Category: Deals and Cases

Sayenko Kharenko, Turcan Cazac, Linklaters, and Homburger have advised joint lead managers and bookrunners Citigroup, ING, and Renaissance Capital on the USD 400 million issuance of 8.45% secured notes due 2026 by the Trans-Oil Group of Companies. Gladei & Partners, Baker McKenzie, Arthur Cox, and Harneys Aristodemou Loizides Yiolitis advised the issuer and the guarantors.

According to Sayenko Kharenko, the Trans-Oil Group of Companies is a vertically integrated agro-industrial holding with operating facilities in Moldova, Ukraine, Romania, and Serbia. The new issuance was coupled with a tender offer launched by Trans-Oil in relation to USD 300 million in outstanding secured notes that it had issued in 2019. Sayenko Kharenko also advised on the 2019 issuance (as reported by CEE Legal Matters on July 31, 2019).

Sayenko Kharenko’s team was led by Partner Igor Lozenko and included Senior Associate Anton Kerimov-Varanytskyi, Associates Oles Trachuk and Vladyslava Mitsai, and Junior Associate Oleksandr Motin.

Gladei & Partners’ team included Managing Partner Roger Gladei, Senior Associate Dan Nicoara, Associate Vlad Roibu, and Junior Associate Vlad Bercu.

Turcan Cazac’s team included Partners Vadim Taigorba, Ana Galus, Iulia Furtuna, and Mariana Stratan, Associates Mihai Gutu and Cristian Papanaga, and Junior Associates Vasile Gavrilita and Catalina Birsanu.

Selih & Partners has advised OTP on the acquisition of Nova KBM bank in Slovenia from Apollo and EBRD. Paul Weiss and Wolf Theiss advised the sellers on the deal.

The deal is expected to be finalized in the second quarter of 2022, pending regulatory approval. 

Selih & Partners’ team included Partners Natasa Pipan Nahtigal, Jera Majzelj, Spela Remec, and Mia Kalas.

The Wolf Theiss team included Ljubljana-based Managing Partner Markus Bruckmuller, Partners Klemen Radosavljevic and Klara Miletic, Counsels Petra Jermol and Tjasa Lahovnik, Senior Associates Neja Nastran and Simon Tecco, and Associates Ana Zorn, Iva Sturm, Larisa Primozic, and Jernej Renko, Vienna-based Partners Guenter Bauer and Robert Wagner, and Budapest-based Partner Janos Toth and Counsel Melinda Pelikan.

Filip & Company and Linklaters have advised Banca Transilvania on its RON 213 million acquisition of the shares held by Getin Holding in the Idea Bank Group in Romania. Sayenko Kharenko and Nestor Nestor Diculescu Kingston Petersen have advised the seller on the matter.

The transaction remains contingent on regulatory approval by the Financial Supervisory Authority, the Competition Council, and the National Bank of Romania.

The deal includes four companies operating under the Idea brand in Romania – Idea Bank, Idea Leasing, Idea Insurance Broker, and Idea Investment – with 46 units and RON 2.85 billion in assets.

Banca Transilvania is a financial group active in South-Eastern Europe with over 3.2 million customers, 9,000 employees, and 500 retail units.

The Getin Holding Group is active in retail banking, leasing, brokerage services, factoring, and consulting in Poland, Ukraine, and Romania and is listed on the Warsaw Stock Exchange.

“This acquisition is part of Banca Transilvania Financial Group’s strategy to continue launching online banking initiatives. Idea Bank . . . will be a digital banking hub through which we will launch and develop creative ideas and digital solutions for current and future customers,” declared Horia Ciorcila, BT Chairman of the Board, while thanking Getin Holding management and “everybody that has contributed to the success of this transaction.”

This is the second Getin Holding deal Sayenko Kharenko advised on this year, after assisting in the sale of Idea Bank Belarus to MTBank (as reported by CEE Legal Matters on April 9, 2021). Sayenko Kharenko’s team included Partner Alina Plyushch, Senior Associate Dmitriy Riabikin, and Associate Yaroslava Chernyshchuk.

Filip & Company and BT have also worked together before, most recently on Banca Transilvania’s Acquisition of Microinvest in Moldova (as reported by CEE Legal Matters on January 21, 2020). The Filip & Company team was led by Partners Alina Stancu Birsan and Cristina Filip and included Partner Olga Nita, Senior Associate Rebecca Georgiana Marina, and Associates Lavinia Cazacu and Alexandru Moraru.

NNDKP’s team was led by Partner Alina Radu and included Partner Corina Dumitru and Managing Associate Stefan Ionescu.

