Category: Deals and Cases

Sorainen has advised Luminor Bank on its acquisition of a 99% stake in Maksekeskus (MKK). Cobalt advised MKK shareholders Inbank, Omniva, Olsson & Nielsen Nordic, and Art Lukas, the company’s CEO.

The transaction remains contingent on regulatory approval by the Estonian Financial Supervision Authority and the Estonian Competition Authority.

Luminor is a Tallinn-headquartered financial services provider operating in the Baltics.

MKK offers e-shops and their customers secure and convenient payment solutions and other services related to e-commerce in Estonia, Latvia, Lithuania, and Finland.

“The Baltics is one of the most dynamic e-commerce markets in Europe and this acquisition will allow us to participate in this fast-growing and developing area,” Luminor CEO Peter Bosek commented. “It will also transform our small and medium-sized enterprise offering for the benefit of our customers. We see great alignment with our vision to support the growth in small and medium-sized enterprises and the broader Baltic economies. Our pan-Baltic reach will help to accelerate MKK’s expansion into Latvia and Lithuania, and the acquisition will strengthen our small and medium-sized enterprise footprint in Estonia.”

The Sorainen team was led by Estonia-based Counsel Lauri Liivat and included Partners Toomas Prangli and Katlin Krisak, Counsel Piibe Lehtsaar, Of Counsel Isabella Barbara Tisenhusen, Senior Associates Monika Tomberg and Britta Retel, Associates Liisa Kuuskmaa, Nele Suurmets, and Kristi Tammiku, and Assistant Lawyer Karl Joonas Kendla, as well as Latvia-based Partner Rudolfs Engelis and Of Counsel Martins Rudzitis, and Lithuania-based Partner Tomas Kontautas and Associate Ieva Dagyte.

The Cobalt team was led by Senior Associate Madis Reppo and included Partner Peeter Kutman and Assistant Lawyer Ken Saksniit.

Schoenherr, working with Latham & Watkins, has advised Chaos on its merger with Enscape. PwC Legal reportedly advised Enscape in Germany.

Closing is expected in the first quarter of 2022, pending regulatory approval.

According to Schoenherr, Bulgaria’s “Chaos is a global leader in computer graphics technology, empowering artists and designers to create photorealistic imagery and animation across all creative industries. Founded in 1997, the company develops 3D rendering and simulation software that is used daily by top design studios, architectural firms, advertising agencies, and visual effects companies around the world.”

Founded in 2017, Enscape offers solutions that connect directly to modeling software for the architecture, engineering, and construction industry, integrating design and visualization workflows.

According to the firm, the transaction “will create a global leader in the 3D visualization and design workflow software sectors, with a focus on the AEC, visual effects, and product design verticals. The newly combined company will retain the Chaos name and all products from both company portfolios will continue to operate and be available under their respective names. The joint workforce will total more than 500 employees across the globe with corporate headquarters in Karlsruhe, Germany and additional offices in Sofia, Prague, Tokyo, Seoul, Los Angeles, and New York.”

Schoenherr’s team included Sofia-based Partner Alexandra Doytchinova, Attorneys at Law Stela Pavlova-Kaneva, Ventsislav Tomov, and Ivelina Vassileva, and Associates Gergana Roussinova-Ivanova and Kristina Bozhinova, as well as Prague-based Attorneys at Law Stanislav Bednar, Libuse Docekalova, and Helena Hangler.

Cerha Hempel has advised CA Immobilien Anlagen on its sale of the R70 office building to Epkar. Kalman & Partners reportedly advised the buyer.

The R70 office building is located in Budapest and has around 19,200 square meters of gross leasable area.

Founded in 1987, CA Immo is a Vienna-headquartered real estate company with branches in seven Central European countries. The company’s business involves office building leasing, management, and development.

Epkar is a Hungarian company operating in the construction industry.

“This sale is in line with the strategic capital rotation program to secure and increase the attractiveness and sustainability of the CA Immo asset portfolio,” CA Immo announced.

“The sale of the R70 Business Center is one of a series of real estate transactions that highlights the increasing importance of local investors in Hungary,” Cerha Hempel Partner Wilhelm Stettner added.

Cerha Hempel’s team included Budapest-based Stettner and Vienna-based Partner Mark Krenn.

Editor’s Note: After this article was published, Kalman & Partners confirmed that it had advised Epkar. The firm’s team included Managing Partner Bence Magyari, Partner Gergely Bogdan, Senior Tax Advisor Klaudia Sari, and Associate Aniko Vadasz.

