Category: Deals and Cases

Raidla Ellex and Valiunas Ellex have advised Baltic Ticket Holdings on its acquisition of Nacionalinis Bilietu Platintojas in Lithuania and Kvitki Bel in Belarus. The Adlex firm advised the sellers on the transaction, and the value of the transaction was not disclosed.

According to a Raidla Ellex press release, BTH, acting through its subsidiaries in Estonia, Latvia, Lithuania, and Belarus, is the largest ticket selling and ticketing services company in the Baltics, and the acquisitions of Bilietai and Kvitki strengthen BTH’s market position in Lithuania and Belarus.  

Raidla Ellex’s Estonian team was led by Counsel Martin Kaerdi with lawyer Triin Tiru. Valiunas Ellex’s Lithuania team was led by Partner Zilvinas Zinkevicius, supported by Associate Aleksandr Asovskij.

Adlex did not reply to our inquiry on the matter.

White & Case has provided legal advisory services to Red Group on its sale of The Orchard commercial office park in central Ostrava to Hartenberg Holding. PwC Legal advised Hartenberg on the deal.

White & Case describes Red Group as “a privately held niche commercial real estate development company active in the Czech Republic for over twenty years” and states that The Orchard — 36,000 square meters of A grade modern offices in three buildings — is the biggest office complex in Ostrava.

The White & Case team included Partner Petr Panek, Local Partner Vaclav Kubr, and Associate Petra Zunova.

PwC Legal did not reply to our inquiry on the matter.

Image Source: theorchard.cz

Dvorak Hager & Partners has announced that it has become a partner of the Ronald McDonald House foundation.

According to a DHP press release, “as part of the pro bono activities, we provide legal advisory during the construction of houses for families of diseased children hospitalized long-term at the University Hospital in Motol. We would like to help the Endowment Fund open a first house in the Czech Republic in 2019.”

The Ronald McDonald House foundation is part of the Ronald McDonald House Charities, a global charity operating 358 houses in 42 countries.

Kinstellar has worked alongside global counsel Ropes & Gray in advising Baring Private Equity Asia on Bulgarian and Romanian elements of Baring’s acquisition of a 35 percent stake in TELUS International.

The agreement values TELUS International at approximately USD 1 billion, with TELUS shareholders retaining a 65 percent interest in the business. The transaction involved more than 10 jurisdictions across North and Central America, Europe, and Asia.

TELUS International is a global provider of business process outsourcing, IT outsourcing, and contact center outsourcing solutions with more than 22,000 employees in Canada, the United States, Europe, Central America, and Asia.

Baring Private Equity Asia is one of the largest alternative asset management firms in Asia and advises funds that manage over USD 9 billion in assets. Baring Asia currently has over 30 portfolio companies across Asia with a total of 120,000 employees and sales of approximately USD 31 billion in 2015.

The Kinstellar team included, among others, Partner Diana Dimova and Managing Associate Nina Tsifudina in Bulgaria and Partner Razvan Popa and Managing Associate Zsuzsa Csiki in Romania. Sofia-based Counsel Dessislava Fessenko advised on competition law aspects.  

Kinstellar reported that the identity of counsel for TELUS International was, at this point, confidential.

Image Source: fibre.telus.com

Cerha Hempel Spiegelfeld Hlawati, working in association with Gowling WLG, has advised the Convergys consumer management company on its EUR 123 million acquisition of buw, Germany’s largest service provider in the customer care industry in private ownership. Taylor Wessing advised sellers Karsten Wulf and Jens Bormannon on the deal, which remains contingent on certain adjustments and regulatory approvals.

By adding buw’s geographic footprint, complementary client base, and German language capabilities, Convergys expects the acquisition to expand its presence in the growing German outsourced customer management service industry. As the largest owner-operated customer management company in Germany, buw will bring approximately 6,000 employees spread across Germany, Hungary, and Romania into Convergys’ existing 130,000 workforce operation.

CHSH advised with regard to the Austrian, Hungarian, and Romanian jurisdictions. The firm’s team in Vienna consisted of lead Partner Albert Birkner and Associate Maximilian Mayer, in Bucharest of Partners Mirela Nathanzon and Zizi Popa and Senior Attorney Sebastian Bolda, and in Budapest of Partner Andrea Presser and Senior Attorneys Gyorgy Balint and Peter Szajlai.

The Gowling WLG team was headed by Partner Andreas Wolfle. 

The Hamburg-based Taylor Wessing team consisted of Lead Partner Mark Hoenike, supported by Partners Marc Muller, Marco Hartmann-Ruppel, Tobias Schelinski, tax lawyer Bert Kimpel, and Associates Jonas Warnken, Konstantin Schrader, and Stephan von Marschall. Vienna-based Taylor Wessing Partner Philipp Hoflehner was on the team as well.

