Category: Deals and Cases

Kocian Solc Balastik has advised Air Canada and China Eastern Airlines on their entry into the Czech aviation market.

According to a statement released by KSB, “the Czech Republic became interesting this year for additional airlines, when firstly Air Canada, the largest Canadian air carrier, launched operations on a newly scheduled Toronto-Prague route and subsequently China Eastern Airlines, one of the three largest airlines in mainland China, commenced a direct route Shanghai-Prague.”

The KSB team consisted of Partner Jiri Hornik, Counsel Drahomir Tomasuk, and Associate Jaroslav Zahradnicek.

Vasil Kisil and Partners is reporting that it successfully represented Shell Exploration & Production Ukraine Investments (IV) B.V. in a tax dispute.

According to Vasil Kisil & Partners, “the tax authorities’ refusal to grant over UAH 5 million as an automatic VAT refund [has] been recognized as unlawful and [has] been cancelled according to the ruling of the Superior Administrative Court of Ukraine that has entered into force.”

Shell Exploration & Production Ukraine Investments (IV) B.V. was an investor and operator under the Production Sharing Agreement for hydrocarbons to be developed in the Yuzivska area from 2013-2015.

The VKP team included Managing Partner Andriy Stelmashchuk and Associates Tetyana Berezhna and Maksym Makymov. 

BSWW Legal & Tax has advised Polnord S.A., a large Polish company listed on the Warsaw Stock Exchange and operating on the construction and developer markets, with respect to a series O bond issue with a total nominal value of PLN 20 million, with the funds derived from the issue expected to be put towards implementing new projects and refinancing debt.

According to BSWW, “Polnord S.A. is a leading Polish company with almost forty years of experience in the investment, developer, and construction businesses, listed on the Warsaw Stock Exchange since 1999. The company is a founding member of the Polish Association of Developer Companies (Polski Zwi?zek Firm Deweloperskich) which promotes good practices between clients and developer companies. Polnord, holding one of the biggest land banks among Polish developers, implements construction projects in Warsaw, Lodz, Gdansk, Gdynia, Sopot, Olsztyn, Szczecin and Wroclaw.”

The tasks performed by BSWW included the preparation of comprehensive documentation regarding the issue as well as day-to-day relations with bondholders. The firm’s team was was led by Partner Dominika Michalska, supported by Trainee Natalia Szklaruk. 

Dentons has advised Mezzanine Capital on its first two financing transactions: A EUR 12.5 million mezzanine loan to Medicon Group to fund the acquisition of ProNatal Medical Business, and the second a mezzanine loan in connection with the recapitalization of Nolloth S.A. and its subsidiary VUES Brno.  

Mezzanine Capital is a corporate financial boutique which provides individual mezzanine financing solutions to large, small and middle sized enterprises, predominantly in the Czech Republic, Slovakia, and neighboring countries. Dentons Partner Jiri Tomola, who led his firm’s team on both deals, commented, “Mezzanine Capital is a new player that has been very active in the Czech Republic and CEE region since its set up and these deals are clear evidence that the mezzanine element is on the rise in the Czech finance market.  Mezzanine financing offers an alternative to companies whose financing needs for acquisitions, restructuring or CAPEX programs exceed the financing limits set by the commercial banks. Our work on these transactions is a great example of how Dentons is at the forefront of financing trends the Czech Republic.”

The first deal — the loan to the Medicon Group — involved negotiations of intercreditor arrangements with senior lender and a complex financing structure with more than 30 obligors across four jurisdictions. Senior financing was provided by UniCredit Bank Czech Republic and Slovakia, a.s., which was advised by Clifford Chance.

Partner Daniel Hurych led the Dentons’ team working on the deal along with Jiri Tomola, with support from Counsel Tomas Osicka and Associates Jan Hrivnak and Klara Kubanova.

The Clifford Chance team advising UniCredit was led by Milos Felgr, assisted by Counsel Jindrich Arabasz and Associate Jan Strnad.  

The second deal — the mezzanine loan related to the recapitalization of Nolloth S.A. and its subsidiary VUES Brno — amounted to EUR 26 million with the mezzanine portion being EUR 6 million. Senior financing was provided again by UniCredit Bank Czech Republic and Slovakia, again represented by Clifford Chance, while Nolloth/VUES was advised by White & Case.

Partner Jiri Tomola again led the Dentons team, with support from Counsel Tomas Osicka and Associate Klara Kubanova. Dentons’ Luxembourg team, led by Partner Stephane Hadet, provided Luxembourg law advice.

The Clifford Chance team was again led by Partner Milos Felgr, assisted by Counsel Jindrich Arabasz and Associate Dominik Vojta 

The White & Case team advising Nolloth and VUES Brno consisted of Local Partner Jan Linda and Associate Katerina Hudeckova.

Raidla Ellex has advised Estonian printing house Vaba Maa AS on its acquisition of 100% of printing house Printon from an unidentified private company. Vilgerts advises the seller on the deal.

