Category: Deals and Cases

BPV Grigorescu Stefanica is reporting that it advised the Latvian financial group 4Finance on its acquisition of the financial group TBIF Financial Services from Kardan Financial Services NV. The deal was coordinated globally for 4 Finance by the Moscow office of Akin Gump, with Ickovics Neustadter Clark Sabag & Co. (INCS) advising Kardan NV on the transaction, which closed on August 11, 2016, with various post-closing steps and procedures still pending.

The total amount paid on closing was approximately EUR 69 million, plus an adjustment to be paid based on the reviewed results of the acquired assets.  

TBIF Financial Services includes the bank TBI Bank EAD, with offices in Bulgaria and Romania, and the entities TBI Credit and TBI Leasing. As previously reported, Penkov, Markov & Partners advised 4Finance on its acquisition of TBI Bank.  

According to bpv Grigorescu, “with this acquisition, 4Finance is expanding its presence in Romania, adding to its portfolio the Bucharest branch of TBI Bank EAD and two non-bank financial institutions with a long-standing presence in Romania, TBI Leasing and TBI Credit, in addition to Zaplo IFN which is operating on the market since 2015. TBI Bank EAD is active in Romania and Bulgaria in particular in the SME and retail sectors and reported consolidated assets of EUR 272 million and customer loans of EUR 175 million at the end of June 2016.”  

The bpv Grigorescu team advising 4Finance on the Romanian part of the deal consisted of Managing Partner Catalin Grigorescu, Managing Associate Cristina Mihai, and Associate Andreea Carare, among others.  

The INCS team was led by Partner Jason Myers.  

Allen & Overy has advised Bilfinger SE on its sale of 62.5% of shares of Bilfinger Mars Offshore Sp. z o.o. to Europoles Renewables GmbH. P+P Pollath + Partners advised Europoles Renewables on German aspects of the deal, while minority shareholder MS Mars was advised by Magnusson.

As reported previously, DJBW Danilowicz Jurcewicz Biedecki i Wspolnicy advised Europoles Renewables on Polish aspects of the deal. 

The Magnusson team was led by Partner Marek Krol, who joined the firm in June from Chadbourne & Parke (as reported by CEE Legal Matters on June 23, 2016).

Sorainen Belarus has advised a Chinese consortium including online game developer and operator Shanghai Giant Network Technology Co Ltd. on Belarusian aspects of its acquisition of Playtika. Primary advisers to the buyer were Allen & Overy and Fenwick & West.

Sorainen describes Playtika as “the social and mobile games company based in Herzliya, Israel, owned by Caesars Interactive Entertainment, with a strong development team located in Minsk, Belarus.”

The Sorainen team, which included Partner Maksim Salahub and Associates Viktoryia Mikhnevich and Nadezhda Fomenok, conducted a limited due diligence of Playtika operations in Belarus, commented on the set of transaction documents from a Belarusian law perspective, and advised on intellectual property protection and employment issues. 

The Esin Attorney Partnership, a member firm of Baker & McKenzie International, has advised Burgan Bank on on a USD 87 million and EUR 57 million syndicated multi-tranche term loan agreement with 13 banks from 8 countries. Paksoy advised the lending banks on the deal, with Hogan Lovells advising on English law aspects.

The banks were led by HSBC, acting as coordinator, Arab Banking Corporation (B.S.C.), acting as agent, and  Commerzbank Aktiengesellschaft, Filiale Luxemburg, HSBC Bank Middle East Limited, and Mashreqbank PSC acting as initial mandated lead arrangers and bookrunners.

This is the second syndicated loan on which the Esin Attorney Partnership and Baker & McKenzie have advised Burgan Bank, following a similar syndicated multi-tranche dual-currency term loan agreement last summer (as reported by CEE Legal Matters on June 30, 2016). According to Esin Attorney Partner Muhsin Keskin, who led his firm’s team on the deal along with Paris-based Baker & McKenzie Partner Michael Foundethakis, “we are proud to advise Burgan Bank on their second syndicated loan in Turkey. This transaction marks our market leader position for FI syndications in Turkey. It is also an excellent indicator of international financial institutions’ trust in the Turkish economy and banking system despite the coup attempt and S&P’s subsequent downgrading of Turkey’s foreign currency rating.”

The Paksoy team consisted of Partner Sera Somay and Senior Associate Ozlem Barut, supported by Associate Soner Dagli.

Axon Partners reports that it is cooperating with the VDNG-TECh telecom accelerator in Ukraine.

According to Axon Partners, VDNG-TECh’s “task of this accelerator is to prepare startups to work with one particular company, rather than to prepare projects for next rounds of venture investment,” and the firm describes it as a “a unique project for our country.”

According to Axon Partners Partner and CEO Dmytro Gadomsky, “we draw up all the instruments required accelerators launching and provide legal support during their execution, including accelerator program agreements, agreements for equity funding seeking, [and] agreements with mentors. In addition, we provide support to all teams during the acceleration: copyright clearance of software code, legal defense (as far as possible) of technologies, help [maintain] good relations with investors, and other smart legal things.”