WKB has assisted Ball Corporation on the sale of 4 subsidiaries in Poland, part of its global sale of subsidiaries to the Ardagh Group. Skadden, Arps, Slate, Meagher & Flom acted as the lead global counsel to Ball Corporation.

Ball Corporation has 4 subsidiaries in Poland, which produce standard and slim aluminum cans for beverage packaging for many European markets. The sale of the Polish subsidiaries was one of the requirements set by the European Commission in connection with Ball Corporation’s June 2016 acquisition of Rexam PLC, which made it the largest manufacturer of beverage cans in the world.

WKB acted as a Polish local counsel advising Ball Corporation on the Polish law aspects of the transaction, including limited vendor due diligence process and drafting and negotiating Polish transaction documents for a pre-closing restructuring and the main sale.

The firm’s team was led by Partner Jakub Jedrzejak, International Partner Ben Davey, and Associate Anna Rataj.

Editor’s Note: After this article was published, Serbia’s BDK Advokati announced that Senior Associate Marija Doci had led the firm’s team advising Ball Corporation on “internal corporate restructuring and divestment of assets that followed the GPB 4.3 billion-worth acquisition of Rexam, a UK based rival.”

The Baltic offices of Fort have advised the EfTEN Real Estate Fund III AS on its acquisition of logistics centers in Estonia, Latvia, and Lithuania, owned and occupied by group companies of DSV, one of the largest logistics groups in the world. The Markvarte/Lexchange team advised DSV in Latvia.

The transaction in Lithuania has already come into effect, the transaction in Estonia is pending approval from the Competition Authority, and the transaction in Latvia will come into effect as soon as City of Riga formally submits notice declining its right of pre-emption. The transaction price was not disclosed. 

EfTEN Real Estate Fund III purchased with a sale-and-leaseback transaction DSV logistics centers in Tallinn, Riga, and Vilnius. In total, EfTEN acquired approximately 33,000 square meters of office and logistic space, which will be leased out at rent rates corresponding to the market rent level in each of the countries. In autumn 2017, expansion of the Riga facilities and territory is scheduled to begin, resulting in a further 4300 square meter increase of the main building area.

According to EfTEN Real Estate Fund III AS fund manager Viljar Arakas, the transaction fits the fund’s profile. “This is one of the leading logistic companies in the world, which, according to contract, will be leasing the premises from us at least for the next ten years. For the fund, this is a great opportunity to enter into logistic real estate, involving all three Baltic countries.”

Fort has previously advised the EfTEN Real Estate Fund III AS on its acquisitions in Lithuania of the Saules Miestas Shopping Center (as reported by CEE Legal Matters on August 21, 2015) and the Ulonu Business Centre (as reported by CEE Legal Matters on January 11, 2016). Fort’s team in this most recent matter was led in Tallinn by Partner Minni–Triin Park, in Latvia by Partner Janis Likops, and in Lithuania by Partner Ruta Radzeviciute–Meizeraite. 

The Markvarte/Lexchange team advising DSV in Latvia was led by Managing Partner Zane Markvarte. 

Editor’s Note: After this article was published, the Derling firm in Estonia announced that it had advised DSV on the sale of the logistics center to the EfTEN Real Estate Fund III AS in that country. The firm’s team was led by Partner Toomas Taube.

Subsequently, Valiunas Ellex confirmed that it had advised DSV on the Lithuanian parts of the sale.

Chajec, Don-Siemion & Zyto (CDZ) and the Polish Society of Anti-Discrimination Law (PSADL) have signed a cooperation agreement under which CDZ will provide legal support free of charge in cases related to human rights, and in particular to providing legal protection against unwarranted unequal treatment.

According to a CDZ press release, “the cooperation concerns cases of discrimination based on gender, age, disability, race or ethnic origin, sexual orientation, sexual identity, religion, denomination or non-belief. It also concerns unlawful unequal treatment in such areas as labor and employment, access to goods and services, education, healthcare or social welfare. As part of the cooperation, CDZ will represent persons indicated by the PSADL before common courts, the Supreme Court, administrative courts, law enforcement agencies, public administration bodies, the European Court of Human Rights and other international authorities whose task is to protect rights and liberties of individuals.”  

CDZ Partners Ewa Don-Siemion and Piotr Kryczek and Associate Weronika Papucewicz, among others, are involved in the project.

White & Case has advised an investment vehicle advised by Macquarie Infrastructure and Real Assets (MIRA) on its EUR 79 million acquisition of a 132,000 square meter portfolio of four logistics and light industrial assets in the Czech Republic and Slovakia from joint sellers HB Reavis Group and HB Reavis CE REIF fund, each of which held two assets.

