Category: Deals and Cases

Taylor Wessing Slovakia has advised and represented the Austrian company Wiener Donauraum Laanden und Ufer Betriebs- und Entwicklungs GmbH on its investment into P.A.D., spol. s.r.o., which owns and operates seven pontoons on the Danube river in Slovakia.

According to Taylor Wessing, Wiener Donauraum was founded in 2002 “to develop the shores area of and the sailing on the Danube. An outstanding example of the Wiener Donauraum activities was a construction of the ship station Schiffstation Wien City in Vienna’s city center, which opened in July 2010. This terminal is not just a ship station, but also contains restaurants, cafes and shops and also provides premises for social events and exhibitions.”

According to Taylor Wessing, P.A.D. “provides anchorage places for cruise ships, but also offers additional services, such as drinking water supply for ships, disposal of the municipal waste or shipping agency services.”

The transaction was executed at the end of the April 2017 and was structured as a share deal, with Taylor Wessing advising on the adjustment of the share transfer agreement, negotiating the agreement’s content, and preparing the company’s internal documentation. The firm’s team included Partner Radovan Pala and Senior Associate Iveta Bosiakova.

According to Ronald Schrems, Director of Wiener Donauraum Laanden und Ufer Betriebs- und Entwicklungs GmbH, “the purpose of the transaction is to closer connect the historically related Danubian metropolises Bratislava and Vienna, to improve their mutual accessibility and transportation on the Danube, as well as to create the so called ‘Gate to Vienna’ — an information-booking platform of the city of Vienna in Bratislava. The connection between Vienna and Bratislava was very important also during negotiations of the entire transaction. That’s the reason why we chose Taylor Wessing as our advisors, as they perfectly understood our ‘Austrian law terminology’ and thanks to their local know-how they helped us execute this transaction pursuant to Slovak law.”

Taylor Wessing Partner Radovan Pala added that “the challenge for us was to combine the client’s interest in a swift and simple execution of the transaction and at the same time to minimize the risks stemming from the quite complex Slovak legislation on the operation of pontoons on the Danube.”

Taylor Wessing did nor reply to an inquiry about counsel for P.A.D.

Sorainen Estonia has advised NEFCO, an institution established by the five Nordic countries to finance green investment projects in Eastern Europe, on its subscription agreement with BaltCap for a EUR 3 million equity investment in the EUR 100 million BaltCap Infrastructure Fund, which will focus primarily on investments related to renewable energy, energy efficiency, and transport, as well as social infrastructure projects in Estonia, Latvia, and Lithuania. BaltCap was advised by the Deca Legal law firm.

The anchor investor of the fund is the European Investment Bank, with a EUR 20 million commitment. Other investors in the fund are SEB, Swedbank, LHV, as well as Baltic institutional investors. The maturity of the fund is 20 years.

“Infrastructure development is one of the key priority areas for the region to improve its competitiveness and independency,” said BaltCap Infrastructure Fund Partner Sarunas Stepukonis. “However, the Baltic countries face an infrastructure funding gap of EUR 6 billion over the next five years, which is expected to become even greater post the 2014-2020 EU funding program.” 

“We are very honored to be able to contribute to this important infrastructure fund, which will benefit the economic and environmental development in the whole region,” said NEFCO’s Executive Vice President Kari Homanen. “This equity investment is our first project in the Baltic states after re-entering the market recently, and we are especially pleased that the project involves all three countries.”

Sorainen’s team consisted of Partner Reimo Hammerberg and Associate Kristina Promet.

TGS Baltic has advised Enterprise Investors on the sale by the Polish Enterprise Fund VI and minority shareholders sale of Novaturas, the largest tour operator in the Baltic States, to Itaka Holdings. Deloitte Legal advised the buyers on the deal.

TGS Baltic describes Itaka Holdings as “the largest tour operator in Poland and the most important tour operator in the Central and East Europe,” and reports that “Novaturas … provides services of organizing holiday packages and roundtrip travels.” According to TGS Baltic, “it is the largest tour operator in the Baltic States.” In 2016, Novaturas generated EUR 102 million in income. 

The Polish Enterprise Fund VI paid EUR 40 million for 71% of Notaturas shares in 2007. The TGS Baltic team advised Enterprise Investors on that previous deal as well.