Soltysinski Kawecki & Szlezak and Wardynski & Partners, working with Freshfields Bruckhaus Deringer, have advised JP Morgan on Polish law-related aspects of the consolidation of its existing EU credit institutions into one legal entity, JP Morgan SE (JPMSE). Kyriakides Georgopoulos, Matheson, Arendt & Medernach, Kromann Reumert, Wiersholm Law Firm, and Vinge reportedly also advised JPM.

The move remains contingent on regulatory approval.

According to JP Morgan, “the consolidation of the firm’s existing EU legal entity structure into JPMSE has been executed through a merger of JP Morgan Bank Luxembourg and JP Morgan Bank (Ireland) into the German entity – JP Morgan AG. Following that process, JP Morgan AG has been converted into a ‘Societas Europaea,’ a European public company.”

JPMorgan Chase & Co is a US-based financial services firm with worldwide operations. The company specializes in investment banking, financial services for consumers and small businesses, commercial banking, financial transaction processing, and asset management.

The SK&S team, advising on Polish law corporate and regulatory aspects of the reorganization, was led by Partner Marcin Olechowski and included Partner Wojciech Iwanski and Senior Counsel Anna Kratiuk.

The Wardynski & Partners team, advising on the election of SE Work Council members in Polish companies, included Partner Szymon Kubiak and Senior Associate Marcin Wujczyk.

Freshfields fielded teams in Brussels, Madrid, Milan, New York, London, and Paris.

Wiercinski Kwiecinski Baehr and Sorainen have advised Innova Capital Group’s Innova 6 fund on its investment in three dental services companies: DPC, Pomorska Inicjatywa Medyczna, and Medicadent Stomatologia. Walless advised DPC’s founder Simonas Bankauskas. KM Partners Komorowska Michaliszyn reportedly advised PIM and Medicadent on the deal.

According to WKB, DPC, in which Innova has acquired a majority stake, is the largest chain of dental clinics in Lithuania.

Pomorska Inicjatywa Medyczna, operating under the Dentaurus brand, with facilities in Gdansk and Torun, and Medicadent Stomatologia, with clinics in Poznan, Lubon, and Wolsztyn, are Polish dental clinics.

Innova Capital is an independent private equity fund in Poland that invests in controlling stakes of mid-sized companies in the CEE region.

WKB’s team included Partner Jakub Jedrzejak, Counsel Bartosz Laski, Managing Associate Aleksandra Baczykowska, Senior Associates Piotr Popielarski and Magdalena Kurowicka, and Associates Dominik Kulpa, Adrianna Kucharska, Katarzyna Wojcikowska, and Klaudia Kacprzyk.

Sorainen’s team included Partner Algirdas Peksys, Senior Associates Aurelija Daubaraite, Irma Kirklyte, Svetlana Rudaja, and Julija Kirkiliene, Associates Jurgita Tekoriene, Sidas Sokolovas, Auridas Litvinas, and Gabriele Raizyte, and Assistant Lawyer Barbora Bernatonyte.

The Walless team included Partner Dovile Burgiene and Associate Partner Arturas Grimaila.

Selih & Partners has advised Denmark-based ISS on the divestment of its Slovenian subsidiary to B+N Referencia. Kavcic, Bracun & Partners advised the buyers on the deal.

ISS is a facility services provider and this divestment comes as part of a wider 13-country market divestment endeavor in an effort to, according to Selih & Partners, “simplify and focus its business towards key account customers.”

B+N Referencia is a Hungarian facility management company. Last year, as part of the same market move, B+N acquired the ISS subsidiaries in the Czech Republic, Slovakia, Romania, and Hungary (as reported by CEE Legal Matters on April 7, 2021).

Selih & Partners’ team included Partners Spela Remec and Natasa Pipan Nahtigal and Senior Associate Petra Zvrzina.

The Kavcic, Bracun & Partners team included Managing Partner Simon Bracun, Associate Ana Bonca, and Junior Associate Ajda Hirselj Kostrun.

CMS has advised Greiner on the sale of its extrusion division, including operational assets in Austria and the Czech Republic, to Nimbus. KPMG Legal advised Nimbus.

Greiner is an Austrian plastics and foam specialist company.

Nimbus is a Dutch-German investment company and the majority owner of Battenfeld-Cincinnati, one of Greiner’s competitors active in Germany, Austria, the US, and China. According to CMS, “the now affiliated companies intend to exploit synergies in purchasing, at least. Otherwise, both entities will remain independent companies with their organizational structures and market presence.”

CMS’ team included Austria-based Partners Alexander Rakosi, Dieter Zandler, Johannes Hysek, and Sibylle Novak, Counsel Hans Lederer, Attorneys Florian Mayer and Mariella Kapoun, Associates Anna Hiegelsperger, Vanessa Horaceck, Thomas Aspalter, Cornelia Kreuth, and Christoph Birner, and Paralegal Alexandros Hantasch; Czech Republic-based Associate Stepan Havranek and Lawyer Eva Bryndova; Poland-based Partner Blazej Zagorski and Senior Associate Marta Osowska-Buba; and further team members from China, the UK, and France.

