Category: Deals and Cases

TGS Baltic and Juzala Salwa have advised CVI on its full acquisition of APF Holdings’ EUR 7 million private bond placement.

According to TGS Baltic, “APF Holdings, which includes one of the largest Baltic egg producers, SIA Aluksnes Putnu Ferma, has raised EUR 7 million via a private bond issue for the implementation of its development plans […] The maturity for the bonds is set at four years.”

APF Holdings plans to use the funds obtained from the bond issuance to implement its growth plans, including the “construction of two new laying hen sheds, the introduction of new egg product processing production lines, and the construction of warehouses. Attracting such a volume of emissions allows APF Holdings to increase production by 60%,” TGS Baltic reported.

CVI is an independent Polish investment company that currently manages 11 different funds with total assets of EUR 750 million.

The TGS Baltic team included Partner Inese Hazenfusa and Associate Martins Galzons.

The Juzala Salwa team included Partner Jakub Salwa and Junior Associate Jakub Jadanowski.

Ban, S. Szabo, Rausch & Partners has advised E.On Drive Infrastructure on establishing a new Hungarian subsidiary and acquiring the electro-mobility charging infrastructure from E.ON Hungaria, to continue operating as a stand-alone network in Hungary.

E.On Drive Infrastructure GmbH is a member of the E.ON Group focusing on electric vehicle charging in Europe.

“Through the recent transaction, the Hungarian subsidiary of EDRI GmbH – E.On Drive Infrastructure Hungary Kft – acquired numerous electro-mobility charging infrastructure elements as well as contractual positions and locations of charging points and is starting, as of January 1, 2024, a new charger operating activity in Hungary,” BSRP announced.

The BSRP team was led by Partner Balazs Unger and included Partner Kinga Laszlo-Bolcskei and Junior Associate Andras Zatyko.

TGS Baltic and Djingov Gouginski Kyutchukov & Velichkov have advised Ifco Systems on its acquisition of Bepco. RASK advised Rostock Capital, Navitas, and Green Technology on the sale.

Ifco Systems is a provider of reusable packaging containers for fresh food products.

Bepco is a reusable packaging pooling company based in Tallinn, Estonia.

According to TGS Baltic, this acquisition enables the Ifco Group to “expand its market presence and diversify its regional product portfolio. The Bepco Group operates in Estonia, Latvia, Lithuania, and Bulgaria.”

The TGS Baltic team included Managing Partner Sander Karson, Partners Andra Rubene, Aurimas Pauliukevicius, Helmut Pikmets, Marijus Krisciunas, and Triinu Jarviste, Of Counsel Aleksandra Fedotova, Senior Associates Anna Vaivade, Anu Kirss, Indre Vickaite-Liatuke, Jonas Salna, Lukas Vaisvila, Olger Kaelep, Rudolfs Vilsons, Sergei Jegorov, and Silvia Urgas, Associates Auguste Linauskaite, Aurelija Gamulka, Britte Koppel, Eva Arumets, Evija Abele, Gerda Grauberg, Justina Meilute, Toms Tidemanis, and Mindaugas Beniusis, Junior Associates Evelina Savickaite and Paulius Zalnieraitis, and Legal Assitants Baiba Kule, Domantas Mazrimas, Viktorija Janciuraite, Samanta Koha, and Egle Miksyte.

The DGKV team included Partner Violetta Kunze and Counsel Ivan Punev.

The RASK team included Partner Ramon Rask and Attorney at Law Karl-Kristjan Kahm.

CMS has advised the OTP Group on the binding agreement to sell its stake in OTP Bank Romania and all subsidiaries to Banca Transilvania for a combined purchase price is EUR 347.5 million. Filip & Company advised Banca Transilvania on the acquisition.

The transaction includes OTP Bank Romania, OTP Leasing, and OTP Asset Management and remains contingent on regulatory approval.

According to CMS, the deal marks OTP Group’s full exit from the Romanian market, after 20 years, to local market leader Banca Transilvania.

Since 2004, the OTP Bank banking group has been the majority shareholder of OTP Bank Romania. Operating in Romania as a universal bank, OTP Bank Romania currently serves approximately 420,000 retail customers and more than 22,000 corporate/SME customers, thanks to its 1,800 employees and a network of 96 branches.

