Category: Deals and Cases

Baker McKenzie has advised Luxembourg-based Corpus Sireo Real Estate investment fund on its EUR 53.8 million acquisition of the Eiffel Palace building from the National Bank of Hungary. The seller was represented by Deloitte Legal. 

The heritage-protected Eiffel Palace was originally built in 1893 and has been sold twice within the last three years. The National Bank of Hungary purchased the building directly from Horizon Development three years ago for a reported price of EUR 45.3 million.

The Eiffel Palace office building is located adjacent to Nyugati ter, in the heart of the central business district of Budapest. Most of the jurisdictional and governmental buildings are in close vicinity. During the 2013 redevelopment of the building, the facade regained its former 1893 character, based on the original drawings redesigned by architect and artist Kornel Baliga. The internal structure and superstructure were designed by Ybl-prize winning architect Andras Gelesz.

The Baker McKenzie real estate team working on the deal was led by Partner Benedek Kovacs.

Deloitte Legal declined to confirm or offer details as to its involvement in the matter. 

Image Source: eiffelpalace.hu

BDK Advokati, Three Crowns LLP, and Moussas & Partners have successfully represented Greek investor Mytilineos in an investment arbitration against the Serbian state.

According to BDK, “the international arbitral tribunal held that Serbia, by successive extension of the legislative moratorium on enforcement against companies in privatization restructuring, indirectly expropriated Mytilineos’ investment in RTB Bor without compensation, and frustrated the legitimate and reasonable expectations of this investor to be afforded fair and equitable treatment by the host state. This was in breach of Serbia’s international obligations under the Serbia – Greece Bilateral Investment Treaty.”

The tribunal ordered Serbia to pay to Mytilineos compensation in the neighborhood of USD 40 million.

The BDK Advokati team was led by Managing Partner Tijana Kojovic.

The Three Crowns team was led by Georgios Petrochilos.

The Moussas & Partners team was led by Managing Partner Nikos Moussas.

Schoenherr has advised US asset manager KPS Capital Partners on its acquisition of DexKo Global’s production facilities in Austria and Poland from private equity investment firm Sterling Group L.P. Harris Williams & Co. acted as special advisor to Sterling Group L.P.’s Board, and Willkie Farr & Gallagher acted as legal counsel on the acquisition, which closed on July 25, 2017. The financial terms of the transaction were not disclosed.

Sterling Group L.P. will continue to own a minority stake in DexKo.

The Austrian and Polish manufacturing sites producing vehicle technology under the AL-KO brand are part of the international DexKo company, which Schoenherr describes as “the world’s largest axle manufacturer with an annual turnover of around EUR 850 million.” DexKo was formed at the end of 2015 through the combination of Dexter and AL-KO Vehicle Technology. The company is headquartered in Novi, Michigan, and employs over 4,500 employees with 39 manufacturing facilities and 25 distribution centers across the globe.

KPS is the manager of KPS Special Situations Funds, New York, USA, a family of investment funds with approximately USD 5.2 billion of assets under management.

Schoenherr provided extensive corporate transactional support including due diligence, regulatory, and employment legal advice as to the Austrian and Polish part of the transaction. The firm’s team was led by Partner Christian Herbst, supported in Vienna by Counsel Maximilian Lang and Associates Alexander Mazevski, Stefanie Orator-Saghy, and Teresa Waidmann. Schoenherr Partner Pawel Halwa, Counsel Barbara Jozwik, and Attorney Wojciech Czyzewsk advised on the Polish aspects of the transaction.

TGS Baltic’s Latvia office has assisted Clear Channel International BV with due diligence of Clear Channel’s subsidiaries in Latvia, Estonia, and Lithuania.

Clear Channel International BV is an indirect, wholly-owned subsidiary of Clear Channel Outdoor Holdings Inc. TGS Baltic reports that it helped organize the due diligence process of Clear Channel International’s Baltic subsidiaries “for the banks for the purposes of a private offering USD 125 million and issuance of USD 150 million in aggregate principal amount of 8.75% senior notes due 2020.”

