Category: Deals and Cases

Andrejic & Partners has assisted Israel-based attorney Lior Dagan as the insolvency trustee appointed to Michael David Greenfield in the takeover process of EGFE Hungary.

According to Andrejic & Partners, “Michael David Greenfield, aka Michael Ben-Ari, has been suspected of the largest Ponzi scheme ever in Israel, with over USD 150 million in investor damages. The countries that he allegedly funneled money to included the USA, Hungary, Serbia, Montenegro, and many others. The case is still ongoing, albeit the EGFE Hungary takeover process has been completed.”

According to Seiden Legal, which represents court-appointed trustee Lior Dagan in the US, Greenfield is accused of defrauding hundreds of people in a 15-year-long scheme.

Andrejic & Partners’ team included Partner Aleksandar Andrejic and Associate Sofija Stefanovic.

Vukmir & Associates and Kapolyi, working together with Herbert Smith Freehills’ Paris office, have advised Engie on the spin-off and sale of its construction and services business to Bouygues. White & Case’s Paris office advised the Engie board of directors. Reportedly, Wolf Theiss, AKK, and Python Avocats also advised Engie in Austria, the Czech Republic, and Switzerland, respectively.

According to Vukmir & Associates, “in the first phase of the subject project, Engie has formed a separate division within its parent group covering technical services and facilities management, energy efficiency and regeneration, under the name Equans. The spin-off included 75,000 employees. In the second part of the project, Engie has [agreed to sell] Equans to French giant conglomerate Bouygues.”

According to White & Case, “Bouygues’ firm and binding offer values Equans at EUR 7.1 billion on an enterprise value basis. The proposed transaction will be submitted to the relevant employee representative bodies for consultation and is expected to close in the second half of 2022.”

Engie is a French utility company that operates in the fields of energy transition, electricity generation and distribution, natural gas, nuclear, renewable energy, and petroleum. Bouygues is a French conglomerate.

The project covered a number of European jurisdictions, including France, Germany, Austria, Croatia, the Czech Republic, Hungary, and Switzerland.

The Vukmir & Associates team was led by Partners Tomislav Pedisic and Ivan Cuk and included Associates Tea Cerinski, Marko Knezevic, and Karlo Brekalo.

Kapolyi’s team was led by Senior Attorney Gabor Horvath.

Dentons, working alongside Kirkland & Ellis, has advised KKR and Global Infrastructure Partners on their acquisition of CyrusOne. Reportedly, Paul, Weiss, Rifkind, Wharton & Garrison also advised GIP, while Cravath, Swaine & Moore, Venable, and Eversheds Sutherland advised CyrusOne.

According to Dentons, “this all-cash transaction valued at approximately USD 15 billion, including the assumption of debt, is expected to close in the second quarter of 2022, subject to the completion of closing conditions and regulatory approvals.”

KKR is a private equity firm and Global Infrastructure Partners is a fund manager.

CyrusOne is a real estate investment trust that designs, builds, and operates data centers. The company has 50 data centers across North America, South America, and Europe, which serve more than 1,000 customers.

Dentons’ international team included Prague-based Global Vice Chair Evan Lazar, Romania Managing Partner Perry Zizzi, Bucharest-based Counsel Doru Postelnicu, and further team members in Brazil, Chile, Colombia, France, Germany, Ireland, Mexico, the Netherlands, Singapore, Spain, and the UK.

Cobalt has advised IBM in Estonia, Latvia, and Lithuania on the reorganization and separation of its managed infrastructure services business into Kyndryl, which will operate as an independent company.

The process covered more than 65 jurisdictions worldwide, including the Baltic states. According to Cobalt, “IBM will retain 19.9% of the shares of Kyndryl common stock, with the intention of exchanging those shares for IBM debt during the 12-month period following the distribution, subject to market considerations.”

According to a company press release, “each holder of IBM common stock will receive one share of Kyndryl common stock for every five shares of IBM common stock held on October 25, 2021.”

