Category: Deals and Cases

CEE Attorneys has advised PZL Sedziszow S.A., a Polish automotive, industrial and agricultural filter producer, in its acquisition of a 69% stake in Bohm Plast-Technik a.s., a Czech producer and service provider in the area of plastic injection moulding technologies and metallization.

According to Adam Sikorski, the President of the PZL Sedziszow, the first thing on the agenda after the company’s acquisition of Bohm Plast-Technik is to integrate the commercial organizations of both companies. Cooperation between the research and development departments of the two companies will follow.

The CEE Attorneys team consisted of Partner Lukas Petr, Managing Associate Iveta Koubkova, Senior Associate Martina Schutzova, and Associate Martin Dohnal.

CEE Attorneys did not identify the seller or its counsel in the deal. 

Cobalt has advised Luminor on the company’s management structure reorganization. As a result, Luminor will be headquartered in Estonia with branches in Latvia and Lithuania.

The change is planned to take place in January 2019.

Luminor, a joint venture of DNB and Nordea banks, was established on October 1, 2017 as a new-generation financial service provider in the Baltics (as reported by CEE Legal Matters on October 12, 2017). According to the company, the reorganization will make its management structure more transparent and work processes more efficient.

Cobalt’s Tallin team consisted of Partners Kristel Raidla-Talur, Karina Paatsi, and Egon Talur, Senior Associates Heleri Tammiste, Heili Haabu, and Karli Kutt, and Associates Mattias Tammeaid and Mart Blondal. The Riga office was represented by Partners Gatis Flinters and Sandija Novicka, Specialist Counsel Andrejs Lielkalns, Associates Krisjanis Buss, Diana Zepa, and Assistant Lawyer Sabine Vilka. The Vilnius team was led by Managing Associate Eva Suduiko and included Senior Associate Elena Vegelyte and Associate Aurelija Balciune.

Kinstellar has advised Genesis Private Equity Fund III and the Poland-based Avallon MBO Fund II on the acquisition of EQOS Energie Polska Sp. z o.o. and EQOS Energie Cesko spol. s r.o.

Both companies were part of the international EQOS Energie Group, a technical infrastructure service provider in Europe that is backed by the German-Swedish private equity firm Triton.

Upon the transaction’s closing, the Czech and Polish companies will operate under a new brand: Stangl Technik. For GPEF III, the transaction marks its sixth investment and the first deal in Poland. The transaction closing is subject to approval by the Polish antimonopoly authority.

The Kinstellar team was led by Partner Jan Juroska. Other team members were Senior Associate Michal Kniz and Junior Associate Kristyna Del Maschio. The Kinstellar team was assisted by K&L Gates Partner Michal Pawlowski and Associate and Piotr Miller based in Warsaw.

Kinstellar did not reply to an inquiry about the deal.

Editor’s note: After this article got published, WKB announced us that together with Havel & Partners, they have advised EQOS Energie Holding on the process of divesting 100% of its shares in subsidiaries EQOS Energie Polska Sp. z o.o. and EQOS Energie Ceskospol. s r.o. to Polish-based Avallon MBO Fund II and Czech-based Genesis Private Equity Fund III. 

WKB advised EQOS Holding on all legal aspects of the transaction, including due diligence and negotiations of the documents with potential investors, as well as coordinating the activities of the Czech legal advisors. The transaction was subject to clearance from the President of the Office of Competition and Consumer Protection in Poland and the Office for the Protection of Competition in the Czech Republic.

Their team included Partner Jakub Jedrzejak and Senior Associate Adrian Michalak.

RKKW Kwasnicki, Wrobel & Partners has advised Benefit Systems SA and its subsidiary Fit Invest sp. Z o.O on their agreement to purchase the Calypso Fitness SA chain from Glastonbury Ventures Limited in a multi-stage procedure. The seller was advised by KKLW Kurzynski Lyszyk Wierzbicki.

According to the deal, Calypso will be divided into three assets and be transferred into three separate entities. The sale price will be PLN 69 million.

The RKKW team was led by Managing Partner Krzysztof Wrobel and included Senior Associates Marcin Jasinski, Jaroslaw Szewczyk, Natalia Tracichleb, and Michal Wilinski, and Associates Jakub Nasilowski and Przemyslaw Kreta.

The KKLW team consisted of Partner Krzysztof Lyszyk and Senior Associate Mariusz Domagala.