The portfolio covers four locations in the two countries, including a 14,500 square meter multi-modal logistics facility in Ostrava, Czech Republic, and a 69,500 square meter logistics center in Raca, Slovakia (both sold by HB Reavis Group), as well as a 31,500 square meter Svaty Jur logistics center in Bratislava and a 16,500 square meter Maly Saris logistics center in Presov, Slovakia (sold by the HBR CE REIF fund). 

The transaction also includes a development component with established permitting in place, allowing for expansion of the existing adjacent sites within a short timeframe.

M7 Real Estate Ltd, the pan-European investor and asset manager, has been appointed as asset manager for the portfolio, JLL has been selected as property manager, and JLL Capital Markets teams in Bratislava and Prague advised on the acquisition.

HB Reavis is an international real estate developer founded in 1993 in Bratislava, Slovakia. It operates in the United Kingdom, Poland, the Czech Republic, Slovakia, Hungary, and Turkey. Its operations have so far yielded a total of 917,500 square meters of modern offices, shopping, and entertainment spaces in addition to logistics facilities, and it reports over 1 million square meters of developments in the planning, permit, or construction stages. The group has total assets of EUR 2.1 billion, with a net asset value of almost EUR 1.2 billion. 

HBR CE REIF is EUR 175 million semi-open commercial property fund managed by HB Reavis Investment Management, the investment management arm of HB Reavis Group. The fund invests in standing, fully-let, income generating property across office, retail, and logistics segments in Central Europe. Since its inception in 2011, the fund reports delivering a total return of 10.9% p.a. to its investors, out of which 5.3% p.a. has been distributed to investors as a dividend. The fund will be looking to reinvest the proceeds from disposal of the logistics assets within the scope of its mandate.

Macquarie Group is a global provider of banking, financial, advisory, investment, and funds management services. Founded in 1969, Macquarie operates in more than 65 office locations in 27 countries and employs more than 13,500 people.  Assets under management totaled approximately GBP 234 billion as of September 30, 2015. MIRA — a division of the Macquarie Group — manages EUR 92 billion in infrastructure and real asset investments. It claims to be the world’s largest infrastructure investor, with a growing portfolio in real estate, agriculture and energy. MIRA has over 21 years’ real asset investment experience, with a team of approximately 500 experienced professionals located in 19 countries. It manages 129 portfolio businesses, approximately 300 properties, and approximately 2.8 million hectares of farmland.

According to an HB Reavis press release, “the disposal reflects the strategic decision of HB Reavis Group to divest its industrial development business and focus its development activities entirely on European office and retail projects.” 

The transaction marks the first disposal made by HB Reavis CE REIF, a EUR 175 million commercial property fund managed on behalf of institutional and high-net worth investors by HB Reavis Investment management, the investment management arm of HB Reavis Group. The fund acquired the assets at its inception in 2011, and HB Reavis declared its intention to use the capital released from the transaction, along with freshly fundraised equity, for further acquisitions of assets in Central Europe.

Steven Sewell, the Executive Director, Head of Real Estate – EMEA, MIRA, commented: “Our current focus is on niche real estate sectors where we see good relative value. The logistics sector in CEE is showing strong fundamentals and remains one of the most interesting property submarkets in Europe. There is a growing importance of the Czech Republic and Slovakia as key European logistics markets and these assets were available at an attractive price level.”

Marian Herman, CFO at HB Reavis, said: “The successful divestment of this high quality, fully let industrial portfolio to one of the sector’s top international investors reflects not only the quality of the underlying assets but also the success of our asset management strategy. These logistics centers are well-positioned to give the new owners continued upside and this transaction allows us to focus on our core segments of office and retail, while recycling the released capital into new opportunities.”

The White & Case team included Partners Ross Allardice, Petr Panek, Marek Staron, Martin Forbes, and Vaclav Kubr, supported by Associates Robert Hutton, Edward Higbee, Nicola Chapman, Karel Petrzela, Marianna Galusova, Kamila Dankova, Tomas Pazourek, Vladimír Ivanco, Simona Rapava, and trainee solicitors Chiara Luscombe and Elena Ruggiu.

Editor’s Note: After this article was published Allen & Overy informed CEE Legal Matters that it had advised HB Reavis on the transaction. The A&O team was led by Senior Associate Juraj Gyarfas. Partner Hugh Owen provided English law advice on the transaction documents and Senior Associate Vojtech Palinkas provided advice on real estate and construction issues. Tax-related advice was provided by London-based Counsel Tim Harrop, Prague-based Senior Tax Advisor Michal Dusek, and London-based Associate Mark Spinney.