Category: Deals and Cases

Cobalt has advised BaltCap Private Equity Fund III and its co-investor Sven Nuutmann on the acquisition of 100% of the shares in Baltic Ticket Holdings OU. Ellex reportedly advised the sellers on the transaction, which remains subject to competition clearance.

Baltic Ticket Holdings, founded in 1997, is the largest ticketing services provider in Estonia, Latvia, Lithuania, and Belarus, and it operates Piletilevi AS, Bilesu Serviss SIA, Nacionalinis Bilietu Platintojas UAB, and Kvitki Bel as its main platforms. 

According to Cobalt, Private Equity Fund III invests in “innovative companies in the Baltic and Nordic countries following buy-and-build strategy.” According to the firm, “BPEF III was established in co-operation with European Investment Fund, the European Bank for Reconstruction & Development, the Nordic Environment Finance Corporation, LHV pension funds, SEB pension funds from Estonia, Latvia, and Lithuania, eQ Asset Management and also family offices.”

Cobalt’s team included, in Estonia, Partners Peeter Kutman and Elo Tamm, Senior Associate Madis Reppo, and Associate Tiit-Gregor Mets; in Latvia, Partners Guntars Zīle and Ugis Zeltins and Associate Vadims Zvicevics; in Lithuania, Partner Elijus Burgis and Senior Associate Julija Aleska; and, in Belarus, Partner Darya Zhuk and Managing Associate Anastasia Bykowskaya.

Editor’s note: After this article was published, Ellex announced that its team had been led by Partner Martin Kaerdi.

Stetom has advised Slovak private equity group Eastfield on the restructuring and subsequent sale of the Raevskoe winery, together with vineyards and agricultural land plots in Anapa, in the Black Sea coast region, to the Krasnodarzernoprodukt Group.

The Krasnodarzernoprodukt Group, based in Krasnodar, Russia, produces and trades grains, oilseeds, pulse, and other agricultural commodities, provides grain storage, processing, and logistics, and invests in grain-producing assets. 

Stetom’s team included Partner Anastasia Tomashevskaya, Senior Associate Sergey Burlakov, and Junior Associate Nikita Moisheev.

Sajic and Kinstellar have advised NLB Bank on its take-over of the majority of shares in Komercijalna Banka a.d. Beograd.

The transaction was finalized in December of 2020, after regulatory approval was obtained from the European Central Bank, the National Bank of Serbia, the Banking Agency of the Republic of Srpska, and competition authorities.

NLB Bank is the main entity of the NLB Group, the largest banking and financial group in Slovenia. Komercijalna Bank a.d. Beograd is listed on the Belgrade Stock Exchange and offers retail and corporate banking services in Serbia, Bosnia and Herzegovina, and Montenegro.

Sajic’s team included Managing Partner Aleksandar Sajic, Partners Natasa Krejic and Sanja Djukic, and Senior Associates Natasa Skrbic and Milica Karadza.

Divjak, Topic, Bahtijarevic & Krka, working alongside Allen & Overy, has advised J&T Bank, the arranger on a public offering of senior secured bonds. 

According to DTB, “the issuer has established bond offering program in the total principle amount of up to EUR 80 million based on which it may continuously or repeatedly issue senior secured bonds under the laws of the Slovak Republic.”

DTB’s team was led by Partner Martina Kalamiza Grozdek.

Cobalt has advised sports-betting and gaming group Entain on its public offer to acquire all of the shares in Enlabs AB.

According to Cobalt, the shares are valued at SEK 40 each. The total value of the offer amounts to approximately SEK 2.8 billion (approximately EUR 276 million).

Enlabs is a provider of i-gaming services, with offices in Tallinn, Riga, Vilnius, Malta, Marbella, Minsk, and Stockholm.

Cobalt’s team consisted of, in Latvia, Partner Guntars Zile and Senior Associate Elina Locmele; in Estonia, Partner Martin Simovart and Specialist Counsel Jesse Kivisaari; in Lithuania, Senior Associates Renata Vasiliauskiene and Julija Aleska; and in Belarus, Managing Associate Anastasia Bykowskaya.

Cobalt could not provide additional information about the deal.

Kinstellar has advised Austria’s KA Finanz on the sale of a Greek municipal loan portfolio to Piraeus Bank.

KA Finanz is the wind-up entity of Kommunalkredit Austria AG, a bank focused on infrastructure and energy, which was nationalized and re-privatized during the past decade and which originated the loans.

According to Kinstellar, “the transaction involved English, Austrian, and Greek law, and due to legal and other considerations, physically took place across multiple jurisdictions, including Greece, Austria, Serbia, the UK, and the US.”

Kinstellar’s multi-office team was led by Special Counsel Denise Hamer and included Managing Partner Branislav Maric and Senior Associate Tijana Arsenijevic from the firm’s Belgrade office.

Kinstellar could not provide any further information about the deal.

Triniti has advised Estonian national airline Nordica on the acquisition of the remaining 49% of Regional Jet OU (Xfly), a joint venture between it and Polskie Linie Lotnicze LOT. 

According to Triniti, “Poland’s national carrier LOT acquired a 49% share in Nordica’s subsidiary Xfly in November 2016. The two airlines then started working together at a variety of levels, including sharing a ticket sales platform and operating flights, first between Tallinn and Warsaw and later on other routes. The Estonian and Polish carriers outsourced flight operation services from Xfly, which has since become the biggest Estonian airline.” According to the firm, “both Nordica and LOT had big plans for Xfly, but the global pandemic saw the airlines’ operations all but grind to a halt overnight and they were forced to focus instead on simply staying alive. While LOT and Nordica are continuing to cooperate commercially, the decision was taken to place Xfly in majority ownership to ensure the subsidiary’s long-term future.”