BT is the largest bank in Romania and South-Eastern Europe, CMS reported, covering all customer segments and business lines in the financial sector. It has more than 4 million customers, approximately 10,000 employees, and a strong branch network countrywide.

“We are honored and happy to contribute to furthering the success story of Banca Transilvania at the top of the Romanian banking market,” Filip & Company Partner Alina Stancu Birsan said. “We thank BT for choosing us to partner again in this complex and challenging project and to work together with a team we admire. We take pride in the success of both our client and our team.”

“It is a pleasure to continue supporting our longstanding client in navigating the complexities of the disposal of its Romanian business to BT,” CMS London-based Partner Eva Talmacsi commented. “OTP Bank Romania has been an important feature of Romania’s banking sector for two decades, characterized by strong organic growth and exceptional customer service. The disposal of its Romanian arm forms an important part of OTP Group’s strategic objectives, and we look forward to following OTP’s journey in realizing its future plans.”

The CMS team was led by Talmacsi and Partner Rodica Manea and included Partners Horea Popescu and Cristina Reichmann, Counsels Raluca Ionescu and Claudia Nagy, Tax Director Andrei Tercu, Associates Simona Strava and Cristina Ciomos, and more than 10 other lawyers from the banking, data protection, IP, litigation, and white-collar crime teams.

The Filip & Company team was led by Stancu Birsan and Partner Cristina Filip and included Partners Alexandra Manciulea, Catalin Suliman, Eliza Baias, Olga Nita, George Trantea, Ioana Roman, and Cristina Tudoran, Senior Associates Rebecca Marina, Camelia Iantuc, Simona Ungureanu, Alin Grapa, and Diana Gavra, and Associates Marius Gheldiu, Raluca Bita, Andrei Banescu, Daria Olteanu, Monica Popa, Valeriu Iliescu, Ionut Blidar, Tudor Dobinda, Ruxandra Tenea, Madalina Cristache, Teodor Trandafir, Cezara Diaconescu, Malina Palade, and Alina Savastre, among others.

Schoenherr has advised Enery on its ten-year virtual cross-border power purchase agreement with Asahi Europe & International’s Dreher Breweries in Hungary.

The agreement aims to provide green energy and guarantees of origin for the production at Dreher Breweries’ facilities in Hungary, Schoenherr reported. “Under the deal, Austria-based Enery will provide the venerable Hungarian brewery with 14 gigawatt-hours of certified renewable electricity a year, starting from January 2025. This marks Enery’s second long-term VPPA with subsidiaries of Asahi Europe & International, following a 50-megawatt-peak VPPA with Romania’s Ursus Breweries concluded in 2023.”

Enery has an operating renewable energy portfolio of 312 megawatts, generating almost 450 gigawatt-hours, as well as a development pipeline of more than 8 gigawatts in 11 countries.

According to the firm, the contract supports Asahi Europe & International’s goal of becoming carbon neutral in all its breweries by 2030 and is also “one of the first major PPAs in the Hungarian FMCG sector, as well as a sustainability undertaking yet to be followed in the local food industry.”

The Schoenherr team was led by Romania-based Partner Monica Cojocaru and Managing Attorney at Law Vlad Cordea and included Hungary-based Attorney at Law Gergely Horvath.

E+H and Noerr have advised Coveris on the acquisition of S&K Label in the Czech Republic. Deloitte Legal reportedly advised the sellers.

Coveris describes itself as a leading European packaging company that manufactures flexible and sustainable solutions for some of the world’s most respected brands.

According to E+H, “for Coveris, this is the third acquisition in Central and Eastern Europe, following the acquisition of two flexible packaging companies in Hungary and Poland, and is the first acquisition of a labels manufacturer outside the UK. This strategic expansion underlines Coveris’ aim to build a pan-European business platform and further strengthen its presence in mainland Europe.”

The E+H team included Partners Clemens Lanschuetzer and Judith Feldner and Associates Alexander Moser, Georg Ball, and Yvonne Handler.

The Noerr team included Counsel Michal Janicek, Senior Associate Matej Bolek, and Associates Tereza Marek and Stepan Gresak.

Schoenherr has advised the TeraPlast Group on its acquisition of the Wolfgang Freiler Group from Austria’s Uhl family.

The Romania-based TeraPlast Group is a polymer processor in South-Eastern Europe. Its member company TeraPlast SA is listed on the Bucharest Stock Exchange. The transaction included production facilities in Hungary as well as a distribution division in Hungary, the Czech Republic, Austria, Germany and France.