“The separation of Kyndryl is one of many actions we are taking to sharpen our focus on hybrid cloud and AI, leverage a portfolio clearly focused on technology and consulting, and achieve our growth objectives,” IBM Chairman and CEO Arvind Krishna said. “We look forward to our partnership with Kyndryl as it moves forward as an independent company.”

Cobalt’s pan-Baltic team was led by Partner Guntars Zile and Senior Associate Diana Zepa and included Estonia-based Partners Martin Simovart and Karina Paatsi, Senior Associates Heleri Tammiste, Heili Haabu, and Karli Kutt, and Associate Johanna-Britt Haabu; Latvia-based Partners Sandija Novicka and Toms Sulmanis, Senior Associates Kristine Patmalniece and Ivo Maskalans, and Associate Gabriela Santare; and Lithuania-based Managing Partner Irmantas Norkus, Of Counsel Aurimas Ulevicius, Senior Associates Zygintas Voronavicius and Jovita Valatkaite, and Associate Agne Saliamone.

Editor’s Note: After this article was published, Suciu Popa announced that it had advised IBM on the Romanian legal aspects of the deal. The firm’s team included Managing Partner Miruna Suciu, Partners Dan Ciobanu and Mihai Caragui, and Associates Noemi Siman, Paul Manaila, and Andrei Nicolae.

Arzinger subsequently announced that it had advised IBM on Ukrainian law matters. The firm’s team included Managing Partner Timur Bondaryev, Counsel Alesya Pavlynska, Senior Associates Yana Babych, Tetyana Storozhuk, Tetyana Slabko, and Daryna Hrebeniuk, and Associates Kseniia Lotosh and Anton Rekun.

Deloitte Legal has advised PortfoLion Capital Partners on financing the merger of Hungarian W.UP and the Czech-based Banking Software Company, forming a new company called Finshape.

According to W.UP, “the new entity is the first digital banking solution provider combining low-code platform development expertise with data-driven personalization to catalyze the digital transformation of banks in the post-pandemic economy. Backed by PortfoLion Capital Partners, one of CEE’s leading venture capital and private equity firms, Finshape is the first step in a series of expansions planned across Europe, the APAC, and MENA regions.”

According to the company, “from the start, the 650-strong team of Finshape will serve over 100 clients on four continents, including Raiffeisen, BNP Paribas, Erste, Societe Generale, and Alfa-Bank. The company will be co-led by Petr Koutny, CEO of BSC, and Jozsef Nyiri, CEO of W.UP. The two CEOs share over 40 years of fintech expertise … The deal will see Jeno Nieder, PortfoLion’s deputy CEO, join the post-merger entity as chairman.”

Deloitte Legal did not reply to our inquiry on the matter.

Radovanovic Stojanovic & Partners and Cerha Hempel have advised AIK Banka, Gorenjska Banka, and Agri Europe Cyprus on their acquisition of Sberbank Europe’s shares in six CEE banks. Noerr advised the buyers on Hungarian law, while Maric & Co, Zuric and Partners, Tos & Partners, and Egorov Puginsky Afanasiev & Partners reportedly advised the buyers on Bosnian, Croatian, Slovenian, and Russian matters, respectively.

The transaction included Sberbank Europe AG’s shares in Sberbank Srbija (Serbia), Sberbank Banka (Slovenia), Sberbank BH Sarajevo (Bosnia & Herzegovina), Sberbank Banja Luka (Bosnia & Herzegovina), Sberbank (Croatia), and Sberbank Magyarorszag (Hungary). The target banks hold total assets of EUR 7.329 billion, operate 162 branches in aggregate, and serve approximately 600,000 clients, as of the end of 2020.

According to Cerha Hempel, “the parties signed the share purchase agreement on November 3, 2021. Closing of the transaction is subject to approvals by national and international regulators as well as by national competition authorities and is expected to take place in 2022.”

Radovanovic Stojanovic & Partners’ team included Partners Sasa Stojanovic, Rasko Radovanovic, Anja Tasic, and Nikola Cincovic, Attorney Djordje Vicic, and Associates Zivko Kovacevic and Irina Petrovic.