Linklater’s team was led by Partners Daniel Cousens and Marcin Schulz and Counsel Christopher Quinn and included Senior Associates Maciej Ficinski, Wojciech Kobylinski, Klaudia Owsianka, and Szymon Sieniewicz, and Associate Daria Wojciechowska.

Editor’s Note: In November 2021, both Filip & Company and Sayenko Kharenko announced the deal had closed. 

The updated Filip & Company team included Partners Alina Stancu Birsan, Cristina Filip, and Catalin Suliman and Senior Associates Rebecca Marina, Camelia Iantuc, Dragos Iordache, and Lisaura Ungureanu.

Sayenko Kharenko’s team included Partner Alina Plyushch, Senior Associate Dmitriy Riabikin, and Associate Anastasiia Yermolenko.

Roedl & Partner has advised the DKV Mobility Group on acquiring Osauhing Port One Estonia, UAB State Port Group, and Port One Polska Spolka z Ograniczona Odpowiedzialnoscia.

The DKV Mobility Group is a provider of cashless payment, toll collection, and VAT refund services to the logistics and transportation industry.

According to Roedl & Partner, “the three companies now acquired by DKV are already well-known and established in their home markets as fuel card specialists and leading providers of comprehensive fueling solutions.” According to the firm, the DKV Mobility Group aims to significantly expand and strengthen its presence in the Baltic States and Poland through the acquisition.

Roedl & Partner’s team consisted of Riga-based Partner Jens-Christian Pastille, Vilnius-based Associate Partner Michael Manke, Warsaw-based Associate Partner Jaroslaw Kaminski, and Tallinn-based Head of Office Alice Salumets. The firm was not able to disclose additional information about the deal.

Cobalt has advised Treeland OU on the acquisition of a 51% stake in Latvian catering company Lido AS for an undisclosed amount.

Treeland OU is an Estonian company owned by Ivar Vendelin. 

Lido AS is the owner of 20 restaurants operating in Latvia and Estonia and nine grocery shops in Latvia. It was registered in 1991 and posted a turnover of EUR 59 million in 2019.

Cobalt’s team included Estonia-based Partner Aivar Taro and Senior Associate Liina Saaremets and Latvia-based Managing Partner Dace Silava-Tomsone, Senior Associates Elina Locmele, Kristine Patmalniece, and Inga Tenisa, and Associates Juta Gulkevica, Zane Caune, Gabriela Santare, and Vadims Zvicevics.

Cobalt did not reply to our inquiry on the matter.

Baker McKenzie has advised MOL Group on the acquisition of a 92.25% stake in OMV Slovenija d.o.o. for EUR 301 million. Rojs, Peljhan, Prelesnik & Partners advised MOL on Slovenian law.

According to Baker McKenzie, “the transaction includes 120 service stations across Slovenia under 3 brands: OMV (108); EuroTruck (4); and Avanti / Diskount (8). MOL Group and INA will become the 100% owner of the wholesale business of the acquired company, as well.” It added that the transaction is subject to merger clearance.

Baker McKenzie’s team in Budapest was led by Partner Akos Fehervary and Senior Attorney Daniel Orosz, supported by a Vienna-based team that included Partner Gerhard Hermann.

Rojs, Peljhan, Prelesnik & Partners’ team was led by Partner Gregor Pajek.

Editor’s note: After this article was published, Schoenherr informed CEE Legal Matters that it had advised OMV on the deal. The firm’s team included Austria-based Partners Markus Piuk and Franz Urlesberger, Attorney Alfred Amann, and Associate Irina Hanin, Slovenia-based Partners Vid Kobe and Eva Skufca, Attorneys Peter Gorse and Eva Mozina, and Associate Borce Malijanski, and Hungary-based Partner Kinga Hetenyi.

RTPR and Allen & Overy have achieved a successful outcome for Premier Energy in an international arbitration case conducted under London Court of International Arbitration arbitration rules.

According to RTPR, “the dispute arose between two companies which operate in the oil & gas industry, Premier Energy (Romania) as claimant and Adler Energy (Austria) as respondent, due to the impossibility of delivery of the initially agreed quantity of gas. The main legal issue of the case was to determine the price of gas that should have been delivered, based on a mathematical formula. The Arbitral Tribunal awarded to the claimant all damages claimed, including the price difference paid by Premier Energy to cover Adler’s breach of contract.”

The RTPR team was led by Partner Valentin Berea and included Senior Associates Vicu Buzac and Raluca Tudoroiu.

Allen & Overy’s was led by Partner Lucia Raimanova and included Associate Matej Kosalko.

Ellex Klavins and Ellex Valiunas have advised Livonia Partners on the sale of 100% of the shares in Santa Monica Networks to LMT in Latvia and Lithuania, respectively. Eversheds Sutherland advised the buyer.