Weinhold Legal has advised the Polish group ITAKA, the largest travel agency active on the Polish market, on its acquisition of CEDOK, the oldest Czech travel agency, active on the Czech market since 1920. The US-Turkish company Odien was reported to be the seller of CEDOK on the deal. The value of the transaction was not disclosed.

“Cedok is the most recognizable tourist Czech brand, and we are number 1 in Poland,” said Mariusz Janczuk, President and Co-Founder of Itaka. “Czechs like to travel and we will do everything to offer them unrivaled product. We are confident that we will achieve financial success in the near future. For Itaka this is a good investment and a great challenge.”

“We are very pleased to have assisted in the transaction involving one of the famous Czech travel agencies,” said Weinhold Legal Partner Ondrej Havranek, who led the firm’s team on the deal. “The structuring of the transaction to ensure the further development of the travel agency was a valuable experience for us.”

Gessel has advised Lentex S.A. on the sale of its controlling stake in Novita S.A. to Tebesa S.A., a subsidiary of Israel-based Vaporjet Ltd.

Lentex is a well-known manufacturer of flexible PVC floor coverings designed for residential and commercial areas and sports facilities, as well as a manufacturer of nonwovens for the Polish market. Gessel describes Novita as “a leading Polish producer of spunlace and needlepunched nonwovens” and describes Vaporjet as “a global leader of the spunlace industry.” Both Novita and Lentex are listed on the Warsaw Stock Exchange.   

Gessel provided legal support to Lentex on negotiating the transaction documentation and on complying with the disclosure duties incumbent on the parties in their capacity as public companies. The firm’s team was led by Partner Marcin Macieszczak and included Advocate Michal Bochowicz and Of Counsel Tomasz Dragowski.  

Gessel did not reply to our inquiry about counsel for Vaporjet on the deal.

The Czech Republic’s Balcar, Polansky & Spol. law firm has obtained what it describes as “a landmark judgement” by the Court of Justice of the European Union (CJEU) in favor of the firm’s clients — famous trademark owners including Tommy Hilfiger, Burberry, and Lacoste — and against Delta Center a.s., a Czech market hall operator.

According to Balcar, Polansky & Spol., “giving an interpretation of article 11 of Directive 2004/48/EC, the CJEU came to the conclusion that an intermediary whose services are used by a third person to infringe intellectual property rights can also be considered a market place operator who provides selling places in his/her market hall to individual vendors selling counterfeit goods. The CJEU also ruled that, as in the C-324/09 L’Oreal case, the conditions for an injunction against an intermediary who provides selling places in his/her market hall are identical to injunctions which may be addressed to intermediaries in online marketplaces.”

Balcar, Polansky & Spol. also reported that, “according to the CJEU’s interpretation … trademark owners can claim judicial protection directly against market place operators and can do so even if the market place operators are not infringing intellectual property rights by themselves. This landmark judgement could simplify the position of brand owners, as until now only claims against individual vendors were possible.”

The Balcar, Polansky & Spol. team consisted of Head of Real Estate Ludmila Neustupna and Head of Dispute Resolution David Lejcek.

Additional analysis of the significance of the CJEU’s July 7, 2016, decision can be found here.

DJBW Danilowicz Jurcewicz Biedecki i Wspolnicy has advised Europoles Renewables GmbH, a member of the VTC Group from Munich, on its acquisition of 62.5% of shares of Bilfinger Mars Offshore Sp. z o.o. (BMO), which produces foundations for offshore wind turbines and other steel structures related to wind energy.

Europoles is a European manufacturer of poles and towers made of steel, concrete, and fiberglass-reinforced synthetic materials, with numerous applications in infrastructure, while VTC is an independent holding company specializing in the energy and infrastructure market, which has plants in Poland

Within the transaction DJBW conducted legal due diligence of BMO and prepared documentation on Polish aspects of the transaction. The team involved in the project was led by DJBW Partner Radoslaw Biedecki and Attorney at Law Radoslaw Matusiak.

Primus’s sports law practice team has advised the Lithuanian football club FC Trakai on and advised Ernestas Setkus, the Lithuanian national team goalkeeper, on separate transfer matters.

In the FC Trakai matter, Primus advised the club on transfer procedures for Armenian football player David Arshakyan’s move to the Major League Soccer football club Chicago Fire. Primus describes it as the first transfer of a football player directly from a Lithuanian football club to the MLS. 

In the Setkus matter, Primus advised the goalkeeper on his transfer to the Dutch top division Eredivisie football club ADO Den Haag from Turkish club Sivaspor, located in Sivas, Turkey. Primus handled matters related to the termination of his old contract and the conclusion of a contract with the new club. 

In both matters the Primus team consisted of Partner Marius Devyzis and Senior Associate Martynas Kalvelis.