Noerr was lead counsel to Union Tank Eckstein in relation to its acquisition of 51% of the shares of Polish company Timex Card, a franchisee and distributor of UTA service cards for car fleets issued by Union Tank Eckstein. Ellex advised UTA on Estonian, Latvian, and Lithuanian matters, Nobles advised UTA on Ukrainian law, and Stelios Americanos advised it on Cypriot law issues. The sellers depended on their in-house counsel, Agnieszka Slowiak.

Timex Card was separated from Timex S.A. and belonged to Cyprus holding company Sklodowski Holdings Limited. It is active in Poland, Ukraine, and the Baltic States. The main shareholder of UTA is Edenred, a company listed on the Paris Stock Exchange.

As part of the expansion project in Eastern Europe, Edenred increased its share in UTA, while Daimler sold its shares. According to Nobles, UTA “is a leading European company specializing in fuel and service cards for trucks and passenger cars.”

The Noerr team included Associate Arkadiusz Ruminski, Senior Associates Marta Smolarz and Marta Waledziak-Skowronska, and Associates Kamil Adamski, Klaudyna Lichnowska, Pawel Radek, Joanna Szacinska, Tomasz Garncarek, and Marek Solarski.

The Ellex Raidla team in Estonia included Partner Risto Vahimets and Senior Associate Karl-Erich Trisberg. The Ellex Klavins team in Latvia was led by Partner Zinta Jansons. The Ellex Valiunas team in Lithuania was led by Senior Associate Lina Zolyne and Associate Nerijus Patlabys.

The Nobles team included Partners Alexander Weigelt and Tatiana Iurkovska and Senior Associate Elena Stanishevska.

CMS has advised PPF Group on the acquisition of Bulgaria’s Nova Broadcasting Group, with 95% of the shares acquired from the Modern Times Group — advised by Allen & Overy and Spasov & Bratanov — and the remaining 5% from Eastern European Media Holdings S.A.

The transaction values 100% of the business at an enterprise value of EUR 185 million. The final completion remains subject to regulatory approvals and is expected to take place during the first half of 2018

Nova is a Bulgarian commercial media group consisting of seven TV channels and 19 online businesses.

PPF Group is a Czech investment fund that cooperates with European, Russian, American, and Asian companies and invests into multiple market segments, such as banking and financial services, telecommunications, biotechnology, insurance, real estate, and agriculture.

Modern Times Group is an international digital entertainment group with brands in TV, radio, and “next-generation entertainment experiences in e-sports, digital video networks, and online gaming.”  

The CMS team consisted of Managing Partner Helen Rodwell, Partner Atanas Bangachev, and Senior Associates Frances Gerrard and Veliko Savov.

Allen & Overyy’s team consisted of Consultant Hugh Owen and Senior Associate Magda Pokorna.

The Spasov & Bratanov team serving as Bulgarian law counsel consisted of Managing Partner Georgi Spasov and Associate Nayden Raychinov.

RTPR Allen & Overy has advised Purcari Wineries Public Company Limited on its IPO and admission to trading on the Bucharest Stock Exchange under the WINE symbol, with retail investors oversubscribing more than four times over. Leroy si Asociatii advised the IFC on the listing, representing 49% of the Purcari Wineries share capital. The offer was managed by Raiffeisen Bank and Swiss Capital, advised by CMS.

The final offer price was RON 19 per share, valuing the offering at over RON 186 million (USD 50 million). This was the first IPO listing for Purcari Wineries, a Moldovan company that owns four wineries in Romania and Moldova. Its main markets are Romania, Moldova, and Poland.

The company’s main shareholders are Lorimer Ventures Limited (owned by the U.S. investment fund Horizon Capital), with 63.5%; Amboselt Universal Inc (owned by Moldovan businessman Victor Bostan), with 30.3%; and the IFC, with 6.41%.

The RTPR Allen & Overy capital markets team was led by Counsel Loredana Chitu (Boeru) and Partner Mihai Ristici, and included capital markets specialists Junior Associates Vlad Druta and Marina Giurgica and a team of corporate lawyers consisting of Counsels Victor Rusu and Roxana Ionescu, Associate Diana Dimitriu, and Junior Associate Cezara Popescu. 

The Leroy si Asociatii team was led by Partner Andreea Toma and included Partner Cristina Togan and Senior Associate Madalina Ivan.

The CMS team involved in the transaction was led by Partner Cristina Reichmann and included Senior Associates Bogdan Vetrici-Soimu and Claudia Popescu, Junior Associates Anca-Diana Ionescu and Andreea Armanu, and US Counsel David Rivera.