Once the transaction closes the two printing houses will be merged, operating going forward as Printon, with some 120 employees and a turnover of approximately EUR 10 million. The former owner of Printon will own 20% of the newly merged company.

Vaba Maa, which specializes in advertisements and in security products, is part of a large Estonian investment group controlled by Infortar AS. 

The Raidla Ellex team consisted of Partner Martin Triipan and Counsels Martin Kaerdi and Jaanus Ikla. 

The Vilgerts team was led by Partner Kaido Loor.

DZP and Poland’s State Treasury General Solicitor’s Office represented the Republic of Poland in a case brought by Norwegian investors Geir and Kristian Almas under the Polish-Norwegian BIT which was valued by claimants at PLN 100 million.

According to DZP, the proceedings were based on the Treaty between the Government of the Republic of Poland and the Government of the Kingdom of Norway on the support and mutual protection of investments of June 5, 1990 and ran from November 2013. On June 27, 2016, the Court of Arbitration — consisting of Chairman James Crawford, Claimant-Appointed Ola Mestad, and Respondent-Appointed August Reinisch — issued an award dismissing all claims and awarding part of the court costs to the Republic of Poland.

The DZP team representing Poland consisted of Partners Julita Zimoch-Tucholka and Marek Swiatkowski, working alongside lawyers from the State Treasury Solicitor’s Office.

Sajic has represented Tarkett SEE doo Backa Palanka – Branch Office Banja Luka on the establishment of a Personal Data Collection with the Agency for Personal Data Protection in Bosnia and Herzegovina.

According to the firm, “the goal of establishing the Personal Data Collection with the Agency is the lawful processing of personal data of employees of the mentioned company, since the Law on Personal Data Protection stipulates such an obligation for all controllers.”

The firm described the Agency for Personal Data Protection as “an independent administrative organization [which] for 10 years is taking care on proper and effective implementation of the Law on Personal Data Protection in BiH.”

Tarkett’s website describes the company as “a worldwide leader of innovative and sustainable flooring and sports surface solutions,” and says that it “has been providing unique flooring experiences each day for over 130 years in homes, schools, workplaces, hospitals, retail stores, hotels, and wherever sports are played.”

The Sajic team consisted of Partner Natasa Krejic and Trainee Dragan Stijak.

Image Source: tarkett.com

Aequo has advised the EBRD on Ukrainian law matters related to its granting of a USD 20 million loan to Astarta Group, Ukraine’s leading agribusiness operator and sugar producer.

Astarta, which was founded in 1993, is a vertically integrated agro-industrial holding specializing in sugar and agricultural production. The proceeds of this most recent EBRD loan will be utilized for modernizing and improving the energy efficiency of Astarta’s sugar processing plants. Aequo reports that the implementation of the investment program will “help to reduce energy costs, as well as mitigate negative environmental impacts.” The financing is provided within the framework of long-standing cooperation between EBRD and Astarta Group, which included a previous loan, in 2014, of USD 26 million (as reported by CEE Legal Matters on December 1, 2014).

“The EBRD is the largest international financial investor in Ukraine,” commented Yulia Kyrpa, who supervised the Aequo team working on the matter. “We are honored to be part of the EBRD’s investment projects aimed at promoting an energy efficient economy and sustainable development of our country. Such initiatives help strengthen Ukraine’s energy security and improve the competitiveness of local companies.” In addition to Kyrpa, the Aequo team consisted of Senior Associate Denys Kulgavyi and Associate Yevgen Blok.

Just last month Astarta also received a USD working capital loan from the International Finance Corporation (as reported by CEE Legal Matters on July 27, 2016).

DJBW Danilowicz Jurcewicz Biedecki i Wspolnicy has advised Saybolt Holding BV (a Core Laboratories company) in connection with its acquisition of 100% of the shares in Baltic Marine Surveyors sp. z o.o. – a company providing cargo and technical surveys and consultancy services.

DJBW’s involvement included legal due diligence, preparation and negotiation of transaction documents. The firm’s team consisted of Partner Ludomir Biedecki and Attorney-at-law Radoslaw Matusiak.

The firm did not reply to our inquiry about counsel for Baltic Marine Surveyors.

Image Source: bms.pl

Raidla Ellex has successfully represented Estonian citizen Reet Raukas in her successful application for revocation of the detailed plan for the erection of new wind turbines in her community of Esivere Village, in Hanila Parish, Estonia.

Raidla Ellex reports that, on August 8, 2016, the Estonian Supreme Court ruled in favor of Ms. Raukas and revoked the detailed plan, holding that Hanila Parish had failed to duly assess the noise produced by the wind turbines, the interests of the local residents, and the need to protect a Natura 2000 site.  

The Raidla Ellex team advising Raukas consisted of Partner Arne Ots and Associate Kaisa Laidvee.