Category: Deals and Cases

Zivkovic Samardzic is advising the Austrian Development Agency on the rehabilitation of flood protection infrastructure in Serbia.

According to Zivkovic Samardzic, the project includes the renewal of sewerage systems in the Obrenovac and Surcin municipalities in the greater Belgrade area, renewal of pumping stations in Obrenovac, and the reconstruction of flood protection in the cities of Valjevo, Paracin and Svilajnac, which entails the repair and construction of dams and embankments, construction of an overflow basin, and cleaning the riverbeds along the Kolubara, Crnica, Velika Morava, Buk and Resava rivers.

In May 2014, severe floods hit entire regions of Bosnia and Herzegovina and the Republic of Serbia, resulting in several dozens of casualties in both countries, causing the destruction of public and private infrastructure, and affecting hundreds of thousands of households. Damages and economic losses amounted to around EUR 2 billion in Bosnia and Herzegovina and EUR 1.5 billion in the Republic of Serbia. In December 2014 the European Commission adopted a special measure on flood recovery and flood risk management to provide assistance to those two countries in order to help them to recover from the floods, with the maximum amount of the European Union contribution for its implementation set at EUR 127 million.

The Austrian Development Agency (ADA) is the operational unit of Austrian Development Cooperation. ADA plans, finances and supports development programmes and projects in the countries of Africa, Asia, South-Eastern and Eastern Europe, and the Caribbean on behalf of the Austrian Federal Government, and it implements projects in developing countries on behalf of the European Commission. The ADA has been entrusted with the implementation of the rehabilitation of the flood protection infrastructure project in Serbia based on its technical, administrative, and financial capabilities and its experience in implementing works contracts in the water sector in Serbia and the Western Balkan region.

Zivkovic Samardzic’s assistance to the ADA encompassed negotiating and drafting the cooperation agreements with the Government of the Republic of Serbia, public water management companies, and participating cities and municipalities, advising the ADA in construction permit-issuing proceedings and on various regulatory issues and procurement procedures, and drafting the contacts on supply, services, construction, and site supervision.

The Zivkovic Samardzic team advising the ADA is led by Partner Ksenija Golubovic Filipovic.

CMS has advised Qualia Development – a development company which belongs to the PKO Bank Polski group – on the sale of land in Warsaw and at the seaside resort Jurata. Wiercinski Kwiecinski Baehr advised the buyers on the Warsaw deal.

The first transaction concerned the sale of 100% of the shares of Fort Mokotow Inwestycje sp. z o.o. — a company holding a perpetual usufruct interest in a 9.4-hectare plot located off Zwirki i Wigury street in Warsaw (next to the Marina Mokotow residential project) — to Dom Development. According to the planning permit, the property can accommodate housing, office, or hotel developments and covers a total of 70,000 square meters. WKB, which advised Dom Development on the deal, reports that its client “plans to develop on that area, amongst other things, a housing project with approximately 750 flats, around 100 of which would be luxury apartments.”

In Jurata, Qualia sold two properties located at Mestwina street. The first of the plots, with an area of 3,900 square meters, is earmarked for the development of an apartment building with 29 units, and the other, of 12,900 square meters, can accommodate a 180-room hotel facility.

“The transaction follows the current trend of buyers seeking land for hotel and condominium development,” said CMS Advocate Adriana Andrzejewska, who played a major role on both transactions. “This property distinguishes itself by a particularly attractive location near the pier. We will be interested in following this project as it develops further.” 

The CMS team on both transactions consisted of Partner Wojciech Koczara, Senior Associate Adriana Andrzejewska, and Associate Michal Maslak.

The WKB team advising Dom Development on the Warsaw transaction consisted of Partner Magdalena Zienkiewicz and Jakub Jedrzejak and Senior Associates Magdalena Piszewska and Jan Wsolek.

Avellum has advised Altran, a global leader in innovation and high‐tech engineering consulting, on Ukrainian matters related to its acquisition of the Lohika software engineering services firm. Latham & Watkins acted as the global legal advisor to Altran.

