Category: Deals and Cases

Allen & Overy has advised Raiffeisen Bank International and a syndicate of lenders on their EUR 100 million financing package for ITIS Holding to support the acquisition of Vitronic Machine Vision. BBH reportedly advised the borrowers.

The transaction remains contingent on regulatory approval. The lending syndicate included Ceskoslovenska Obchodni Banka, KBC Bank, Komercni Banka, and HSBC Continental Europe, Germany. According to Allen & Overy, the financing comprised a term loan, a revolving credit facility, and a guarantee facility, with RBI acting as coordinator and mandated lead arranger.

ITIS Holding is a PPF Group company.

Vitronic Machine Vision is a German provider of machine vision systems for traffic engineering, logistics, automotive, healthcare, and 3D body scanning.

The Allen & Overy team included Bratislava-based Counsel Attila Csongrady and Senior Associate Peter Redo, Prague-based Senior Associate Jana Marsalkova, and further team members in Frankfurt.

Clifford Chance has advised Nofar Energy on the engineering, procurement, and construction agreement and the operation and maintenance agreement with CJR Renewables for two photovoltaic projects in Romania with a capacity of 315 megawatts.

According to Clifford Chance, “this is a landmark EPC and O&M transaction for the maturing Romanian market of renewable energy, as we enter a new, strategic stage of development in this thriving industry. Strong engineering, procurement, and construction and operation & maintenance partnerships are essential for securing project financing, successfully finalizing projects, and ensuring the sustainability of investments.”

Israel’s Nofar Energy is a renewable energy investment company.

Portugal’s CJR Renewables is an integrated services provider for wind farms and solar plants.

The Clifford Chance team included Bucharest-based Senior Associates Diana Borcean and Lavinia Dinoci and Associate Carmen Buzenche alongside Warsaw-based Senior Associates Adrian Krol and Marcin Markowski and Associate Kinga Grzelczak.

Clifford Chance did not respond to our inquiry on the matter.

Schoenherr has successfully represented Tehnoexport in trademark cancellation proceedings before the EU Intellectual Property Office.

Tehnoexport is a Serbian manufacturer of heating, ventilation, and air conditioning products.

According to Schoenherr, “in the proceedings, Tehnoexport claimed that its competitor filed several trademarks in bad faith since these contained signs which had been used by Tehnoexport.” The firm reported that “the EUIPO decided that the trademarks must be canceled due to bad faith and these decisions were confirmed by the Fifth Board of Appeal of the EUIPO.”

The Schoenherr team included Vienna-based Partner Christian Schumacher, Belgrade-based Partner Andrea Radonjanin, and Associates Yelyzaveta Semenovykh and Andrej Zoric.

Lextal, working alongside Finnish Dittmar & Indrenius, has advised Dasos Capital on its sale of a forest asset portfolio to Ingka Investments.

The portfolio consists of around 24,000 hectares located in Estonia, Finland, and Latvia. According to Dasos, it resulted “from a systematic consolidation activity by Dasos from a fragmented property structure, creating substantial value since 2010.”

Dasos Capital is a Finland-based investment advisor to institutional investors, endowments, private banks, family offices, and other clients interested in sustainable international timberland investing.

Ingka Investments is one of the three core businesses of the Ingka Group, the largest owner and operator of Ikea Retail. Ingka Investments currently owns around 293,000 hectares of land in six countries in different parts of the world.

“After over a decade of intensive and successful value creation period, the portfolio has gradually matured for an exit,” Dasos Capital Senior Partner Sami Veijalainen commented. “We believe the forest asset will generate attractive cash flows also in the future with an opportunity for sustainable value.”

The Lextal team included Partner Kristi Sild and Attorney Karoli Unus.

Lextal did not respond to our request for additional details on the deal.

CMS has advised the Greek Sfakianakis Group on its acquisition of Ajar Car Rental from the Saudi Arabian Al Jomaih Group. PHH reportedly advised the seller.