KPMG Legal’s team included Partner Eugen Strimitzer, Counsel Stephanie Sauer, Legal Director Jan Frey, Attorneys Petr Janicek and Stefanie Heimel, and Associate Stefan Niederstrasser.

CMS has advised the MOL Group on its acquisition of Lotos Paliwa with assets including 417 petrol stations in Poland. Rymarz Zdort advised the Lotos Group on the sale.

According to CMS, the transaction value was set at nearly USD 610 million, with a “variable element depending on the company’s debt and working capital. The sale of the fuel station network by the Lotos Group is necessary to carry out its planned acquisition by PKN Orlen.”

CMS’ team included Partners Lukasz Szatkowski, Blazej Zagorski, Rafal Zwierz, Piotr Ciolkowski, Malgorzata Urbanska, Agnieszka Skorupinska, Eva Talmacsi, and Helen Rodwell, Senior Associates Rafal Burda, Piotr Prawda, Magdalena Zmyslowska, Grzegorz Paczek, Adam Kedziora, Jagoda Nowakowska, Eliska Copland, Krzysztof Sikora, Wojciech Szopinski, and Maciej Olejnik, and Associates Szymon Klimkowski, Anis Ben Amer, Pawel Ura, Michal Tutaj, Mateusz Mazur, Patrycja Styczynska, and Moritz Kopka.

Rymarz Zdort’s team included Managing Partner Pawel Rymarz, Partners Jakub Zagrajek, Iwona Her, and Robert Krasnodebski, Counsels Aleksandra Dobrzynska-Grezel and Irmina Watly, Associates Kamil Klopocki, Diana Sofu, and Pawel Mazur, and Junior Associate Filip Goledzinowski.

This transaction is part of a greater number of deals arising from the ongoing PKN Orlen – Grupa Lotos merger.

Eversheds Sutherland has advised Gutsverwaltung Illmau company SVK Invest on its acquisition of Dan Agro Holding from Slovakian Field Invest, also advising Raiffeisenbank Waldviertel Mitte on financing the transaction. KPMG Legal advised the seller.

“With this transaction, the group acquired an agricultural farm in Middle Slovakia with more than 1,000 hectares of agricultural land and expands its activities from Austria and the Czech Republic to Slovakia,” Eversheds Sutherland informed.

GV Illmau is an Austrian agricultural company operating in the field of primary agricultural production in northern Austria and the southern Czech Republic. The company manages approximately 1,500 hectares of land.

The Eversheds Sutherland team included Managing Partner Bernhard Hager, Senior Associates Petra Markova, Stefan Palkovic, Katarina Brath Liebscherova, and Maria Sadlonova, and Associate Filip Kozon.

The KPMG team included Associate Partner Marian Dzuroska and Associate Alzbeta Spitova.

CMS has advised the MOL Group on its sale of 185 service stations located in Hungary and Slovakia to PKN Orlen for a total of USD 259 million. Baker McKenzie advised PKN Orlen.

According to CMS, the assets include 144 fuel stations in Hungary and 41 stations in Slovakia.

CMS’ team included Partners Lukasz Szatkowski, Blazej Zagorski, Rafal Zwierz, Piotr Ciolkowski, Malgorzata Urbanska, Agnieszka Skorupinska, Eva Talmacsi, and Helen Rodwell, Senior Associates Rafal Burda, Piotr Prawda, Magdalena Zmyslowska, Grzegorz Paczek, Adam Kedziora, Jagoda Nowakowska, Eliska Copland, Krzysztof Sikora, Wojciech Szopinski, and Maciej Olejnik, and Associates Szymon Klimkowski, Anis Ben Amer, Pawel Ura, Michal Tutaj, Mateusz Mazur, Patrycja Styczynska, and Moritz Kopka.

Baker McKenzie’s team was led by Warsaw-based Partners Magdalena Nasilowska and Tomasz Krzyzowski and included Senior Associate Pawel Jaros; Budapest-based Partner Akos Fehervary and Associates Daniel Orosz, Botond Tass, and Zsofia Tillinger; Prague-based Partner Tomas Skoumal and Senior Associate Michal Simcina; Bratislava-based Partners Lubomir Marek and Tibor Sovcik from Baker Mckenzie’s corresponding law firm of Marek Partners; with the assistance of a further team in London.

The transaction was part of a broader asset swap between MOL and PKN Orlen, following the latter’s planned merger with Grupa Lotos.