Category: Deals and Cases

Moravcevic Vojnovic and Partners in cooperation with Schoenherr has advised Integral Venture Partners on its acquisition of a controlling stake in Chips Way alongside co-investor and industrial partner Nelt Group. Vukina & Partners advised sellers Jagoda Bajevic, Dobroslav Barbaric, Ivana Vujcic, Matko Dropuljic, Vlatko Barbaric, Djordje Dragicevic, Ivana Einfalt, and Tomislav Bajevic.

Integral Venture Partners is an independently owned private equity and growth capital investments firm.

Chips Way, a Serbian salty snacks manufacturer, was founded in 1971 as the first and then only Yugoslavian potato chips manufacturer. According to Schoenherr, “supported by a new institutional shareholder group, Chips Way aims to continue growing its market share across both local and regional markets while further strengthening its legacy brand equity and product portfolio and maintaining high-end quality standards.”

Schoenherr’s team included Partners Luka Lopicic and Andrea Radonjanin and Attorneys at Law Djordje Trifunovic, Pavle Eric, and Bojan Rajic.

The Vukina & Partners team included Partner Fran Vukina and Senior Associate Mislav Vukina.

Koutalidis, working alongside White & Case’s London office, has advised Wren House Infrastructure on its USD 88 million acquisition of equity stakes in Turkish EV charging station company Zorlu Enerji and its Dutch subsidiary, ZES NV. 

Wren House Infrastructure is an affiliate of the Kuwaiti state-owned wealth fund, the Kuwait Investment Authority.

According to Koutalidis, “the deal also involved a  USD 150 million loan restructuring aspect.”

Koutalidis’ team included Partner Evans Courakis and Associate Dimitrios Andriopoulos.

Koutalidis did not respond to our inquiry on the matter.

Schoenherr has advised BHM Group on the acquisition of a portfolio of ten Polish retail parks worth CZK 1 billion. Reportedly, Linkers advised the sellers.

BHM Group, founded in 2014, is an investment group operating in the Czech Republic. It focuses mainly on investments in projects and companies in the fields of new technologies and renewable resources.

According to Schoenherr, “the goal of the newly established retail division is to acquire several dozen retail parks in Central Europe or the Balkans over the next two to three years.”

Schoenherr’s team included Partner Vladimir Cizek, Attorneys at Law Michal Jendzelovsky, Rudolf Bicek, and Libuse Docekalova, and Associates Natalie Dubska and Sebastian Speta.

CMS has advised UGT Renewables on the cooperation agreement with the Electric Power Utility of Montenegro for the joint development of a large-scale solar energy project in the country.

UGT Renewables is a US-based solar energy and storage developer.

According to CMS, “in this and other projects, UGT Renewables will be assisted by its strategic partner Hyundai Engineering, the South Korean engineering, procurement, and construction company that is expanding from the conventional energy sector to the renewable energy sector.”

CMS’ team included Managing Partner Radivoje Petrikic and Senior Attorneys Tamara Zejak and Tamara Samardzija.

CMS did not respond to our inquiry on the matter.

Freshfields Bruckhaus Deringer and Wolf Theiss have advised a consortium of banks on the EUR 800 million revolving ESG-linked credit facility for the Vitesco Technologies Group. Creel Garcia-Cuellar Aiza y Enriquez and Yulchon reportedly advised the banks in Mexico and South Korea, respectively.

The financing was secured by facility agent Deutsche Bank, documentation agent ING Bank, JP Morgan SE, ESG coordinator LBBW, and UniCredit Bank in the form of underwriting, and was subsequently syndicated among an extended group of banks.

According to Freshfields, “with this new RCF, Vitesco Technologies replaces the post-spin-off financing of ultimately EUR 800 million that the company raised about a year ago. The securities agreed upon at that time have now been released by the banks. The release and guarantee negotiations involved a total of ten jurisdictions.”

According to the firm, “in September 2021, Vitesco Technologies had been floated on the stock exchange as a spin-off of the Powertrain division from Continental AG.”

Freshfields’ team included lawyers in Frankfurt, Amsterdam, Paris, Milan, and New York.

Wolf Theiss’ team included Hungary-based Counsel Melinda Pelikan and Associates Laszlo Lovas and Viktoria Horvath, Romania-based Partner Claudia Chiper and Senior Associate Iuliana Stoicescu, and Czech Republic-based Partner Robert David.

Divjak Topic Bahtijarevic & Krka and Tus & Grzic have advised Prvo Plinarsko Drustvo and INA, respectively, on the sale of their stakes in joint-venture company Terra Mineral Fertilizer to the Yildirim Group. CMS advised the Yildirim Group.

According to DTB, TMF is the largest shareholder of the only Croatian fertilizer company – Petrokemija. “The majority stake in Petrokemija has been sold to Turkish conglomerate Yildirim Group, and the completion of the transaction is subject to customary approvals of regulators in several jurisdictions.”

Prvo Plinarsko Drustvo is a subsidiary of Croatian private company ENNA. 