Financial details of the transaction were not disclosed.

According to Ellex, the deal will facilitate 5G network implementation for both companies.

Livonia Partners is a Baltic private equity firm with EUR 83 million in assets under management. Santa Monica Networks is a provider of data transmission and IT security services for telecommunications, IT, and media companies, as well as public sector and financial institutions in Latvia and Lithuania. LMT is a Latvian mobile operator, founded in Riga in 1992.

The Ellex Klavins team included Managing Partner Liga Merwin, Associate Partner Sarmis Spilbergs, and Tax Consultant Zinta Jansons; Ellex Valiunas’s team consisted of Partner Robertas Ciocys and Expert Simona Jaunciauskaite.

The Eversheds Sutherland team included Senior Partner Maris Vainovskis, Of Counsel Vadim Chaban, Senior Associates Aigars Gozitis and Gunta Lokastova, Associate Dmitrijs Nemirovskis, and Lawyer Liene Lelde Rieba.

Wolf Theiss and Spain’s Uria Menendez have advised Spain’s Glovo on its EUR 170 million acquisition of Delivery Hero’s food delivery service businesses in Bulgaria, Romania, Serbia, Bosnia & Herzegovina, Montenegro, and Croatia. Cuatrecasas advised Delivery Hero.

Glоvо, which wаѕ fоundеd іn 2015 іn Ваrсеlоnа, is primarily еngаgеd іn thе ѕuррlу оf rеаdу-mаdе fооd. The brands acquired by the company include Fооdраndа іn Вulgаrіа аnd Rоmаnіа, Dоnеѕі іn Ѕеrbіа, Воѕnіа аnd Неrzеgоvіnа, аnd Моntеnеgrо, аnd Раuzа іn Сrоаtіа.

The acquisition remains contingent on rеgulаtоrу аррrоvаl.

Wolf Theiss’s team was led by Romania Partner Ileana Glodeanu and, in Romania, included Partner Anca Jurcovan, Counsel Flaviu Nanu, Senior Associates Luciana Tache, George Ghitu, Andreea Stan, and Sorin Dumitru, and Associates Cornelia Postelnicu, Iulia Cumparatu, Nina Lazar, Costin Salaru, and Ionescu Maria. 

In Serbia and Montenegro, the team was coordinated by Partner Natasa Lalovic Maric and included Counsels Vidak Kovacevic and Maja Stankovic, Senior Associates Aleksandar Ristic, Marijana Zejakovic, Marko Tesanovic, and Milos Andjelkovic, and Associate Aleksandra Andjelkovic.

In Croatia, the team was coordinated by Partner Luka Tadic-Colic and included Consultant Ira Peric Ostojic.

In Bulgaria, the team was coordinated by Counsel Katerina Novakova and included Associates Zulieta Markova, Nikoleta Ratcheva, Yanitsa Radeva, Bisera Petsovska, and Kristian Yabalkarov.

In Bosnia and Herzegovina, the team included Partner Naida Custovic and Associates Lamis Kulenovic and Alija Genjac from the Law Office Naida Custovic in cooperation with Wolf Theiss, and Wolf Theiss Associates Vedran Hadzimustafic and Ajla Delic.

The Cuatrecasas team was led by Partners Diana Rivera and Kai Christian Fischer and included Lawyers Paula Martinez Moreno, Miguel Angel Castano Martin, and Julio Otero Vazquez.

Editor’s note: After this article was published, Gugushev & Partners Law Office informed CEE Legal Matters it had acted on behalf of the seller in Bulgaria. The firm’s team was led by Partner Victor Gugushev and included Partner Dimitrinka Metodieva and Associate Kiril Gyorev.

In December 2021 Wolf Theiss announced that it had successfully assisted Glovo in the transaction clearance process before the Competition Council in Romania. The Wolf Theiss team was led by Partner Anca Jurcovan and included Associate Maria Ionescu.

CMS offices in Slovenia and Serbia have jointly advised the Sportina Group on the implementation of a new online sales channel in cooperation with Shoppster.

The Sportina Group is a clothing retailer that operates more than 350 stores and offers 90 global fashion brands in Central and Southeast Europe.

Shoppster is a provider of e-commerce services that sells a variety of goods via its website and through a shopping-focused TV network.

The CMS Slovenia team consisted of Partner Ales Lunder, Senior Associate- Sasa Sodja, Associate Robert Kordic, and Attorneys-at-Law Irena Sik Bukovnik and Amela Zrt. CMS Serbia’s team included Partner Milica Popovic and Attorneys-at-Law Ksenija Boreta, Ksenija Ivetic Marlovic, Srdjan Jankovic, Jelena Djordjevic, and Igor Djordjevic.