The TGS Baltic team was led by Partner Marius Matonis, Associate Partner Aurimas Pauliukevicius, and Associate Andrius Voska.

The Deloitte Legal team was supervised by Warsaw-based Partner Jan Jarmul and included Warsaw-based Managing Associates Maciej Wroblewski and Anna Dobosz, with local input from Vilnius-based lawyers Tomas Davidonis and Tomas Mieliauskas.

Allen & Overy has announced that it advised Fortuna Entertainment Group on the acquisition of the 100% share in Hattrick Sports Group Ltd., Ireland, the owner of the Casa Pariurilor betting operator in Romania, the PSK and Hattrick operator in Croatia, and B2B operations in Spain, Germany, and other European countries.

As previously announced, Romania’s Tuca Zbarcea & Asociatii also advised Fortuna on the acquisition. 

Allen & Overy describes Fortuna Entertainment Group as “the leading regulated sports betting and gaming multi-channel operator in the CEE region, currently present in three core markets – the Czech Republic, Slovakia and Poland – and, via ‘Fortuna’ brand licensing, also in Romania,” and asserts that “the business expansion is in line with Fortuna’s long-term strategy to become the number one licensed sports betting and gaming operator in C&SEE and industry leader in innovations, multi-channel offers, customer experience and financial performance.”

Allen & Overy advised Hattrick both on the M&A side of the transaction, as well as on the financing of the transaction and on the refinancing of selected subsidiaries. The multi-jurisdictional deal involved A&O teams in the Czech Republic, Slovakia, Poland, the Netherlands, and RTPR in Romania. The firm’s team was led by Corporate Partner Martin Magal, with support from Partner Hugh Owen and Senior Associate Juraj Gyarfas. The financing work stream was led by Prague-based Banking Partner Vaclav Valvoda and Counsel Robert David, with support from Associate Lukas Vondrich.  

Primus has advised Polaris Invest and Com Holding, the shareholders of Cgates, the second largest cable operator in Lithuania, on the sale of a stake in the company to Livonia Partners. Cobalt advised Livonia Partners on the transaction, which is awaiting regulatory approval.

Polaris Invest and Com Holding are Estonian investment companies belonging to Indrek Kuivallik and Marju Kern, respectively.

According to Primus, “over the past several years, Cgates, which now employs over 300 people and has an annual revenue of approximately EUR 19.5 million, has been actively consolidating the Lithuanian telecommunications market and intends to continue growing its market share through further acquisitions, now in partnership with Livonia Partners.” 

Cgates was formerly owned by Starman, a leading Estonian telecommunications company, which was acquired by Elisa earlier this year. As part of the acquisition, Starman’s Lithuanian holdings were sold to Polaris Invest and Com Holding.

Primus’s Estonian and Lithuanian offices represented Cgates and its current shareholders. The firm’s team was led by Partners Anton Sigal and Ermo Kosk in Tallinn and Giedre Dailidenaite in Vilnius.

The Cobalt team was led by Lithuania Partner Elijus Burgis, assisted by Senior Associate Inga Mazvilaite.

Editor’s note: After this article was published TGS Baltic informed us that it had advised LHV Pension Funds, which — along with Ambient Sound Investments — joined Livonia Partners in investing in Cgates.

The Czech Republic’s JSK law firm and Slovenia’s Kavcic, Bracun & Partners have successfully provided legal advice to TCCM, s.r.o., in relation to its acquisition of 100% shares in Slovenia’s Teleray. The Zavrsek Law Firm, in Slovenia, advised the sellers on the deal.

According to TCCM’s website, the company, “was founded in 2007 with management team background in Samsung Mobile distribution.” According to TCCM, “we are specialist for the telecom channels and business development of premium mobile phone brands. We are actively working with 52 mobile operators and 150 consumer electronics and telco retailers in 23 countries. Our team of more than 60 people is located in 12 countries. We have launched successfully Samsung, HTC, Beats, Meizu, Honor, CAT Phones and Coolpad in CEE. We are selling more than 2.5 million phones per year.”

Teleray, founded in 1990, is a distributor of Nokia mobile phones for Slovenia, Croatia, and Bosnia and Herzegovina.

Partner Tomas Dolezil headed up the JSK team for the transaction, assisted by Senior Lawyer Michal Jenzelovsky and Junior Lawyer Michaela Krajickova. The Slovenian Kavcic, Bracun & Partners team was led by Partner Simon Bracun, assisted by Associate Spela Juratovec.

