counsel between 2015 and 2016 and as the Legal Director of Vamed between 2010 and 2015.

    Before moving in-house Antonie worked as a Senior Associate with Epure, Lizac & Associates between 2008 and 2010.

    “Following years of acting as an in-house lawyer for big corporations, where you get a particular overview of the business, it is both challenging and motivating to take on a role in a law firm, especially, when that law firm is a global one, as is DLA Piper, where you get a fast-paced working environment and you always have to be up-to-date with the latest developments in all industry sectors” commented Antonie. “I feel that this move adds a new layer to my career, a full perspective on advisory work and I feel I can bring a significant contribution here. I made an ambitious goal of driving new business to our team, as well as continuing to support existing clients. On top of that, I am convinced that we will be able to retain our position as a leading legal services provider.”

    Originally reported by CEE In-House Matters.

  • Deal 5: Erste Group Executive Director on Financing and PPA for Krivaca Wind Farm

    On February 16, CEE Legal Matters reported that Dentons had advised a banking consortium on their EUR 155 million financing for the 103.3-megawatt Krivaca wind farm project co-owned by Serbia’s MK Group and Slovenia’s ALFI Green Energy Fund. The lending consortium consisted of Erste Group Bank, Erste Bank Novi Sad, and other banks. CEE In-House Matters spoke with Ladislav Tolmaci, Executive Director at Erste Bank, to learn more about the financing. 

    CEEIHM: As an introduction, please tell us a bit about Erste Group’s operations in Serbia.

    Tolmaci: Erste in Serbia, despite its moderate size in the banking market, is a strong player in renewables and infrastructure financing. Until the recent Krivaca financing, the Erste Group, together with Erste Serbia, has participated in four out of the five large-scale wind farms constructed in Serbia. In its portfolio is the first wind farm on the market, it structured the first cross-border renewables financing, ECA financing and IFI B Loan, and now, with other lenders, it structured the latest PPA-based Krivaca wind farm. 

    CEEIHM: What was it about this project that the bank found particularly appealing?

    Tolmaci: With a 105-megawatt installed capacity, the Krivaca wind farm is the first major project in South Eastern Europe to be financed without a state feed-in mechanism of any kind – it is based solely on a commercial Power Purchase Agreement. The project sponsors made the right move at the right time by contracting works, equipment, power, and most of all bank financing on terms that are balanced despite the high volatility of the market.

    CEEIHM: What was the most complex aspect of the financing from a legal perspective?

    Tolmaci: One complex aspect, for example, was building a PPA Guarantee tranche into the credit documentation. But most of all, one must appreciate that the deal was done with two sponsors, seven lenders, a turbine supplier, a balance of plant contractors, a full suite of advisors, insurance and reinsurance providers, and a PPA offtaker. So, bringing it all together in terms of finance and project documents, intercreditor issues, and direct agreements, always against the background of uncharted waters in PPA regulations and local laws relating to cross-border lending, was a journey for which the legal teams dedicated the better part of 2022 to get it done.

    CEEIHM: And how was the legal work split between your in-house legal team and your legal advisors? 

    Tolmaci: The initial term sheet for the transaction was prepared in-house by the banks but then the legal advisors stepped in to build the finance documentation around it before further internal review. Interacting with the turbine supplier and the PPA counterparty was a joint effort but external legal advisors drafted the documentation as part of their mandate.  All solutions to legal DD findings were created in consultation with in-house teams.

    CEEIHM: And why did you pick Dentons as your advisor on this matter? 

    Tolmaci: The Dentons international finance team from Bucharest was the lenders’ advisor on previous wind farm financings in Serbia, Romania, and neighboring markets, they have German PPA expertise in their Duesseldorf office and they are well regarded by the sponsors.  With this experience, the banks appreciated the choice that they would accompany us into this new era of renewables financing in South Eastern Europe. ZSP from Belgrade cooperated with Dentons as local counsel and their good understanding of real estate intricacies and banking regulations helped a lot to bring the financing over the line.

    Originally reported by CEE In-House Matters.

  • Deal 5: Omnia Chief Evangelist Matei Ladea on Dumagas Acquisition from Bancroft

    On March 3, CEE Legal Matters reported that BPV Grigorescu Stefanica has advised Omnia Capital on its acquisition of Dumagas from Bancroft. CEE In-House Matters spoke with Matei Ladea, Chief Evangelist at Omnia, to learn more about the acquisition.

    CEEIHM: To start, tell us about Omnia Capital.

    Ladea: Together with Bogdan Georgescu, Omnia Capital was founded as a Romanian Private Equity investment company specializing in Growth Equity and Buy-Outs, operating by attracting investments on a deal-by-deal basis, creating opportunities for entrepreneurial businesses to grow, while also offering them a full-fledged advisory service. We have also done some VC deals (123credit, OrgXO).

