Category: Deals and Cases

CMS has advised a syndicate of banks led by ING Bank on the postponement of loan payments under the USD 450 million pre-export facility for Ukraine’s Kernel Group. Linklaters reportedly advised the Kernel Group. Allen & Overy reportedly advised Natixis, another lender.

According to CMS, “the terms of repayments postponement have been developed and agreed upon in parallel for several bank creditors of Kernel, including Natixis, the EBRD, and the EIB, following a fair treatment principal approach. According to the agreed terms, Kernel will continue to pay interest accrued on loans in accordance with the terms of loan agreements, whereas the principal repayment is postponed until June 30, 2023.”

“The payment terms adjustment was required due to the severe disruptions to the business processes and logistics for the supply of grain and sunflower oil, caused by the Russian invasion of Ukraine, in particular the blockade of Black Sea ports,” CMS added. “The agreement in relation to the bank debt repayment reached with the creditors of the Kernel Group would provide the necessary financial stability for the Kernel Group to work in the current unprecedented circumstances of the Russian aggression against Ukraine.”

Kernel is a Ukrainian bottled sunflower oil producer and seller. According to CMS, before the war, Kernel was ranked first in the world in sunflower oil production and export.

CMS previously advised a syndicate of banks led by ING Bank on the extension of a pre-export facility for Ukraine’s Kernel Group as well as an increase in the credit facility to USD 420 million (as reported by CEE Legal Matters on November 9, 2021).

The CMS international team was led by Kyiv-based Counsel Kateryna Chechulina and included Partner Ihor Olekhov, Senior Associate Mykola Heletiy, Associates Khrystyna Korpan, Ivan Pshyk, Iryna Barlit, and Roman Hryshyn-Hryshchuk, and Trainee Ruslan Dotsenko, as well as Sofia-based Partner Elitsa Ivanova and teams from the firm’s Switzerland and Luxembourg offices.

BDK Advokati has advised Croatia’s Degordian on its acquisition of a 51% stake in Serbian e-commerce software development company Shopycode.

Degordian is a Croatia-based multinational digital-first agency.

According to BDK Advokati, “after this acquisition, Degordian’s digital unit and Shopycode became one team who can offer 360 solutions in the sphere of digital products.”

BDK Advokati’s team included Senior Partner Vladimir Dasic and Associate Sanja Dedovic.

Schoenherr has advised Metro on its acquisition of a 25% stake in Kosik Holding with a 5% option on top if Kosik expands into other CEE markets in collaboration with Metro. White & Case reportedly advised Kosik.

Kosik Holding is the parent company of the Kosik.cz and Kolichka.bg online supermarket, an e-grocery delivery service currently active in the Czech Republic and Bulgaria. The company currently serves 190,000 customers across the Czech Republic and fulfills around 6,000 orders daily.

Metro is a food wholesale company serving approximately 17 million customers in more than 30 countries and employing over 93,000 people worldwide.

Schoenherr’s team included Czech Republic-based Partner Vladimir Cizek, Attorneys at Law Michal Jendzelovsky, Ondrej Havlicek, Stanislav Bednar, Helena Hangler, Jak Kupcik, and Viktor Pakosta, and Associates Natalie Dubska and Sebastian Speta, together with Bulgaria-based Partner Alexandra Doytchinova, Local Partner Stefana Tsekova, Counsel Elena Todorova, and Attorneys at Law Katerina Kaloyanova-Toshkova and Ventsislav Tomov.

CMS has advised the EBRD on a EUR 10.8 million loan to Serbian machine manufacturer Stax Technologies.

According to CMS, Stax is a manufacturer of paper tissue packaging machines based in Konjevici. “It intends to use these funds to expand its production facilities, purchase state-of-the-art equipment, and implement energy efficiency improvements, including the installation of a new 300-kilowatt rooftop solar power system, which will allow the company to produce the energy it needs for its own operation in a sustainable way.”

The CMS team included Warsaw-based Partner Rafal Zakrzewski and Lawyer Michal Horelik, Kyiv-based Senior Associate Orest Matviychuk and Associate Ivan Pshyk, and Belgrade-based Partner Milica Popovic, Counsel Marija Marosan, Attorney at Law Jovana Bingulac, and Lawyer Ksenija Boreta.

CMS did not respond to our inquiry on the matter.

Clifford Chance and its Turkish affiliate Ciftci Attorney Partnership have advised Arcelik on the establishment of a joint venture between its Ardutch subsidiary and Whirlpool Corporation subsidiary Whirlpool EMEA Holdings to create a new standalone business in the European home appliances sector. Latham & Watkins advised Whirlpool.

Arcelik produces home appliances and consumer durables. It has 45,000 employees in 53 countries, 30 production facilities in nine countries, and 12 brands overall.

According to Clifford Chance, “both companies will transfer their European subsidiaries to the new standalone business, which will combine their manufacturing expertise, European appliance brands, distribution, and sales networks and will also build on both companies’ strong track record in, and commitment to, innovation and sustainability. The new company will have production sites across multiple European countries with more than 20,000 employees with a combined net revenue of approximately EUR 6 billion.”

“Whirlpool will own 25% and Arcelik 75%, subject to adjustments,” in the newly formed entity, Latham & Watkins reported.

