Category: Deals and Cases

White & Case has advised EP Equity Investment III on a lock-up agreement relating to Casino Group’s financial restructuring, alongside Fimalac and Attestor, with the Casino Group and some of its main creditors.

EP Equity Investment III is controlled by Czech businessman Daniel Kretinsky.

Established almost 125 years ago, the Casino Group is a food retailer with more than 11,500 stores across France and Latin America.

According to White & Case, “the signing of the lock-up agreement is a continuation of the agreement in principle reached on July 27, 2023, by the EP Group, Fimalac, and Attestor (the consortium) with the Casino Group and certain secured creditors. The financial restructuring provides for an equity injection of EUR 1.2 billion, comprising EUR 925 million subscribed by the consortium, as well as a reduction of the Casino Group’s financial indebtedness by EUR 6.1 billion. Upon completion of the planned restructuring, the Consortium will control the Casino Group via a special purpose vehicle controlled by EP Equity Investment III.”

The White & Case team was led by Paris-based Partner Saam Golshani and included Paris-based Partners Franck De Vita, Denise Diallo, Jean Paszkudzki, Severin Robillard, Estelle Philippi, Alexandre Jaurett, and Orion Berg, London-based Partners Monica Barton and James Greene, and Brussels-based Partner Thomas Glauden as well as further lawyers in Paris, London, Luxembourg, Brussels, and Dubai.

White & Case did not respond to our inquiry on the matter.

WKB Lawyers, working alongside Norway-based Advokatfirmaet Wiersholm, has advised Orkla on the sale of a 40% stake in Orkla Food Ingredients to Rhone. Norway’s Thommessen reportedly advised Rhone.

Orkla is an industrial sector company operating in areas such as paints and coatings, food, sweets, and snacks. Orkla Food Ingredients is a capital group operating in the production and distribution of a wide range of semi-finished food products.

Rhone is a private equity firm focusing on investments in global enterprises.

According to WKB, Rhone acquired 40% of shares in “Orkla Food Ingredients based on the valuation of Orkla Food Ingredients at approximately NOK 15.5 billion (approximately PLN 5.8 billion).”

The WKB team included Partner Jakub Jedrzejak, Counsels Wojciech Kulczyk, Agata Mietek, and Piotr Gajek, Attorneys at Law Sebastian Wozniak, Piotr Popielarski, Marta Czarnecka, and Tomasz Feliszewski, and Lawyers Ryszard Rutkowski, Mateusz Malinowski, Marcin Lorenc, Aleksander Zielinski, Klaudia Radwanska, Malgorzata Skorska, Paulina Wolszczak, Marika Olczykowska, Maciej Gniewosz, Joanna Staroszczyk, Katarzyna Wojcikowska, Martyna Jarosik, and Magdalena Zielinska.

Editor’s Note: On November 23, 2023, Wolf Theiss announced it had advised Orkla on the transaction as well. The firm’s team included Slovakia-based Partner Bruno Stefanik, Counsel Zuzana Hodonova, Senior Associate Vladimir Simkovic, and Associates Jozef Vircik, Kristina Semanska, Miroslav Michler, Peter Dibala; and Viktoria Achbergerova; Hungary-based Partner Janos Toth, Senior Associate Peter Ihasz, and Associate Dorottya Mercsek; and Czech Republic-based Counsel Tereza Naucova, Senior Associate Michal Matous, and Associate Kamila Webb.

DLA Piper has advised Romanian grain and oilseed trader East Grain on the sale of a majority stake in the company and its Hungarian subsidiary to the Czech Republic’s Agrofert group. Schoenherr advised the buyer.

According to DLA Piper, the deal was undertaken through a capital increase and “ranks as one of the most important foreign investments for the Romanian agribusiness ecosystem in recent years. The deal will also allow East Grain, already active in Romania, Hungary, and Serbia, to explore new opportunities, increase its capacities, and enlarge its market footprint.”

With this transaction, Agrofert entered the Romanian agribusiness market, expanding its footprint in the country, where it was already active in the fertilizers distribution sector, Schoenherr reported.

Agrofert is a Czech conglomerate holding company headquartered in Prague. It operates agriculture, food, chemical, construction, logistics, forestry, energy, and mass media companies. It has over 250 subsidiary companies and focuses primarily on Central Europe.