Cerha Hempel’s team included Partners Albert Birkner, Benjamin Twardosz, and Volker Glas, Senior Associate Martin Eichinger, and Associate Mathias Drescher.

Noerr’s team included Partner Zoltan Nadasdy, Senior Counsel Peter Stauber, Counsels Akos Mates-Lanyi and Akos Bajorfi, and Lawyer Szilvia Andriska.

Editor’s Note: After this article was published, Freshfields Bruckhaus Deringer announced that it had advised Sberbank on the deal. The firm’s team included Moscow-based Partner Mikhail Loktionov and Associate Roman Prudentov and Vienna-based Partners Farid Sigari-Majd and Florian Klimscha, Principal Associates Daniel Lungenschmid, Katharina Kubik, and Eric Leikin, and Associates Maria Tumpel and Maximilian Hohenauer.

JPM Jankovic, Popovic, Mitic, working with Rojs, Peljhan, Prelesnik & Partners and Prebanic & Jusufbasic-Goloman, has advised DuluxGroup on its EUR 194.5 million acquisition of Jub. Jadek & Pensa advised the shareholders of Jub on the deal. Kinstellar and Bogdanovic, Dolicki & Partners have, reportedly, also advised the buyer.

DuluxGroup is an Australian paints group owned by Japan-based Nippon Paint. Jub is a Slovenian paints company.

According to JPM, “Dulux plans to turn Jub into a hub for Central and Eastern Europe, preserve its existing brands, and make it part of Nippon Paint’s R&D community. It is stated that the Nippon Group plans to ‘build a bridgehead’ for decorative paints and external thermal insulation systems in Central and Eastern European markets. The transaction involves the purchase of 99.8% of the Jub Group.”

JPM’s team included Senior Partner Jelena Gazivoda, Partners Jelena Stankovic Lukic, Ivan Petrovic, Jelena Nikolic, Ivan Milosevic, and Aleksandar Popovic, and Senior Associates Bojana Javoric, Anja Sakan, Andrea Cvetanovic, Janez Voncina, and Marko Mrdja.

Jadek & Pensa’s team included Senior Partner Sreco Jadek, Partner Ozbej Merc, and Managing Associate Nastja Merlak.

RPPP’s team included Managing Partner Grega Peljhan, Partner Bojan Sporar, and Senior Associates Rok Kokalj, Aljosa Krdzic, and Jakob Ivancic.

Prebanic & Jusufbasic-Goloman’s team included Senior Partner Olodar Prebanic, Partner Arela Jusufbasic-Goloman, Lawyer Lana Jusufbasic, and Senior Associate Tijana Blesic.

Editor’s Note: After this article was published, Kinstellar confirmed its involvement for CEE Legal Matters. The firm’s team included Senior Associate Marcell Horvath, Associates Csenge Koller, Laszlo Bujaki, Daniel Peter, and Orsolya Staniszewski, and Junior Associates Judit Sos and Robert Nagy.

Selih & Partners, working with Clifford Chance and Savoric & Partners, has advised Allegro on its acquisition of Mall Group and WeDo from the PPF Group, EC Investments, and Rockaway Capital. White & Case advised the sellers on the deal.

Allegro is a Polish e-commerce group. Mall Group is a Czech online retail company. WeDo is a logistics company.

The Selih & Partners team included Partners Spela Remec and Natasa Pipan Nahtigal, Senior Associate Lidija Zupancic, and Associates Nejc Bokalic and Marusa Polak.