Editor’s Note: After this article was published Moldovan firm Turcan Cazac reported that it had advised Purcari on its IPO. The firm announced that “we are especially happy that the group pertains to the wine industry – Moldova’s traditional pride,” and declared its “hope this will serve as a model for other growing Moldovan businesses.” The firm’s team was led by Partners Alexander Tuceac and Octavian Cazac and included Associates Vadim Taigorba, Ana Galus, Iulia Furtuna, Mariana Stratan, Vladimir Palamarciuc, Olga Savelieva, and Alexander Tuceac.

Wolf Theiss has advised Munich RE Group on the sale by its ERGO Group AG subsidiary of its legal protection subsidiary DAS Switzerland and the legal protection insurance portfolios of DAS Luxembourg and DAS Slovakia to the Allianz Group. Switzerland’s Homburger AG and Luxembourg’s Arendt & Medernach SA law firms worked alongside Wolf Theiss. White & Case and Binder Groesswang advised the Allianz Group.

Munich RE Group is a German reinsurance company. Its Ergo Group subsidiary operates primarily in the insurance business.

With this acquisition, the Allianz Group aims to strengthen its competitive position and become one of the top three providers in the Swiss market for legal expenses insurance.

The Wolf Theiss team consisted of Vienna-based Partner Richard Wolf and Senior Associate Carina Wolf, Prague-based Partner Jan Myska, and Bratislava-based Counsel Katarina Bielikova and Associate Vladimira Rostarova from Wolf Theiss Bratislava office.

The Homburger AG team included Partner Hansjurg Appenzeller and Associates Anna Peter and Andreas Muller.

The Arendt & Medernach SA team consisted of Partner Guy Harles and Senior Associate Fouzia Benyahia.

Binder Groesswang and White & Case did not respond to inquiries about the deal.

CR Partners has acted as local counsel to National Bank of Greece S.A. on the February 2, 2018 sale of NBG’s entire stake in its Albanian subsidiary, Banka NBG Albania Sh.A. to American Bank of Investments SHA. Freshfields Bruckhaus Deringer served as international counsel to MBG on the sale, while Kerameus & Partners advised ABI.

According to a press release from the National Bank of Greece, the transaction — which remains subject to customary regulatory and other approvals, including from the Bank of Albania and Albanian Competition Authority — “is being implemented in the context of NBG’s Restructuring Plan and in-line with its commitments towards European Commission’s DG Competition.”

NBG Albania started operating in Albania in 1996 as the Tirana Branch of NBG. In 2012, it became a fully-licensed, independent bank, operating as a 100%-owned subsidiary of NBG. American Bank of Investments SA is a wholly-owned subsidiary of Tranzit Sh.p.k, an Albanian non-banking financial institution focused on providing flexible financing options to companies and individuals. ABI is licensed to perform credit and deposit activities and payment services in Albania and abroad as well as other banking activities.

The CR Partners team was led by Partner Anisa Rrumbullaku.

The Freshfields team was led by Corporate Partner Sebastian Lawson, with support from Senior Associate Anthony Walker, Associate Samuel Joynson, and Trainee Christopher Simpson. IP/IT and separation advice was provided by Associates Michael Evans and Tom Hingley.

The Kerameus & Partners team consisted of Partner Dimitri Kerameus and Associate Katerina Orfanidi.

Dentons’ Real Estate team in Warsaw has advised Skanska on the sale of the first two buildings of Krakow’s High5ive office complex to Niam. The buyer was advised by Linklaters.

The transaction was signed in December 2017, with the transfer of the property scheduled for the second quarter of 2018. Construction on both buildings is expected to conclude in the first and second quarters of 2018. In total, they will offer 23,400 square meters of leasable space.

The High5ive office complex, located in downtown Krakow, will consist of five office buildings with a total leasing area of about 70,000 square meters. According to Dentons, “the project is eligible for the LEED Gold certification; it will also be certified as ‘Building without barriers’ awarded to investments fully available for individuals with disabilities.”

From Dentons, Partner Bartlomiej Kordeczka led the transaction with the support of Senior Associate Martyna Racz-Suchocka.

Linklaters’s team was led by Managing Partner Artur Kulawski, supported by Managing Associate Judyta Sawicka, Senior Associate Monika Lerka, and Associates Piotr Borzynski and Mateusz Cieslak. Of Counsel and Head of the Warsaw Tax department Mikolaj Bieniasz advised on tax matters.