Category: Deals and Cases

Redcliffe Partners and Clifford Chance have advised Citibank Europe Plc (UK Branch) on the restructuring of a USD 16 million outstanding loan provided to Rubizhne Cardboard & Packaging Mill under an up-to USD 88 million term facility.

Legal support on the transaction included drafting an amendment and restatement agreement to the Rubizhne Cardboard & Packaging Mill (JSC RKTK) loan, drafting and signing amendment agreements to security documents, collecting and reviewing condition precedents, and preparing legal opinions.   

JSC RKTK has been in the packaging market since 1991, producing corrugated board transit packaging in Ukraine, as well as exporting its products.

The Redcliffe team included Managing Partner Olexiy Soshenko and Associate Evgeniy Vazhynskiy.

The Clifford Chance team advising Citibank Europe Plc on English law aspects of the facility restructuring was led by Istanbul-based Managing Partner Jared Grubb.

Lawyers from Egorov Puginsky Afanasiev & Partners’ Russian and Ukrainian offices have represented Bestway Global Holdings, a Chinese outdoor leisure products manufacturer, on Russian and Ukrainian law matters related to its USD 149 million IPO on the Hong Kong Stock Exchange. 

In particular, according to EPAM, the firm “provided counsel to the company on certain aspects of the Russian and Ukrainian financial, administrative, and corporate laws, and prepared legal memoranda for the stock exchange.”

The firm’s team included Partners Dmitry Stepanov and Roman Stepanenko, Counsel Roman Malovitsky and Alexander Mandzhiev, and Senior Associates Denis Golubev, Aleksey Karchiomov, and Kateryna Oliynyk.

Sulija Partners Law Firm Vilnius has advised a subsidiary of aircraft leasing company AviaAM Leasing on the sale of an Airbus A321-211 aircraft from its fleet with an operating lease contract with Yamal Airlines to a subsidiary of GTLK Europe. GTLK Europe Ltd. was advised by DLA Piper’s London and Moscow offices.

According to an AviaAM press release, the aircraft features 220 seats and is powered by 2 CFM56 engines. The aircraft will mainly be used by the carrier on flights covering local destinations across the Russian Federation.

“Our fruitful cooperation with Yamal Airlines started back in 2011. Currently the carrier is operating eight CRJ200s leased from our company. We are very proud to have maintained a continuous business relationship with this award-winning carrier,” commented Tadas Goberis, Chairman of the Board and CEO of AviaAM Leasing.

Sulija Partners’s team included Partner Gintautas Sulija and Senior Associate Eduard Plesak.

The DLA Piper team included London-based Partner Richard Skipper, Legal Director Philip Lamzin, and Associate Anna Middlebrook.

Turcan & Cazac and Vernon David & Associates have advised Banca Transilvania and the EBRD on Moldovan matters related to their joint acquisition of a stake of over 66% in Victoriabank, the third largest bank in the Republic of Moldova. In the Netherlands and UK, the EBRD was advised by CMS and Banca Transilvania by Freshfields.  

According to Turcan Cazac, the acquisition was the first phase of the transaction, with a second — consisting of a mandatory buyout offer launched by Banca Transilvania and EBRD to the remaining shareholders of Victoriabank — to follow.

In its own press release, BT claimed that the acquisition represents the first investment in Moldova from outside the country in over ten years. Victoriabank has existed for almost 30 years and reports 540,000 clients, 1,400 employees, and nearly 100 offices. 

Turcan Cazac advised BT and the EBRD on trading of the shares and regulatory approvals, such as the approval from the National Bank of Moldova, and handled notifications of the deal to the Competition Council, which ultimately authorized all. The firm’s team included Partner Octavian Cazac and Associate Ana Galus.

The lawyers working on the project from Vernon David & Associates were Partner Diana Neagu, Associate Roman Ivanov, and Senior Associate Sergiu Bivol.

The CMS team was led by Partners Graham Conlon and Martijn van der Bie, with the help of Senior Associate Valentina Santambrogio, Legal Consultant Louise Cakar, and Lawyer Leo Mikros.

The team from Freshfields included Managing Partner Dirk-Jan Smit, Senior Associate David Wakkie, and Associate Victor van Vegchel from Amsterdam, and Partner Andrew Hutchings and Associate Andy Robinson from London.

Local Partners from White & Case’s Warsaw and Prague offices have joined the firm’s multi-jurisdictional team advising WernerCo on its acquisition of the ZARGES Group from a consortium consisting of funds managed by Baird Capital and Granville, VR Equitypartner, and the management team of ZARGES. The purchase price was not disclosed.

WernerCo is an international manufacturer and distributor of access products, fall protection equipment, secure storage systems, and light duty construction equipment. It has manufacturing, warehousing, sales, distribution and office facilities in the US, Australia, Canada, China, France, Hungary, Mexico, Philippines, Vietnam, and the UK.