Clifford Chance’s team included Warsaw-based Managing Partner Agnieszka Janicka, Partner Grzegorz Namiotkiewicz, Counsels Krzysztof Hajdamowicz and Jaroslaw Lorenc, Of Counsel Nick Fletcher, Head of Antitrust Iwona Terlecka, Senior Associates Katarzyna Aleksandrowicz, Joanna Kaminska, Marta Michalek-Gervais, Aleksandra Ulatowska, Anna Lyczakowska, Marta Matynia, Aleksandra Mielcarek, Grzegorz Nowaczek, and Filip Stawicki, Associates Katarzyna Kuchta, Aleksander Ostafil, Kamila Hora, Julia Piotrkowicz, Krzysztof Regucki, Szymon Rutecki, Marcelina Slugocka, Mariusz Wisniewski, and Nikoletta Koziol, and Junior Associate Milena Machala; Prague-based Managing Partner Alex Cook, Partner Milos Felgr, Counsels Jan Dobry, Petr Sebesta, Michal Jasek, and Milan Rakosnik, Senior Associates Veronika Kinclova, Dominik Vojta, Lawyers Tomas Prochazka, Jakub Vesely, Petr Chytil, and Josef Lysonek, Junior Lawyers Daniela Bencova, Andrej Havko, Hana Kaderabkova, Martin Urban, Tomas Kubala, Jan Christelbauer, Ondrej Dolensky, and Adam Simice, and Paralegal Tomas Novak; and further teams in London and Luxembourg.

White & Case’s team included Partners Jan Andrusko and Ivo Janda, Local Partners Jan Stejskal and Jan Jakoubek, and Associates Iva Cechrakova, Monika Sedlackova, and Lukas Pavlik.

Savoric & Partners’ team included Partner Mia Lazic and Senior Associate Marin Herenda.

Editor’s note: After this article was published, Clifford Chance announced new details pertaining to the transaction. According to the firm, the acquisition was made for a total consideration of EUR 881 million. “The final price might be increased by a price adjustment of up to EUR 50 million based on specific short-term objectives.”

Sorainen, working with Paul, Weiss, Rifkind, Wharton & Garrison, has advised Apollo Global Management on a bond issuance.

The issued bonds comprise EUR 250 million floating rate sustainability-linked senior secured notes due in 2026, EUR 380 million 4.625% sustainability-linked senior secured notes due in 2026, as well as EUR 100 million senior secured revolving credit facility.

According to Sorainen, the proceeds of the debut bond issuance helped Apollo to fund the acquisition of the majority stake in Graanul Invest.

Graanul is a biomass and bioenergy producer, specializing in the production of wood pellets. Graanul operates 12 pellet production facilities in the Baltics and the US, as well as 6 combined heat and power plants in Estonia and Latvia.

“The transaction, completed on October 14, 2021, supports Graanul’s mission to provide sustainable biomass wood pellets as an environmentally friendly alternative to harmful fossil fuels,” Sorainen announced. “The deal also supports Graanul’s work toward reaching European renewable energy targets and positions the company, headquartered in Tallinn, Estonia, for continued international growth as a bioenergy industry leader.”

Earlier this year, Sorainen advised Apollo Global Management on its acquisition of a majority stake in Graanul Invest (as reported by CEE Legal Matters on August 19, 2021).

The Sorainen team was led by Estonia-based Counsel Jane Eespold and Senior Associate Monika Tomberg and included Partner Paul Kunnap, Counsels Kaido Kunnapas and Piibe Lehtsaar, Senior Associates Robin Teever, Britta Retel, and Kaspar Endrikson, Associates Mirjam Metsik and Liisa Maria Kuuskmaa, and Assistant Lawyers Jelizaveta Lazonen and Roberta Mark. Latvia-based Partner Rudolfs Engelis and Counsels Santa Rubina and Aija Lasmane also advised on the matter.

Sorainen was unable to disclose further information on the deal.

Dentons has advised the PPF Group on its sale of mobile phone operator Telenor Montenegro to Hungarian technology company 4iG. Andric Law advised PPF on local Montenegrin law aspects. Kinstellar reportedly advised 4iG on the deal. 

The PPF Group is a privately held international financial and investment group founded in 1991 in Czechoslovakia and residing in the Netherlands. The PPF Group invests in multiple market segments such as financial services, telecommunications, biotechnology, real estate, and mechanical engineering.

4iG engages in the development and adaptation of custom software applications.

Dentons’ Prague and Budapest-based team included Partners Petr Zakoucky and Rob Irving and Associates Kamran Pirani, Vojtech Novak, Barbora Obracajova, Petr Mueller, Anna Urbanova, Ivo Hartmann, Sebastian Ishiguro, and Michael Mracek.

The Andric Law team was led by Partner Luka Andric.