Altran operates in over 20 countries throughout Europe, Asia, and the Americas. The company had revenues of over EUR 1.945 billion in 2015. With the integration of Lohika, Altran takes a new step towards its positioning as a leader in software engineering and R&D in North America. According to Avellum, “the transaction will also allow Altran to reinforce its solutions portfolio in the development of software products.”

According to Avellum, Lohika, which is headquartered in Silicon Valley, “is a premier software development firm most active in North America with experienced delivery teams in Ukraine and Romania comprising more than 700 employees, most of them being software engineers.”

The Avellum team was led by Managing Partner Mykola Stetsenko and Counsel Yuriy Nechayev, with “significant support” from Senior Associate Oleksandr Polonyk, and Associates Yaroslav Medvediev and Andriy Gumenchuk.

Avellum was not able to provide information about the seller or its counsel.

Primus has advised BaltCap-backed FCR Media Group on its expansion to Belgium. The acquired Belgium digital media agency has 300 employees and operates the goudengids.be and pagesdor.be websites.

According to Primus, “FCR Media Group is the leading European digital media agency with activities in 12 European countries, including Belgium, Ireland, Sweden, Czech Republic, Slovakia, the three Baltic countries of Estonia, Latvia and Lithuania, Croatia, Hungary, and Romania. In most of its markets, FCR is a Google Premium partner.”

The firm also describes BaltCap as “the leading independent private equity firm focusing on small and midmarket buyout and expansion capital investments in the Baltic States” and says that “BaltCap has a strong presence in all three Baltic countries.”

The Primus team advising the BaltCap Private Equity Fund and FCR Media group on the transaction was led by Partner Ermo Kosk.

Sajic is reporting that it conducted the process of converting the open joint stock company Fabrika duvana a.d. Banja Luka to a closed joint stock company, now owned by Bulgartabac Holding AD Sofia, Bulgaria.

According to Sajic, “after submitting the application and undertaking numerous legal actions the Commission for Securities has issued a resolution approving the conversion of the company into a closed joint stock company.” The firm reports that it “represented the client in a very complex process which finally resulted in the delisting of shares of Fabrika duvana a.d. Banja Luka from the Banja Luka Stock Exchange, so Fabrika duvana a.d. Banja Luka continued to operate as a closed joint stock company.”

The Sajic team consisted of Aleksandar Sajic and Tijana Milacic.

Kocian Solc Balastik has advised ENERGO-PRO on financing provided by Akbank for the construction of a hydro power plant in Karakurt, Turkey. Akbank was advised by CMS.

ENERGO-PRO is a Czech domestic company, founded more than 20 years ago. It owns and operates almost 40 power plants in the Czech Republic, Bulgaria, Georgia, and Turkey, and it employs approximately 8,000 people.

The KSB team focused on financing documents pursuant to English and Czech law in connection with the design, construction, and operation of the power plant. The team consisted of Partners Martin Krejci and Vaclav Rovensky and Counsel Christian Blatchford. 

The CMS team was led by Partner Ana Radnev.

RTPR Allen & Overy has advised the private equity fund South Eastern European Fund on the sale of Total Soft S.A. to Turkish company Logo Yazilim, which is owned by the private equity fund Mediterra Capital Partners. Logo Yazilin was advised by Kolcuoglu Demirkan Kocakli in Turkey and Lina & Guia Eversheds in Romania on the deal.

RTPR Allen & Overy describes Total Soft as “the most important ERP producer in Central Europe,” and says that the “South Eastern European Fund is the private equity fund advised by Global Finance, one of the largest private equity firms in Central and Eastern Europe with a presence of more than 25 years in the region.”

The RTPR Allen & Overy team that advised South Eastern European Fund on the matter was led by Partner Mihai Ristici, who explained that “We are delighted to have assisted South Eastern European Fund in one of the largest transactions in the TMT sector on the Romanian market in the last few years. We would like to thank them for trusting us with this mandate that we successfully closed together and we are looking forward to new challenges.” Ristici was assisted by RTPR Allen & Overy Counsel Alina Stavaru, Associates Laurentiu Tisescu and Bianca Eremia, and Junior Associate Evelin Grigore.