Founded in 1958, the Sfakianakis Group focuses on the automotive, industrial, and consumer retail sectors.

Ajar Car Rental is the master franchisee of Enterprise, National, and Alamo in Austria, serving rent-a-car customers across the country.

The CMS team included Partners Alexander Rakosi, Mariella Kapoun, Hans Lederer, Kai Ruckelshausen, Marlene Wimmer-Nistelberger, Jens Winter, and Dieter Zandler, Attorney at Law Andreas Lichtenberger, Associates Christoph Birner, Thomas Liegl, Rebecca Herlitz, Caroline Pavitsits, Sheldon Sookdeo, and Maximilian Uidl, and Legal Trainees Roman Namestek, Ferdinand Sima, and Mattias Torggler.

Herbst Kinsky, working with Orrick, has advised the Terreal Group and its main shareholders on the antitrust aspects of the full sale of its businesses in Poland, Hungary, and Austria to Swisspor. Schoenherr advised Swisspor Holding on the acquisition.

The transaction included the purchase of 100% of the shares in Creaton Polska, Creaton South East Europe, and Creaton Steildach, together forming the Creaton Eastern Business, from its former indirect shareholder, Terreal Holding. In an interrelated transaction, Terreal’s operations in France, Italy, Spain, and the US, as well as Creaton’s business in Germany and the Benelux countries were sold to Wienerberger (as reported by CEE Legal Matters on January 12, 2023).

Swisspor, and its affiliate Swisspearl, are active in the building and roofing material sector as providers of energy-efficient building cladding.

The Creaton Eastern Business manufactures and sells roofing materials as well as clay and cement tiles.

According to Schoenherr, “this strategic acquisition is a significant step in Swisspor’s pursuit to expand its footprint by offering exceptional building solutions characterized by both efficiency and aesthetics. The integration of the Creaton Eastern Business into the Swisspor Group consortium will actively support Swisspor’s growth strategy by utilizing potential synergies. In particular, it enables Swisspor to not only increase its market presence in Austria, but, with the acquisition of the two Creaton clay tile plants in Poland and Hungary, to expand into Central Eastern European markets, which aligns with Swisspor’s strategic interests.

The Herbst Kinsky team advising included Counsel Valerie Mayer and Associate Valerie Krischke.

The Schoenherr team included Austria-based Partners Franz Urlesberger and Robert Bachner, Counsel Gregor Petric, Attorney at Law Daniel Wadl, and Associates Maha Zoehrer and Nikolaus Stepan; Hungary-based Partner Kinga Hetenyi and Attorney Adrian Menczelesz; and Romania-based Partner Georgiana Badescu, Managing Attorney at Law Cristiana Manea, Attorney at Law Cristina Pana, and Associate Stefana Andronachi.

Editor’s Note: After this article was published, Gide announced it had advised Swisspor as well. The firm’s team included Poland-based Partner Dariusz Tokarczuk, Counsels Mateusz Gronau and Dawid Van Kedzierski, and Associate Edyta Zalewska; and France-based Partner Nadege Nguyen, Counsel Charles Terdjman, and Associates Arthur Lemaitre and Elisa Domingues.

Schoenherr, working with Legance and Cuatrecasas, has advised Hartree Partners on its acquisition of a 50% stake in the Botres Group. CMS reportedly advised the sellers.

UK-based Hartree Partners is a commodities firm actively trading in oil, gas, power, refined products, shipping, metals, and equities.

Headquartered in Graz, Austria, the Botres Group has several subsidiaries in Poland, the Czech Republic, Italy, and Spain. The company designs, builds, and operates industrial biogas plants and biorefineries, based on proprietary technology.