According to TGS Baltic, the notes “were issued as additional notes pursuant to the First Supplemental Indenture, dated as of August 14, 2017, among Clear Channel International, the Guarantors, and U.S. Bank National Association, as trustee, paying agent, registrar and transfer agent (the ‘Trustee’). The Supplemental Indenture supplements the indenture, dated as of December 16, 2015, among Clear Channel International, the Guarantors, and the Trustee. The notes mature on December 15, 2020 and bear interest at a rate of 8.75% per annum.”

The firm’s work on the matter was led by Partner Andra Rubene, supported by Associate Rudolfs Vilsons. 

Image Source: clearchannelinternational.com

Arcliffe has been appointed by Sumitomo Electric Bordnetze to assist the company on labor law-related matters in various CEE jurisdictions.

Sumitomo Electric Bordnetze is a global supplier of electronic wire harnesses and components for the international automotive industry. The company employs more than 26,000 individuals at more than 26 locations in 14 countries.

“Our cross-border capabilities have proven effective on this regional mandate and we are proud to assist Sumitomo Electric Bordnetze on their Central and Eastern European legal affairs.” said Tomas Krutak, the coordinator of Arcliffe’s Prague office and co-head of Arcliffe’s regional corporate practice.

The Arcliffe Prague, Bratislava, Bucharest, and Sofia offices were involved in the mandate.

Wolf Theiss has advised private equity investor Kohlberg & Company on its purchase of the winter sport division of Newell Brands. The signing took place on May 25, 2017, and the deal closed on July 14, 2017.

Wolf Theiss was responsible for advising on legal matters and the financing of the transaction in Austria, the Czech Republic, and Bulgaria. The Austria team consisted of Partners Horst Ebhardt and Andreas Schmid and Associates Jiayan Zhu Georg Harer. Counsel Jan Kotous and Associate Filip Kostal provided advice on the acquisition in Prague, while Partner Katerina Kraeva advised in Bulgaria.

Within its winter sport division, consumer goods company Newell Brands counts international brands such as K2, Volkl, Dalbello, Marker, Madshus, Live, Full Tilt, Altlas, Tubbs, Ride, and BCA.

Weil is representing OTP Bank on two major transactions involving its Romanian and Serbian subsidiaries and the National Bank of Greece. Karanovic and Nikolic provided local advice to OTP in Serbia, and Schoenherr provided local advice in Romania. Freshfields advised the National Bank of Greece on both deals.

In the first, OTB Bank Romania S.A. acquired a 99.28% shareholding in Banca Romaneasca S.A. and a portfolio of Romanian-risk corporate loans. In the second, OTP Banka Srbja A.D. Novi Sad acquired Vojvodanska Banka a.d., NBG Leasing d.o.o., and a portfolio of Serbian-risk corporate loans, for EUR 125 million.

According to Weil, the Romanian transaction “will bring the Romanian market share of OTP Group to approximately 4%, making it the 8th largest bank in the country. The financial closing of the transaction is expected by the beginning of 2018.” The firm reports that the Serbian transaction “will bring the Serbian market share of OTP Group to approximately 5.7%, making it the 7th largest bank in the country. The financial closing of the transaction is expected by the end of 2017.”

Combined, according to Freshfields, “the two deals will strengthen NBG’s liquidity position by approximately EUR 930 million.”

The Weil Budapest team on both deals was led by Counsel Pal Szabo and Partner Konrad Siegler and included Senior Associate Gabor Szabo and Associates Daria Szabo, Daniel Aranyi, and Daniel Racz.

The Karanovic & Nikolic team serving as local counsel to Weil in Serbia consisted of Partner Darko Jovanovic and Senior Associate Ivan Nonkovic.

The Schoenherr team acting as local counsel to Weil in Romania included Partners Madalina Neagu and Matei Florea, Senior Attorneys at Law George Ivan, Adina Damaschin, Costin Sandu, Adriana Stanculescu, and Andrea Gal, and Attorneys at Law Anca Hotaranu, Elena Marcu, Ioana Mitu, and Eduard Pavel.