The Kolcuoglu Demirkan Kocakli team advising Logo Yazilin consisted of Partner Umut Kolcuoglu, Senior Associate Begum Incecam, and Associates Ayse Aydin, Gokce Ildiri, and Rıza Yucel.

Schoenherr Bratislava has advised the Albea group on the acquisition of 100% of the shares in Scandolara TUB-EST, s.r.o., a Slovak subsidiary of the Italian Scandolara Group, which produces laminate tubes. The Scandolara Group was represented by Studio Legale D’urso–Zena e Associati and the Slovak law firm Maple & Fish.

Schoenherr describes Albea as “one of the world’s leading packaging companies providing a wide range of solutions for the make-up, fragrance, skincare, personal and oral care markets,” and says that “headquartered in France, Albea operates 34 manufacturing facilities in 13 different countries across Europe, the Americas, and Asia.”

Schoenherr supported Albea’s Senior Legal Counsel, Abir Mansour Afara, on all Slovak legal aspects of the transaction, including the due diligence, drafting, and negotiation of the SPA and financing of the acquisition.  

“Slovakia’s high growth economy and stable outlook have translated into increased foreign direct investment, particularly in the manufacturing industry,” said Sona Hekelova, Partner at Schoenherr Slovakia, who led the firm’s team on the deal. “This deal underscores the fact that the Slovak economy is firmly integrated into global value chains, with leading international companies choosing to invest here.”  

In addition to Hekelova, the Schoenherr team advising Albea included Attorneys Peter Devinsky and Michal Lucivjansky and Associate Tomas Silhanek.

Maple & Fish did not reply to our inquiries on the matter.

Erdem & Erdem has advised the shareholders of Camis Ambalaj Sanayi A.S. — an affiliate of the Sisecam Group — on the sale of its corrugated cardboard manufacturing business to Mosburger GmbH, a subsidiary of Prinzhorn Holding operating under the name Dunapack Packaging.

The shareholders of Camis Ambalaj Sanayi represented by Erdem & Erdem are Turkiye Sise ve Cam Fabrikalari A.S. and Pasabahce Cam Sanayi ve Ticaret A.S. 

According to Erdem & Erdem, “offering solutions for its sophisticated customers in the food, beverage, glassware, fresh fruit, and vegetable industries, Camis Ambalaj Sanayi A.S. manufactures and sells 160 million square meters of corrugated packaging per annum at its Eskisehir plant using high-tech machinery and equipment.” The company will continue its offset printed packaging manufacturing business.  

Dunapack Packaging is a member of the Austria-based Prinzhorn Group, which Erdem & Erdem describes as “one of the leading companies operating in waste paper recycling, paper and cardboard packaging manufacturing in Europe.” With the completion of the transaction, Dunapack Packaging will have 18 manufacturing plants worldwide with an annual sales volume of 1.8 billion square maters of corrugated cardboard.

Erdem & Erdem did not reply to our inquiry about counsel for Prinzhorn.

Editor’s Note: After this article was published, CEE Legal Matters learned that Prinzhorn had been advised by the Albayrak & Arslan Law Firm.

Cobalt has advised AS TMB, a major manufacturer of pre-cast reinforced concrete elements, on its acquisition of the Betonimestarit-Group from its shareholders. The value of the transaction was not disclosed.

Cobalt reports that “Betonimestarit is one of the largest manufacturers of concrete elements in Finland and has been operating in the market for almost 30 years. As a result of this transaction, AS TMB doubled its turnover, which now amounts to almost 100 million euros. The new group has a total of some 500 employees in Estonia, Latvia, Finland, and Sweden.”

The Cobalt team included Partners Martin Simovart and Marina Tolmatshova with Specialist Counsel Jesse Kivisaari, Senior Associate Kristjan Kotkas and Associate Mattias Tammeaid. AS TMB was counseled on tax aspects by Partner Egon Talur and Associate Tonu Kolts, while company law issues were covered by Partner Pirkko-Liis Harkmaa, and competition law issues were tackled by Partner Elo Tamm.

Cobalt informed CEE Legal Matters that it was unaware of the identity of counsel for the sellers.