ZARGES, based in Weilheim in Germany, has three production sites in Europe and around 800 employees. It operates in sectors such as professional access, packaging/transportation/storage, and special construction. ZARGES products are sold in Germany, France, Sweden, the UK, Denmark, Norway, and the Netherlands, among other countries.

The White & Case team advising on the transaction was co-led by Partners Hendrik Roehricht and Gernot Wagner (both Frankfurt) and included Partners Bodo Bender (Frankfurt), Justus Herrlinger (Hamburg), Vanessa Schuermann (Frankfurt), Justin Wagstaff and Marc Israel (both London), Local Partners Sebastian Schrag, Ingrid Wijnmalen (both Frankfurt), Lars Petersen (Hamburg), and Katarzyna Czapracka (Warsaw), Counsel Andreas Klein (Frankfurt) and Associates Simon Rommelfanger, Jan Ole Eichstaedt, Anne-Sophie von Koester (all Frankfurt), Daniel Valdini (Hamburg), Andreas Koessel, Irina Schultheiss (both Frankfurt), Giuditta Caldini (Brussels), Veronika Merjava (Prague), and Claire Jordan (New York).

Asters has successfully represented Metro Cash & Carry Ukraine in its challenge to fines levied by Ukraine’s Antimonopoly Committee in a retail cartel case.

On December 5, 2017, the High Commercial Court of Ukraine rendered a final decision, finding that the antitrust charges against Metro lacked proper grounding. As such, the court annulled the competition authority’s 2015 decision to fine the company in the amount of around USD 1 million and prohibit certain commercial practices of the company.

Asters’ team working on the project included Partner Igor Svechkar and Senior Associates Sergiy Glushchenko, Anna Tkachova, and Oleksiy Ukolov.

Ilyashev & Partners is advising Mozyrsalt OJSC, producers of evaporated salt, in an anti-dumping investigation involving white evaporated salt imported from Belarus to Ukraine, packaged in 25 to 50 kilograms bags and containers of up to 1000 kilograms.

The investigation was launched in October 25, 2017 by the Interdepartmental Commission on International Trade on the basis of a complaint by Russol-Ukraine LLC.

Founded in 1982, Mozyrsalt is an associated company of Belarus State Concern Belgospischeprom. The company produces evaporated salt with various mineral supplements, tablet salt, and salt-containing additives. It supplies its products to 19 neighboring and non-CIS countries. 

TGS Baltic has advised the Fluid Handling Solutions business group of Axel Johnson International on its acquisition of Bahr Pump OU in Estonia, Pumptechnique SIA in Latvia, and Flow Technologies UAB in Lithuania.

According to TGS Baltic, all three acquired companies specialize in supplying fluid handling equipment, advanced systems, and service to end-users and contractors. Some of their key products include pumps, loading arms, actuators, and hydrocarbon metering, primarily for the petrochemical, chemical, food, and power generation industries.

The TGS Baltic team advising AxFlow included Estonian Associate Partner Kadri Kallas and Senior Associate Meree Punab, Latvian Partner Andra Rubene and Senior Associate Nauris Grigals, and Lithuanian Associate Andrius Voska.

JPM has advised Constellation Software Inc. on the acquisition by its Vela Operating Group division and subsidiary Aquila Software of the IN2 Group.

According to JPM, IN2, “was founded by the Croatian software group in 2009 and is known for its solutions in the public sector, insurance, pension and investment funds and ERP and BI solutions. 

Founded in 1995, Constellation Software is headquartered in Toronto. IN2, which is headquartered in Zagreb, Croatia, provides software solutions in the government, finance, insurance, healthcare, corporate, and other industries in the Adriatic region.

JPM did not reply to an inquiry about the deal.

Editor’s Note: After this article was published CEE Legal Matters learned that the JPM team consisted of Senior Partner Jelena Gazivoda and Partner Nikola Djordjevic.

Weinhold Legal has advised the Sarantis Group on its EUR 8.5 million acquisition of Slovak and Czech cosmetic brand Indulona. The sellers were advised by Kinstellar Bratislava.

Weinhold Legal describes Indulona as “a well-known, award-winning cosmetics brand boasting a 70-year successful historical presence in the Czech/Slovak market,” and it reports that “it is the most popular and number one selling product within the hand care category in both markets.” The Sarantis Group signed an agreement for the acquisition of the 100% of the share capital of Slovakian company Saneca Trade S.R.O and its Czech subsidiary, Saneca Trade CZ S.R.O., which distribute Indulona products in the two countries.

According to a Sarantis press release, this acquisition, completed within the context of the group’s strategic growth plan, further enriches the group’s brand portfolio, reinforces its position as a leading consumer products company, and supports the group’s geographical footprint in its territory.

Weinhold Legal’s team was led by Partner Daniel Weinhold, working in cooperation with Of Counsel Dusan Kmoch, Managing Attorney Tomas Cermak, and other Slovak and Czech lawyers from the firm.

Editor’s Note: After this article was published Kinstellar confirmed that it had advised the sellers. Its team consisted of Partner Viliam Mysicka and Junior Associate Marko Ernek.