The Zavrsek Law Firm did not reply to our inquiry on the matter.

Laszczuk & Partners has assisted international flower wholesaler FleuraMetz Group on the sale of its transport activity enterprises in Poland and the Czech Republic to H.Z. Transport Poland sp. z o.o., a part of H.Z. Logistics, which operates a transportation business across Europe.

The Laszczuk & Partners team advising FleuraMetz was led by Partner Aleksandra Faderewska-Waszkiewicz, working with Senior Associate Marta Bzowska-Warsza.

Laszczuk & Partners was not authorized to identify counsel for the buyers.

Kinstellar has advised Genesis Private Equity Fund III on its acquisition of what the firm describes as “a material minority share” in a new player on the consumer electronics market.

According to Kinstellar, “the owners of the respective companies have agreed to combine HP TRONIC, the operator of the Euronics retail chain and owner of the Kasa.cz and Hej.sk e-shops, with DATART, one of the biggest retail entities in the Czech Republic. The structure will receive a capital contribution from Genesis Private Equity Fund III, which will gain a material minority share.”

The merger, according to Kinstellar, will create an enterprise with revenue in excess of CZK 15 billion per year and “a high-quality chain of more than 130 specialized electronics shops that are visited by more than 22 million customers annually.”

The transaction remains subject to the approval of the Office for the Protection of Competition in the Czech Republic and the Antimonopoly Office of the Slovak Republic.

The Kinstellar team was led by Partner Jan Juroska, assisted by Senior Associate Michal Kniz and Junior Associate Kristyna Del Maschio.

DLA Piper has advised Hungary-based Egis Pharmaceuticals on its acquisition of the D-Panthenol brand, the second largest brand in the dexpanthenol market in Russia, and of a Russian gynaecology portfolio consisting of Vagilac, Feminal and Folacin brands, from Jadran-Galenski Laboratorij. CMS advised the sellers on  the deal.

DLA’s Moscow-based team was led by Partner Julien Hansen and included Counsel Michael Malloy, Legal Director Pavel Arievich, and Senior Associate Mukhamed Evloev.

The CMS team was led by Bulgarian Managing Partner David Butts and included Veliko Savov and Alexander Rangelov from CMS Sofia, Counsel Vsevolod Tyupa from CMS Moscow, Partner Hrvoje Bardek and Attorney-at-Law Marija Zrno from CMS Zagreb, Patrick Sommer, Daniel Burkhard and Andrea Ferchl from CMS Switzerland, and and John Markham from CMS London.

Primus has advised AS Lauma International on its acquisition of Felina International AG, the parent company of the German-based lingerie group, from the Palero investment fund. White & Case Frankfurt advised the sellers on the deal.

The transaction was financed by a combination of bonds arranged by AS LHV Pank and a bank loan provided by a consortium led by A/S Citadele banka in Latvia.

Felina, with a history dating back to 1885, manufactures and distributes lingerie under the brand names “Felina” and “Conturelle”. The Felina group operates a production facility in Hungary and includes distribution companies in Germany, France, Italy, Spain, Portugal, and Croatia. The group, which is headquartered in Mannheim, Germany, reported 2016 sales of approximately EUR 41 million. It employs over 700 people.

Lauma International is the parent company for Lauma Fabrics, a manufacturer of fabrics, laces and narrow bands for the lingerie industry. Lauma Fabrics operates production facilities in Latvia and Germany.

According to Primus, “with the acquisition of Felina, Lauma International expands its reach to manufacturing and retail of lingerie, forming a new vertically integrated structure with the combined revenue in excess of EUR 75 million and a workforce of 1,250 people, which will serve as a platform for further consolidation in the market.”

Primus’s team was led by Partner Anton Sigal in Tallinn and Partner Zane Eglite-Fogele in Riga.

White & Case’s Frankfurt-based team was led by Partner Hendrik Rohricht, Andreas Wieland, Bodo Bender, Holger Wolf, and Rebecca Emory, Counsel Andreas Klein, and Associates Christine Schneemann, Tomislav Vrabec, Simon Rommelfanger, Anne-Sophie von Koster. Hamburg-based Partner Justus Herrlinger was involved as well.