The Schoenherr team included Austria-based Partners Michael Marschall, Alexander Popp, Bernd Rajal, Clemens Rainer, Volker Weiss, and Teresa Waidmann, Attorneys at Law Lisa Todeschini and Nina Zafoschnig, and Associates Alexandra Jelinek, Alexandru Caprau, Hanna Elisabeth Kirschner, Lukas Pirringer, Roland Misic, Stefan Egger, and Yvonne Kraudinger; Czech Republic-based Partner Vladimir Cizek, Counsel Michal Jendzelovsky, and Attorney at Law Jan Kupcik; and Poland-based Partners Katarzyna Sulimierska, Krzysztof Pawlak, and Daria Rutecka, Senior Attorneys at Law Krzysztof Lesniak and Pawel Kulak, Senior Associate Adam Nowosielski, Attorney at Law Ewelina Adamczyk, and Associates Klaudia Szatan and Roza Szatan.

Djingov Gouginski Kyutchukov & Velichkov, Allen & Overy, and RTPR have advised Lion’s Head Investments on a EUR 150 million financing from the International Finance Corporation.

Lion’s Head Investments is a commercial real estate investment company and a joint venture between the Bulgarian real estate holding AG Capital and the South African investor Old Mutual Group.

According to DGKV, the transaction includes several instruments “with sustainability-linked features, a convertible instrument, and term loan financing, making the financial resources available for LHI’s investment programs in the Bulgarian and Romanian markets.”

The DGKV team was led by Partner Kaloyan Krumov and included Counsel Ivan Punev, Senior Associate Tsvetelina Bayraktarova, and Associate Emilia Mitroshanova.

TGS Baltic, working with Cederquist, has advised Kinnevik on the sale of its entire holding in Tele2 to Freya Investissement for a total of SEK 13 billion.

Kinnevik is a Swedish investment company.

Freya Investissement is an investment vehicle jointly controlled by European telecommunications group Iliad and its chairman and founder Xavier Niel, via NJJ Holding.

Tele2 is a telecommunications company offering mobile and fixed connectivity, telephony, data network services, TV, streaming, and IoT solutions. It is headquartered in Stockholm and has significant operations in Sweden, Russia, Estonia, Latvia, and Lithuania.

According to TGS Baltic, “the Tele2 shareholding will strengthen Iliad/NJJ’s current European telecommunications businesses in France, Italy, Poland, Switzerland, Monaco, Ireland, Cyprus, and Malta. This purchase will be completed in three steps, with a first closing of SEK 2.9 billion. The two remaining steps are subject to Iliad/NJJ receiving necessary regulatory clearances, and the third step additionally remains subject to Iliad/NJJ reclassifying Tele2 Class A shares to Class B shares, resulting in Iliad/NJJ holding less than 30% of Tele2’s voting interest after the transaction is completed.”

The TGS Baltic team included Partners Andra Rubene and Aurimas Pauliukevicius, Associate Partner Triinu Jarviste, and Senior Associates Indre Vickaite-Liatuke, Mari Anne Rohtla, and Mara Stabulniece.

TGS Baltic did not respond to our inquiry on the matter.

Wolf Theiss, working with Ropes & Gray, has advised IT services company Virtusa on its acquisition of Bulgarian digital innovation, automation, and seamless integration specialist Bright Consulting.

According to the firm, the acquisition “marks a significant step for Virtusa in deepening its capabilities, particularly with regard to ServiceNow and Splunk, and strengthening its foothold in the European market.”

Virtusa describes itself as a global provider of digital strategy, digital engineering, and information technology services.

“The synergies between our team’s end-to-end approach, our focus on innovation, and our commitment to becoming an extension of our client’s teams will solidify us as the partner of choice for digital transformation initiatives powered by Splunk and ServiceNow,” Virtusa CEO Santosh Thomas commented.

The Wolf Theiss team was led by Sofia-based Partner Richard Clegg and Senior Associate Staniella Todorova and included Senior Associates Alexander Radichkov, Maria Nikolova, and Zhulieta Markova and Associates Bogdana Tzankova and Miroslav Yonov, as well as Warsaw-based Partners Anna Dabrowska and Maciej Szewczyk.