    Our team has varied experience in the advisory environment and in business management and growth. We all have our own entrepreneurial backgrounds and are proud to say that our expertise goes beyond fundraising and managing investments, we are both able and keen to get involved in the business and to actively participate in its growth and development.

    CEEIHM: What was it about the target – Dumagas – that you found particularly appealing?

    Ladea: The Dumagas acquisition is part of Omnia Capital’s commitment to investing in industries that are strategic and fundamental to the economy, but operate in “unsexy” business sectors. The Romanian M&A market has grown tremendously over the past 10 years, but most deals are closed in acknowledged sectors like real estate, pharmaceuticals, retail, or in trendy industries like IT&C, crypto, healthcare, or services.

    We have high regard for transport; no economy can survive without the movement of goods and services. We aim to further invest in this sector via acquisitions, and Dumagas is the perfect target to start with. They are a well-established company (26 years of experience), they have a strong revenue flow (average of EUR 35 million over the last 15 years) and a great, independent management team, with a 16 years average company seniority. Coming by a company that has such a dedicated staff and a great culture is a rarity.

    Moreover, over 80% of revenue is generated by more than 20 top-rated international customers, which have been working with us for over 10 years. All in all, we believe Dumagas is the definition of a strong, steady company.

    CEEIHM: What can we expect next, post-acquisition?

    Ladea: The cornerstone of our investment philosophy is a mix of activism and building up targets “together with management.” During this acquisition, the management team of Dumagas Transport SA was invited to participate in the implementation of Omnia Capital’s strategy, which they gladly accepted. Following this, Claudiu Corendea, Business Unit Manager and a valued team member since 2007, was promoted to CEO.

    Our investment thesis focuses on the commercial growth of portfolio companies. The short- and medium-term attention will be directed to our customers, who we wish to continue serving at perpetually improving operational standards, in commercially sustainable conditions, that will provide for the future development of our company.

    This strategic acquisition marks two years of invested effort of seeing over 1300 transport companies (900 in Romania and 400 in the UK) for the establishment of a Trans-European platform. We aim at building around Dumagas a group of transporters with different specializations, reaching an aggregated revenue north of EUR 100 million. Such a group will be able to service the most demanding customers, will benefit from economies of scale, will use tens of years of aggregated know-how, and will surely drive another level of performance.

    CEEIHM: What would you say was the most complex aspect of the deal?

    Ladea: The deal timeline and corresponding deadlines were unrealistically short for the dimension of the target, the fact that this was a competitive transaction, and the profile of the seller – Bancroft is an institutional investment fund with over 30 years of experience.

    The official process between the principals unfolded between November 7 (the first meeting) and January 16 (the SPA signing). During these two months that spread across the winter holidays, we worked relentlessly, completed the due diligence, negotiated the commercial conditions, and drafted, negotiated, and signed the SPA. All teams worked collaboratively during Christmas and New Year’s and for this, I’d like to thank our friends at BPV Grigorescu Stefanica for their implication, dedication, and professionalism. Their enthusiasm and energy transformed an impossible timeline into a success story.

    CEEIHM:  And why did you pick BPV Grigorescu Stefanica as your legal advisor on it?

    Ladea: This was not our first dealing with them, so we decided based on previous experiences and their ability to handle an impossible timeline in a specialized industry. I have a legal background which helps because it both facilitates the understanding of the institutions and their importance (so we don’t waste time negotiating details), and we are able to evaluate the quality of the work offered to us by the counselors we work with.

    M&A lawyers have a huge influence on transactions, influencing both the structure and terms. Choosing someone who understands both the deal dimensions and the legal implications is essential since the wrong choice can cost you an otherwise great deal. We had the opportunity to also work with Western European lawyers, and I am happy to conclude the value of our Romanian attorneys, genuine deal-makers like BPV Grigorescu Stefanica, a spring of “market standard” practices.

    Originally reported by CEE In-House Matters.

  • Deal 5: MFG Director of Strategic Projects Ivelina Kavurska on Obtaining an Insurance License

    On February 21, CEE Legal Matters reported that Tokushev & Partners and Musseva & Ivanov had helped MFG Ins obtain an insurance license from the Financial Supervision Commission of Bulgaria. CEE In-House Matters spoke with Ivelina Kavurska, Director of Strategic Projects and a member of the Management Board of MFG, to learn more about the matter.

    CEEIHM: To start, tell us a bit about the MFG Group and its operations. 