East Grain was founded in Romania in 2007 and expanded to Hungary in 2017. It operates in grain and oilseeds trading, logistics, grain storage, and feed and inputs production. In 2021, the group traded 500,000 tons of grain and oilseeds, supplied inputs for 40,000 hectares of land, transported 20,000 truckloads of goods, and stored 60,000 tons of grains.

The DLA Piper team included Country Managing Partner Marian Dinu, Senior Associate Sandra Cahu, and Associate Noemi Popa.

The East Grain in-house team was led by Corporate Legal Counsel Zsuzsa Nagy.

The Schoenherr team was led by Partner Madalina Neagu and included Bucharest-based Partner Georgiana Badescu, Local Partner Madalina Mitan, Senior Attorney at Law Mihaela Popescu, and Attorney at Law Alexandra Smahon, and Budapest-based Local Partner Kinga Hetenyi and Attorney at Law Adrian Menczelesz.

TGS Baltic, working with Oppenhoff, has advised Hawesko on its partnership with the Dunker Group through the acquisition of 50% of Dunker Group’s shares. Triniti advised Arkastro OU, the holding company of Dunker Group founder Arvo Kask, who sold his stake to Hawesko.

Hawesko is a wine trading group. The Dunker Group is a wine and spirits wholesale trading group in the Baltics.

According to TGS Baltic, “until now, Dunker has been managed in partnership by the shareholders Andres Villomann and Arvo Kask (50% each). The latter is selling his shares to the Hawesko Group and leaving the management. The Hawesko Group is thus expanding its international activities and tapping into the Baltic market.”

The TGS Baltic team included Lithuania-based Partners Dalia Tamasauskaite-Ziliene and Marijus Krisciunas, Of Counsel Aleksandra Fedotova, and Senior Associates Jonas Salna and Ruta Tikuisyte; Estonia-based Partners Kadri Kallas and Helmut Pikmets, Associate Partner Triinu Jarviste, Senior Associates Mirko Kikkamagi, Mari Anne Rohtla, Sergei Jegorov, and Mari-Liis Orav, Associate Eva Arumets, and Lawyers Stina-Maria Lusti and Melmariin Salumae; and Latvia-based Partner Andra Rubene, Senior Associate Rudolfs Vilsons, and Associate Evija Abele.

The Triniti team included Partners Siim Maripuu and Ergo Blumfeldt, Attorney at Law Mikk Pold, and Lawyers Janel Jan-Marcus Lohvart and Peeter Paju.

BPV Braun Partners and Komarevski Dimitrov & Partners have advised Witte Automotive on its acquisition of a majority stake in Ruse-based Forez BG from FH Holding. PwC Legal advised FH Holding on the deal.

According to KDP, “Witte Automotive is among the technological leaders in the field of mechatronic locking systems. Forez BG is one of its main suppliers of plastic components in Bulgaria.”

The BPV Braun Partners team included Partner Arthur Braun.

The Komarevski Dimitrov & Partners team included Partner Venelin Dimitrov and Senior Associate Iva Georgieva.

The PwC Legal team included Czech Republic-based Attorneys at Law Vendelin Balog and Martina Sedlackova and Bulgaria-based Attorney at Law Krassimir Stephanov.

JSK and Majernik & Mihalikova have advised the Genesis Private Equity Fund IV on its investment in the PFX visual effects, advertising, animation, and post-production studio based in the Czech Republic and Slovakia. Peyton Legal reportedly advised PFX.

According to JSK, PFX employs an international team of more than 160 talented artists and has been providing cutting-edge services for more than a decade, during which it has transformed from a small boutique studio into a major and trusted company in Central and Eastern Europe.

The Genesis Private Equity Fund IV is a private equity fund belonging to Genesis Capital. It offers financing for growth and development to small and medium companies in Central Europe. Since its foundation in 1999, Genesis Capital has advised six private equity funds with a total volume exceeding EUR 350 million. These funds have supported more than 60 companies.

“The investment in PFX is the culmination of our efforts to date to find the ideal platform for GPEF IV to enter this dynamic industry,” Genesis Capital Equity Partner Martin Vilis commented. “PFX has demonstrated its exceptional quality and sustainable organic growth in recent years. In addition, we have found highly experienced and passionate growth partners in the founders of the company who fit perfectly with Genesis Capital’s investment strategy.”

“We enjoy projects in less traditional fields,” JSK Partner Tomas Dolezil said. “This was one of them. It’s interesting to look behind the scenes of a post-production studio and think about some of the legal issues in this context.”