The multi-jurisdictional Freshfields team is led by Corporate Partner Sebastian Lawson. The two transactions mark the fifth and sixth sales on which Freshfields has advised NBG in the last two years, having already advised it on the disposals of United Bulgarian Bank A.D. (as reported on June 15, 2017), Finansbank A.S. (as reported by CEE Legal Matters on June 22, 2016), Ethniki Hellenic General Insurance S.A. (as reported on July 10, 2017), and the South African Bank of Athens.

Editorial Note: After this article was published Bojovic & Partners announced that it acted as local counsel to the National Bank of Greece “in its sale of Vojvodanska Banka a.d., NBG Leasing d.o.o., and a portfolio of Serbian-risk corporate loans to OTP Banka Srbija A.D. Novi Sad.” The B&P team was led by Partner Vuk Draskovic.

Cobalt has advised AS Storent Investments, a rental equipment company operating in Baltics, Finland, and Sweden, on its acquisition of Cramo operative companies in Latvia (SIA Cramo) and Kaliningrad (OOO Cramo Kaliningrad) consisting of seven rental depots with 43 employees. Storent was advised on Russian aspects of the deal by Alrud, and Cramo Plc was advised by KPMG.

Cobalt describes Storent as “one of the leading rental equipment companies in Baltics,” and reports that it is “operating 21 rental depots across Latvia, Lithuania, and Estonia.” In December 2016 Storent acquired Leinolift OY, a Finnish access equipment rental company, and in 2017 it started operations in Stockholm, Sweden.

The Cobalt team included Managing Partner Lauris Liepa, Partner Toms Sulmanis, Senior Associates Sandija Novicka and Inga Tenisa, and Associates Viktorija Alksne, Krisjanis Buss, Ivo Maskalans and Diana Zepa.

Redcliffe Partners has acted as Ukrainian law counsel to Grupo Bimbo, the world’s largest baker and distributor of baked goods, in connection with its USD 650 million acquisition of the foodservice-focused company East Balt Bakeries from private equity fund One Equity Partners. White & Case, Cleary Gottlieb Steen & Hamilton, and Morgan Lewis acted as international legal counsel to Grupo Bimbo. Baker McKenzie advised One Equity Partners on the deal.

According to Redcliffe Partners, “with the acquisition of 21 bakeries in 11 countries across North America, Europe, the Middle East, Africa and Asia, Grupo Bimbo intends to expand into the global high-growth foodservice sector by opening in eight new markets. The transaction is expected to close in the second-half of 2017, once regulatory approvals are obtained.”

Redcliffe Partners’ work on the transaction included conducting due diligence of the Ukrainian assets of the target company, advising on corporate and competition law matters, and reviewing relevant documentation. The firm’s team on the project was led by Counsel Zoryana Sozanska-Matviychuk and included Junior Associates Yulia Brusko, Victoria Ivasechko, Olga Kozachenko, Anatoliy Doludenko, and Viktoria Shevchuk. Counsel Anastasia Usova advised on competition law. 

The Baker McKenzie team advising One Equity Partners included Michael Fieweger, Steven Schneider, John Eichelberger, Christopher Guldberg, Kuif Klein Wassnik, and Dimitri Marchan. Baker has confirmed that several of its CEE offices worked on the deal as well.

Editor’s Note: This article has been revised to reflect new information received about Baker McKenzie’s work on the deal.

Image Source: bakeryandsnacks.com

BDK Advokati has advised the Czech company Lach:ner s.r.o., a regional distributor of pure chemicals, specialized services, and innovative products, on the acquisition of 100% of shares in Serbian Proanalytica d.o.o., a distributor of laboratory chemicals. The Lukic law firm advised the sellers on the deal, which closed on August 4, 2017.

A BDK team consisting of Senior Partner Vladimir Dasic and Associate Jelena Zelenbaba advised Lach:ner in negotiations and closing of the SPA while BDK Partner Ana Jankov was responsible for the management agreements and transition documents pertaining to the sellers of Proanalytica who will continue to work in Lach:ner.