    Kavurska: MFG is a 100% Bulgarian group of companies whose mission is to provide easy access to finance for everyone regardless of their current social and financial condition. Some of the companies in the group have been operating in the Bulgarian market for over 16 years. MFG is active in six countries: Bulgaria, Romania, Ukraine, Poland, Spain, and Northern Macedonia, and plans large-scale geo-expansion in key European markets and at least one other continent as early as 2022. The main focus of MFG is to offer financial and credit products for individuals and small and medium-sized businesses. The group’s portfolio includes companies and brands such as Easy Credit, Biala Karta (White Card), Viva Credit, Fintrade, ACOD, the P2P platform iuvo, the BNPL model NewPay, the personal finance management app, the app for mobile payments Settle, etc.

    CEEIHM: As reported by CEELM, Tokushev & Partners and Musseva & Ivanov recently assisted you in obtaining an insurance license. What gave rise to the need for this license and what can we expect next, now that it was received?

    Kavurska: MFG is holding numerous licenses for the provision of loans in the EU. We also have obtained an EMI license a few years ago, which allowed us to become issuers of one of the most popular credit cards in Bulgaria, Romania, Poland, and Spain. An insurance company license was a logical step to upgrade the financial services ecosystem which we aim to complete.

    CEEIHM: How did the process run from your side as a client – what did you find to be the most complicated aspect of it all?

    Kavurska: The insurance company license is a complex and strictly regulated achievement we managed to accomplish with the help of our partners. The whole preparation process included a lot of sync meetings, accurate actuary calculations, governance system refinement, and policy drafting. 

    CEEIHM: Why did you turn to two firms in the end and what was each of their mandates specifically?

    Kavurska: We are very satisfied the two law firms worked in healthy balance and harmony while managing to distribute properly the legal tasks and responsibilities in the prep process. They both assisted us in the necessary meetings with representatives of the regulator within the licensing procedure, which we believe contributed to the good results, as well. Specifically, Musseva & Ivanov prepared for us most of the needed documentation, organigrams, and policies, while Tokushev & Partners advised us mostly on some strategic parameters in our business plan and market approach. At MFG, we definitely consider our partnering with these law firms as the best decision and correct approach to obtaining the insurance license.  

    CEEIHM: And why did you pick Tokushev & Partners and Musseva & Ivanov in particular?

    Kavurska: MFG has already used the legal services of Musseva & Ivanov for obtaining our EMI license and we are already assured of their excellence. For the insurance company license, however, we needed a bit more detailed expertise in the insurance regulation and practice, which we knew Tokushev & Partners had. So, we decided to join efforts in this project that led us to the successful resolution of our regulator – the Financial Supervision Commission. We are very satisfied with the results of our collaboration and do recommend Tokushev & Partners and Musseva & Ivanov legal services and professional attitude.

    Originally reported by CEE In-House Matters.

  • Loredana Coras Joins PKO Bank Polski as a Legal Expert

    Loredana Coras has joined PKO Bank Polski as a Legal Expert in Romania.

    Previously, Coras was an In-House Lawyer with BRD – Groupe Societe Generale. Before moving in-house, she was a Senior Associate with the EY-affiliated Bancila, Diaconu si Asociatii between 2020 and 2021. Earlier still, she worked for RTPR (Former RTPR Allen & Overy) between 2016 and 2020, first joining the firm as a Junior Associate in 2016 and being promoted to Associate in 2018.

    “I am excited to have joined PKO Bank Polski SA, as a Legal Expert in the Romanian Branch,” Coras commented. “Happy to have the opportunity to work for the biggest Polish bank and contribute to its expansion strategy in Romania.”

    Originally reported by CEE In-House Matters.

  • Deal 5: Svetlik Family Office Co-Founder & CEO Gasper Svetlik on Exit from H&R to Spain’s Gonvarri

    On January 18, CEE Legal Matters reported that Fatur Menard had advised the Svetlik family on the sale of their 42% stake in Hidria owner H&R to Spanish corporation Gonvarri. CEE In-House Matters spoke with Gasper Svetlik, Co-Founder and CEO at Svetlik Family Office, to learn more about the matter.

    CEEIHM: To start, tell us a bit about Hidria and its operations.

    Svetlik: Hidria is a privately-owned company with its headquarters in Idrija, Slovenia. Its major development to become one of Europe’s leading pre-development manufacturers in the automotive industry was spearheaded by Edvard Svetlik who joined it in 1980. Today, it employs more than 2,000 people in Slovenia, Hungary, Germany, and China. Slovenia remains a key location for R&D and more complex manufacturing.

    CEEIHM: What was the rationale behind the sale?