“The acquisition extends and complements TeraPlast Group’s product portfolio, facilitating the access to new, high potential markets in Central and Western Europe,” Schoenherr announced. “Polytech and Pro-Moulding, the two subsidiaries of the Wolfgang Freiler Group, carry out production activities in Hungary, while Freiler oversees the distribution activity. Polytech manufactures pipes for the protection of electrical cables and optical fibres while Pro-Moulding specialises in plastic injection.”

The Schoenherr team was led by Markus Piuk and included Hungary-based Partner Kinga Hetenyi, Attorneys at Law Mark Kovacs, Adrian Menczelesz, and Aron Hegyi, and Associate Noemi Suller; Romania-based Partner Narcisa Oprea and Senior Attorney at Law Cristina Tudoras; and Austria-based Associate Alexandra Jelinek.

The firm did not respond to our inquiry on the matter.

Dentons, Binder Groesswang, and Djingov Gouginski Kyutchukov & Velichkov have advised UniCredit Bulbank and the EBRD on the financing for Enery Development’s construction and operation of a large-scale solar plant in north-eastern Bulgaria set to add 112.5 megawatts of solar power generation to the country’s electricity system. Schoenherr reportedly advised Enery Development.

According to Dentons, the “EBRD guaranteed up to EUR 25 million of the financing under its risk-sharing framework.  This was the first greenfield renewable project financed under this framework.”

The Tsenovo solar plant is sponsored by Enery Development, a Vienna-based infrastructure company with more than 300 megawatts of operational renewable energy plants across Central and Eastern Europe. Enery is supported by the Three Seas Initiative Investment Fund.

The Dentons team included Bucharest-based Partner Claudiu Munteanu-Jipescu, Counsels Maria Tomescu and Elena Vlasceanu, and Associate Cristina Staicu, and Warsaw-based Partner Mark Segall and Trainee Solicitor Magdalena Luniak.

The Binder Groesswang team included Partner Stefan Tiefenthaler, Attorney at Law Mathias Drescher, and Associate David Schneebauer.

The DGKV team included Partners Milan Pandev and Kaloyan Krumov, Senior Associates Maya Mircheva and Deyan Bogdanov, and Associates Zhanet Miteva and Yana Dimitrova.

Act Legal has advised Doosan Skoda Power on executing an EPC agreement with Orlen. SSW Pragmatic Solutions advised Orlen. The total value of the project exceeds EUR 125 million.

Doosan Skoda Power is a manufacturer and supplier of turbine generator units.

According to Act Legal, “Doosan Skoda Power struck an EPC agreement with Orlen for the modernization of the TG-4 and TG-5 turbine generator sets, of 55 megawatts each, at Orlen’s combined heat and power plant in Plock, as well as a long-term service agreement.”

Moreover, Act Legal reports that PKN Orlen’s “combined heat and power plant in Plock is the biggest industrial CHP plant in Poland and one of the largest in Europe in terms of thermal capacity; it produces heat and electrical power in a high-efficiency cogeneration process. It is also a major supplier of heat contained in steam and heating water, as well as electricity, used for production facilities and external customers, including the city of Plock.”

The Act Legal team included Czech Republic-based Partner Jan Havel and Senior Lawyer Jakub Adamek as well as Poland-based Managing Partner Marek Wojnar and Senior Lawyer Piotr Gizynski.

The SSW team included Partner Hubert Wysoczanski and Counsel Katarzyna Cybulska.

Walless has advised the Med Grupe shareholders on the sale of their pan-Baltic dental equipment distribution business to Straumann. Sorainen reportedly advised the Straumann Group.

Med Grupe is a distributor of dental products in the Baltic states.

Straumann is a tooth replacement and orthodontic solutions company that operates brands specializing in restorative, prosthetic, corrective, and digital dentistry, including Anthogyr, ClearCorrect, Dental Wings, Medentika, Neodent, NUVO, and Straumann, among others.

A few days prior, Straumann Holding purchased Schmidt Dental in Poland (as reported by CEE Legal Matters on January 31, 2024).

The Walless team included Managing Partner Dovile Burgiene, Partners Aiste Medeliene and Darius Miniotas, Associate Partner Sarunas Basijokas, and Associates Ieva Pikaite and Mykolas Luksenas.