“Although the negotiations went on for a very long time, I’m really happy with the agreement we’ve reached,” commented Chairman of Nordica’s Management Board, Erki Urva. “It’s also important that in the ‘breaking-up’, as it were, we’ve managed to stay friends, which ensures that our commercial cooperation will continue. All this means that Estonia’s national airline is now the 100% owner of Xfly, which operates as a capacity provider, giving us the freedom to make quick decisions ourselves if we need to – which is vital considering how much the coronavirus crisis has shaken up the aviation market.”

Triniti’s team included Partner Tonis Tamme and Senior Associate Ain Kalme.

Lawyers from Baker McKenzie’s Prague and Warsaw office formed part of the firm’s multi-office team advising Swiss building component supplier Arbonia on the sale of its windows business to Denmark’s Dovista Group.

The five companies relating to the windows business that Arbonia sold are Dobroplast, EgoKiefer, Slovaktual, Webcom and Wertbau. With this acquisition, Baker McKenzie reports, the Dovista Group will gain access to the Central European markets of Switzerland, Germany, Poland, and Slovakia, where the Windows Division holds strong market positions.

According to Baker McKenzie, “in 2015, Arbonia initiated a comprehensive restructuring and relocation process in the Windows Division. It invested around CHF 100 million net in new production capacities, including the purchase of the German Wertbau in 2015, and in the modernization and automation of its machinery. As a result, the four autonomously operating companies became an integrated group with three highly automated production competence centers for wood, wood/aluminum, vinyl, and vinyl/aluminum windows with a high degree of vertical integration, which has strong positions in the domestic markets of Switzerland, Slovakia ,and Poland.”

Lawyers from Baker McKenzie’s Zurich, Berlin, Frankfurt, Munich, Prague, and Warsaw offices advised Arbonia on the sale. The team was led by Partner Alexander Fischer and included, among many others, in Prague, Partner Tomas Skoumal, Associates Vlastimil Kreysa, Marek Disman, Michal Simcina and Samuel Bodik, and in Warsaw, Partner Tomasz Krzyzowski, Director of Tax Piotr Wysocki, Counsels Mikolaj Piaskowski and Michal Lisawa, and Associates Piotr Szczecinski andPiotr Maksymiuk, Katarzyna Lisiewska, Piotr Ciepiela, Michal Pakosz, and Kamil Matyskiewicz, Junior Associate Jakub Zebrowski, and Trainee Piotr Pawlowski.

DLA Piper has advised Photon Energy in connection with the admission to trading of all its shares on the regulated parallel markets of the Warsaw and Prague Stock Exchanges.

On December 14, 2020, the Netherlands Authority of the Financial Markets approved the Photon’s prospectus. The listings does not involve any issuance of new shares.

DLA Piper reported that its role in the transaction included advising Photon “in connection with the  prospectus approval by the Netherlands AFM, its notification to the Polish Financial Supervisory Authority and the Czech National Bank for passporting and also included the change of the markets on which the shares were listed (i.e. NewConnect in Poland and Free Market in the Czech Republic).”

DLA Piper’s team was led by Warsaw-based Partner Jakub Domalik-Plakwicz and Associate Karolina Stepaniuk with support from Counsel Wojciech Kalinowski and Associate Michal Kuratowski. Partners Henk Arnold Sijnja and Sander Wiggers, supported by Associates Jacklynn Everduim, Gijs Kikkert, and Jafar Alhashime, from DLA Piper’s Amsterdam office, advised on Dutch law aspects of the transaction. Partner Miroslav Dubovsky supported by Associate Marcel Janicek led the team advising on Czech law aspects of the transaction.

Clifford Chance’s Prague office has helped the Sazka Group obtain a EUR 640 million senior secured loan. Allen & Overy advised the unidentified lenders on the deal, along with, reportedly, the Bernitsas Law Firm in Greece, Georgiades & Pelides in Cyprus, and CMS Reich Rohrwig Hainz in Austria.

The Sazka Group is an organizer of national lottery games, instant lotteries, and online lotteries, as well as digital gaming and sports betting. The company operates in Austria, Greece, Cyprus, Italy, and the Czech Republic.

According to Allen & Overy, “the proceeds of the financing will refinance several bilateral and syndicated facilities of the company and its subsidiaries.” According to the firm, “the deal is the first of its kind in the Czech Republic and Slovakia in that it brings the local bondholders (in the Czech Republic and Slovakia), international bondholders (under New-York-law-governed notes) and bank lenders under a common inter-creditor structure governed by English law.”

Clifford Chance’s team included Prague-based Partner Milos Felgr and Senior Associate Vladimir Rylich.

Allen & Overy’s team consisted of, in London, Partners Jeanette Cruz and Matthias Baudisch, Counsel Jan Skuhravy, Senior Associate George Chrysospathis, and Associate Jonathan Roberts; in Prague, Partner Petr Vybiral and Associates Pavel Prihoda and Tomas Kirner; in Bratislava, Counsels Peter Jedinak and Matus Kudlak; and in Milan, Associate Martina Gullino.

Editor’s note: After this article was published, Bernitsas Law announced that it’s team included Partner Nikos Papachristopoulos and Senior Associate Dionysis Flambouras.