    Svetlik: The Svetlik Family Office owned 42% of shares in Hidria but there was no possibility to agree on a new shareholders agreement with the other shareholders who carried out a hostile takeover in 2020 and eliminated the Svetlik  Family Office from both operational (executive) and non-executive roles, despite being the largest single shareholder. We were looking for a strong strategic investor who would be able to further develop the company and agree on a new shareholder agreement with the existing shareholders.

    CEEIHM:  What was the most complex aspect of the deal from a legal perspective?

    Svetlik: The buyer is a large multinational from Spain that always holds 100% shares in the companies it acquires. Reps and warranties, specific indemnities, and making sure both parties felt comfortable with the outcome would be what I’d highlight. The buyers had to make sure they would also agree on a deal with the remaining shareholders. Due to uncertain times (Ukraine, interest rate hikes, potential recession, etc.) MAC clauses would also play an important part in the agreement. 

    CEEIHM: Between signing and closing, approvals from the EC and the Slovenian FDI Authority were required. How did that process run from your perspective? 

    Svetlik: On our side, everything was done as agreed and within the agreed framework. All applications were done on the side of the buyer. They were late in submitting the form with the EC and completing it once additional information was required. It still took less than four months to get the EC clearance.

    CEEIHM:  And why did you pick Fatur Menard as your counsel on this transaction?

    Svetlik: We have worked with OP Fatur Menard on various, very complex projects before and have had really good experiences. The level of professionalism, experience, and proactiveness was extremely high. We got 24/7 access to their key personnel. They were pragmatic in bringing external consultants to complement their expertise (i.e., tax issues) and showed a great deal of commitment in bringing the deal to a closing. We continue to work with them on new projects.

    Originally reported by CEE In-House Matters.

  • Senem Berkem Paflak Joins Goktekin Enerji as Head of Legal

    Former Modanisa Head of Legal Compliance Senem Berkem Paflak has joined Goktekin Enerji as Head of Legal in Turkey.

    Paflak had been with Modanisa since April 2021 (as reported by CEE In-House Matters on May 14, 2021). Before that, she was the Head of Legal & HR at Delta Group between 2020 and 2021. Earlier still, she was the Head of Legal and Compliance at Borusan EnBW Enerji between 2014 and 2019. Between 2013 and 2014 she served as the Deputy Legal Counsel at Akkok Holding.

    Before moving in-house, Paflak was an Assistant Manager with PwC between 2012 and 2013, a Manager with Akugur Law Office between 2009 and 2012, a Manager with Kilic Hukuk Burosu between 2005 and 2009, and a Legal Intern with Serap Zuvin Law Office between 2004 and 2005.

    “Joining Gokteksn Enerji – the biggest renewable energy company in Turkey – is well suited to my practice,” Paflak commented.

    Originally reported by CEE In-House Matters.

  • Advanced Protection Systems Hires Pawel Hincz as Head of Legal

    Former Baker McKenzie Partner Pawel Hincz has joined Advanced Protection Systems in Poland as its Head of Legal.

    Hincz was recently appointed to Head of Healthcare & Life Sciences M&A with Baker McKenzie (as reported by CEE Legal Matters on October 19, 2022).

    Prior to his move, Hincz had been with Baker McKenzie for over five years, joining the firm from WKB Wiercinski, Kwicinski, Baehr in 2017 (reported by CEE Legal Matters on November 16, 2017).  He worked for WKB between 2014 and 2017 as a Partner, serving as the Head of Life Sciences since 2015. Before that, he worked at Greenberg Traurig, which he joined in May 2012 as a Senior Associate and where he made Local Partner in December of the same year. Earlier still, Hincz worked for Dewey & LeBoeuf as a Senior Associate between 2011 and 2012 and as an Associate between 2007 and 2010.

    Originally reported by CEE In-House Matters.

  • Merve Oney Barlas Joins TurkNet as Chief Legal and Compliance Officer

    Former DGPays Chief Legal Officer Merve Oney Barlas has joined TurkNet as Chief Legal and Compliance Officer.

    Barlas had been with DgPays since 2021 (as reported by CEE In-House Matters on June 10, 2021). She joined her previous company from Mapfre Genel Sigorta, where she served as Director of Legal Affairs and Secretary of the Board of Directors between 2016 and 2021.

    Before moving in-house, Barlas worked as an Associate Lawyer with Herguner Bilgen Ozeke between 2014 and 2016 and as an Associate Lawyer with Dentons legacy firm Salans between 2008 and 2012.

    “The telecommunications industry has always been and continues to be the center for innovation and growth,” commented Barlas. “As a big machine, telecommunications touch nearly all of us. It allows us to communicate in all senses – we can speak, do business, and share thoughts, ideas, and emotions. I am so happy and excited to start my new journey in this big global system, especially with TurkNet – the most innovative digital player in the Turkish market.”

    Originally reported by CEE In-House Matters.