The Clifford Chance team included Prague-based Managing Partner Alex Cook, Counsel Michal Jasek, Senior Associate Stanislav Holec, Lawyer Tomas Prochazka, and Junior Lawyer Martin Hrachovina, Istanbul-based Ciftci Attorney Partnership Partner Itir Ciftci, as well as additional team members from Warsaw, Bucharest, London, Amsterdam, Brussels, Paris, Milan, Frankfurt, Duesseldorf, New York, and Washington.

Kocian Solc Balastik has advised J&T Agriculture and Ecology on its acquisition of 11 companies within Spearhead Czech and Spearhead Slovakia and the related acquisition financing by a banking group led by Komercni Banka. Clifford Chance advised the lenders.

The lenders also included Raiffeisenbank a.s. and UniCredit Bank Czech Republic and Slovakia.

According to KSB, the acquired companies, located in the vicinity of Kardasova Recice, Jihlava, Hradec Kralove, Olomouc, and Nitra in Slovakia, are primarily active in the field of crop and livestock production.

J&T Real Estate Group company J&T Agriculture and Ecology specializes in agricultural investments. The company has headquarters in Prague.

“Thanks to the acquisition, J&T Agriculture and Ecology, which started its agricultural business in 2020, became the number two company on the Czech agricultural market in terms of the size of cultivated land – 37,000 hectares after the acquisition,” KSB informed.

The KSB team included Managing Partner Pavel Dejl, Partners Jiri Hornik and Martin Krejci, Counsel Ivo Prusa, Lawyers Jakub Porod, Martin Vrab, and Tomas Travnicek, and Junior Lawyers Zuzana Slaba and Karolina Vosatkova.

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

Vukmir & Associates and BH Legal have advised CEFTA on a cross-border project titled CEFTA Intellectual Property and Related Rights 2021-03.

According to Vukmir & Associates, “the overall objective of the project was to contribute to enhancing the competitiveness of the CEFTA Parties (Albania, Bosnia and Herzegovina, Moldova, Montenegro, North Macedonia, Serbia, and Kosovo) by supporting regional economic integration as envisaged in the CEFTA 2006 and Common Regional Action Plan 2021-2024 in removing trade barriers related to intellectual property rights. The specific purpose of the project was to support developing a regional framework on trade-related aspects of intellectual property and related EU Acquis and best European practices and standards.”

The Vukmir & Associates team included Partner Mladen Vukmir, Senior Attorney Aleksandar Bijelic, and Attorney Lidija Gepert.

The BH Legal team included Partners Mirna Milanovic-Lalic and Jasmina Suljovic.

Adon Legal has advised Lithuanian real estate developer Galio Group on receiving financing from Latvia’s SEB Banka to complete the development of the Riga-based Gustavs Business Center.

According to Adon Legal, “the bank extended a loan in excess of EUR 15 million, which the Galio Group will use for the final stage of development of the Riga-based Gustavs Business Center. The Gustavs Business Center is the first project to be launched in Riga by the Galio Group. The first building of the Gustavs Business Center will be a tailor-made office for the SEB Global Services center in Riga. The project will transform the industrial district into a 41,000 square-meter BREEAM New Construction Excellent office space.”

According to the firm, the new financing transaction is an extension of a project started in 2021, when SEB Global Services agreed to rent one of three office buildings in the Gustavs Business Park to be developed by the Galio Group.

Last year, Adon Legal also advised the Galio Group on a EUR 26 million loan from Citadele Bank in relation to an office complex project in Vilnius (as reported by CEE Legal Matters on February 4, 2022). 

Adon Legal’s team was led by Partner Marius Matiukas.

Law Office Korotaj and ODI Law have advised Croatian travel agency Gaveia on the acquisition of Slovenia’s Avtokampi.

Avtokampi is a Slovenian camping company with its headquarters in Ljubljana. Gaveia is a Croatian online travel agency founded in 2015.

The Korotaj team included Founding Partner Ronald Korotaj, Attorney at Law Tena Lovric, and Trainee Simon Radovcic.

ODI’s team was led by Partner Branko Ilic and Senior Associate Primoz Mikolic and included Associate Eva Hafnar.

Vukmir & Associates and Fatur Menard have advised the Deimos Group on the acquisition of Croatian companies Nutrifit and Palco and their Palco and Nutrifit joint venture in Slovenia. Brescia Miccoli e Associati reportedly advised the Deimos Group as well.

Financial details were not disclosed.

The Deimos Group is an Italian distributor of food ingredients and chemical specialties for industries that operate in the life sciences market.

According to Vukmir & Associates, the “target companies in Croatia and Slovenia operate in the same sector, i.e., the distribution of commodities and specialties for the food, feed, and life sciences sector. By this acquisition, the Deimos Group has established a foothold in Southeastern Europe, which is a first step towards the expansion of its activities outside the Apennine Peninsula.”

The Vukmir & Associates team included Partners Tomislav Pedisic and Sanja Tkalec Kovac, Senior Associates Tea Cerinski and Andrea Kozul Pedisic, Associates Lidija Gepert and Karlo Brekalo, and Trainees Petra Prkacin and Dominik Ljubic.

The Fatur Menard team included Partner Maja Menard, Senior Associates Lea Vatovec Miklavcic, Martin Carni, and Rok Reja, and Junior Associate Klara Jerman.