The JSK team was led by Dolezil and Senior Associate Daniel Pospisil and included Senior Associates Klara Smidova and Hana Cislerova and Junior Associate Lukas Tomanek.

Gecic Law, working with Deloitte Legal and RPHS Law, has advised MTS on a dispute with Pristina authorities stemming from the decision to revoke MTS’s operating license in Kosovo.

MTS d.o.o. is a subsidiary of Telekom Srbija.

According to Gecic Law, “the contentious decision threatened to halt MTS’s operations within Kosovo, wiping out its registration from the business registry. These actions by the authorities were predicated on claims that MTS’s official documents clashed with local constitutional provisions and regulations.” In September 2023, the “Commission for Reviewing Business Registration Complaints of the Ministry of Industry, Entrepreneurship, and Trade in Pristina redacted its former decision, thereby reinstating MTS’s registration in the business registry.”

The Gecic Law team included Founding Partner Bogdan Gecic, Partner Ognjen Colic, Senior Associate Vuk Lekovic, and Counsel Branko Gabric.

The RPHS Law team included Partner Kushtrim Palushi.

Cerha Hempel, working with Snell & Wilmer and Burges Salmon, has advised customized electronics manufacturer DiscoverIE Group on its acquisition of Slovakia-based antennas manufacturer 2J Antennas Group.

The transaction closed on September 12, 2023, and was valued at approximately EUR 52.5 million.

DiscoverIE is an international group of businesses that designs and manufactures innovative electronic components for industrial applications. It provides application-specific components to original equipment manufacturers (OEMs) internationally and employs approximately 4,700 people across 20 countries, with its principal operating units located in Continental Europe, the UK, China, Sri Lanka, India, and North America.

Founded in 2002, 2J is a leading designer and manufacturer of high-performance antennas for industrial electronic connectivity applications, according to Cerha Hempel. 2J is based in Bardejov, Slovakia, with subsidiaries in the US and UK, and sells in more than 50 countries.

The Cerha Hempel team included Austria-based Partner Albert Birkner and of Counsel Sergei Makarchuk and Slovakia-based Partner Jozef Bannert and Senior Associates Dusan Hrnciar, Andrej Bartakovic, Lucia Lalikova, and Roman Grigel.

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

Editor’s Note: After this article was published, PwC Legal announced it had worked with Majernik & Mihalikova to advise the sellers.

The PwC Legal team included PwC CEE Head of Legal Hugh Owen, Senior Attorney Jana Borska, and Lawyers Ladislav Haladej, Ondrej Suriak, and Anna Pospisilova.

The Majernik & Mihalikova team included Partner Katarina Mihalikova.

Dentons has advised Wavestone on its combination with Q-Perior. Taylor Wessing advised Q-Perior.

The transaction remains contingent on regulatory approval.

Wavestone is a French consultancy group listed on Euronext Paris.

Q-Perior is a consulting company operating in the Germany-Switzerland-Austria region.

According to Dentons, “the combination of the two firms will create a European champion in the consulting market with over 5,500 employees.”

The Dentons team included Warsaw-based Partner Piotr Dulewicz, Senior Associate Bartosz Juszczak, and Associate Aleksandra Redzisz, Bucharest-based Partner Cristina Daianu and Counsel Cristina Marcu, as well as further team members in Paris, Berlin, Duesseldorf, London, New York, and Ottawa.

Taylor Wessing fielded teams from its offices in Germany and France.

Clifford Chance has advised Ceska Sporitelna and UniCredit Bank Czech Republic and Slovakia on their financing for the Oriens holding’s Moravia Containers in relation to the acquisition of Steelmart. Havel & Partners advised the borrower.

Moravia Containers is a European manufacturer in the field of modular buildings and residential, sanitary, and technological containers. It is owned by Oriens, an industrial investment holding active in the Czech Republic, Hungary, Slovakia, Poland, and Germany. According to Clifford Chance, the acquisition “will allow Moravia Containers to establish a new production facility for its business.”

According to the firm, the cooperation between Moravia and the lending banks has been ongoing since 2019 and covers several acquisitions in the relevant sector, including the acquisition of Contimade in 2021 (as reported by CEE Legal Matters on March 21, 2021).

The Clifford Chance team was led by Partner Milos Felgr and Counsel Dominik Vojta and included Associate Bara Mika and Junior Lawyer Pavlina Tomeckova.