INA is a Croatian multinational oil company, with the Hungarian Mol Group and the Croatian government as its biggest shareholders.

In 2018, DTB advised PPD on the initial acquisition of a stake in Petrokemija (as reported by CEE Legal Matters on November 1, 2018), together with INA, through their joint-venture company TMF.

DTB’s team included Senior Partners Damir Topic and Mario Krka, Attorneys at Law Dina Salapic, Andrej Zmikic, and Ana-Marija Sunko, and Associates Lorena Micik and Andrija Duvnjak.

The CMS team included Croatia-based Partner Marija Zrno Prosic, Attorney at Law Mario Vrdoljak, and Senior Associate Karmen Sinozic, Istanbul-based Partners Done Yalcin and Alaz Eker Undar and Associate Taner Elmas, as well as Austria-based Partner Dieter Zandler.

The Tus & Grzic team was led by Senior Partner Tomislav Tus.

Radu Taracila Padurari Retevoescu and Allen & Overy have successfully represented Romania’s Zenith Media Communications before the CJEU in a dispute regarding the calculation of competition infringement-related fines. 

According to RTPR, as a result of the CJEU decision – while calculating fines for competition infringements – the amount of imposed fines will have to reflect the real economic situation of the sanctioned companies. “For certain companies, such as media agencies, travel agencies, bookmakers, ticket offices, labor recruitment companies, auction houses, etc., the nature of their business requires that various amounts transit the company accounts temporarily and for operational purposes – e.g., advertising budgets, tourist packages, other amounts reimbursed to clients,” the firm reported. “Depending on the accounting approach chosen, this may mean that the balance sheets of the respective companies will also reflect all these amounts in their turnover.”

The CJEU “ruled that proportionality and substance-over-form principles will prevail in the calculation of the percentage fines applied by reference to turnover,” RTPR informed. “The court ruled that the formalist approach whereby when applying the fine the national competition authority takes into account in all instances the accounting turnover of the company, without analyzing the company’s arguments that prove that the turnover mentioned in the balance sheet does not reflect the real economic situation of the company, is contrary to EU law.”

The RTPR team included Partners Valentin Berea and Roxana Ionescu, Managing Associate Andrada Rusan, and Associates Petrus Partene and Laura Costea.

The Allen & Overy team included Budapest-based Counsel Attila Komives.

CMS has advised Marsh on its sale of an 80% stake in Insia to the Unilink Group. Kinstellar advised the buyer.

According to Kinstellar, “together with its recent acquisitions of Safety Broker in Romania and Moldova and I&G Brokers in Bulgaria, Unilink has created the largest insurance distribution platform in six CEE countries, with a volume of premiums brokered of EUR 1 billion.”

“Unilink’s philosophy in building the group in CEE is to work with the founders of the respective companies as they know the local markets best and retain their entrepreneurial mindset,” CMS reported. “Ivan Spirakus will therefore remain a minority shareholder in Insia and will continue as the company’s CEO.”

Insia is an insurance and mortgage broker operating in the Czech Republic and Slovakia.

Marsh is an insurance broker and risk advisor.

The CMS team included Managing Partner Helen Rodwell, Associates Pavel Kocian and Tristan O’Connor, and Lawyer Huyen Vuova.

The Kinstellar team was led by Partner Jan Juroska and Managing Associate Michal Kniz and included Counsel Martina Brezinova, Managing Associate Petr Bratsky, Senior Associate Dasa Labasova, and Associate Denisa Simanska.

Kocian Solc Balastik has advised the VGP Group on expanding its warehouse space in Slovakia and Hungary.

According to KSB, “VGP has expanded the Bratislava VGP Park by 140,000 square meters of warehouse space and is in the process of building a new VGP park in Zvolen, which will have a total area of 52,000 square meters.”

“In Hungary, the first stage of the Budapest Aerozone VGP Park was completed with a 10,000 square meters warehouse for tenant Boxy Logistics,” the firm reported. “Three more stages are to follow to complete the entire site, which will have a total area of 50,000 square meters.”

VGP is an Antwerp-headquartered logistics and semi-industrial real estate developer, manager, and owner. The company has over 300 employees and operates assets in 11 European countries directly and through its joint ventures with Allianz Real Estate.

The KSB team included Partner Jiri Hornik and Lawyer Richard Hamran.

KSB did not respond to our inquiry on the matter.

CMS has advised Bank Gospodarstwa Krajowego on a EUR 600 million bond issuance related to providing support to Ukraine.

According to CMS, “the bonds were issued by BGK on behalf of the Aid Fund, created by BGK, and acquired by the European Investment Bank. The bond issue is part of an effort to support Ukraine, based on the Act on supporting Ukraine.”

According to the firm, “an important element of the project is the involvement of officials responsible for parts of government spending, and other parties authorized by the Prime Minister in Poland, in providing and monitoring support for Ukrainian citizens.”

CMS’ team included Counsel Michal Smiechowski and Associates Przemyslaw Kopka and Marcin Krzemien.

CMS did not respond to our inquiry on the matter.