Category: Deals and Cases

Tuca Zbarcea & Asociatii has advised Direct One on its acquisition of the underground telecom infrastructure of Bucharest, called Netcity, from UTI Netcity Investment BV and UTI Grup SA for an undisclosed sum. Leaua & Asociatii advised UTI on the deal.

The operator of the underground telecom network in the Romanian capital is Netcity Telecom. The project company developed support infrastructure as part of a concession contract signed in 2008 with the Bucharest City Hall that will run for 49 years. The network currently has approximately 1000 km of optic fiber.

In 2015 Netcity registered a turnover of RON 40.4 million (EUR 9.1 million), with a net profit of RON 14.5 million. The company has 24 employees. In 2015, Direct One reported turnover of RON 42.4 million, with a net profit of RON 12.7 million. The company employs 21 people.

The TZA team advising Direct One was led by Partners Catalin Baiculescu and Vlad Cercel.

The Leaua & Asociatii team was led by Partner Gina Gheorghe and Of Counsel Alexandru Codescu.

Editor’s Note: On February 16, 2017, TZA informed CEE Legal Matters that the deal had now closed.

Fort has advised Hansabuss on its acquisition of a majority shareholding in Tukuma Auto SIA — a Latvian provider of bus transport services — thereby increasing its share in the Latvian market for public bus transport and charter transport to approximately 10%.

According to Fort, Neeme Tammis, a management board member at Hansabuss AS, “said that this is a strategic decision which is made in anticipation of the opening of the Latvian public bus transport markets in 2020 and it allows the group to get to know the Latvian market and develop local competence.”

The Fort team was led by Partner Janis Lokops in Latvia and Partner Kuldar-Jaan Torokoff in Estonia, supported by Latvian-based Senior Associates Roberts Prusis and Ieva Balcere.

Fort did not reply to our inquiry about counsel for the sellers on the deal.

Axon Partners is reporting that it is working with the administrator of Ukraine’s state-owned ProZorro public procurement electronic system, which the firm reports is “being transformed into an IT company implementing innovative projects in Ukraine.”

According to Axon Partners, “ProZorro is an electronic system with an open source code intended to facilitate the public procurement procedure and make it transparent and efficient, [while] preventing corruption and avoiding a lot of red tape.” The firm reports that “as a result of public procurement reform, ProZorro has become subject to compulsory implementation in Ukraine,” and says that “in addition, the system has been intentionally appreciated during the World Procurement Awards 2016.”

Axon Partners’s work involves monitoring IP rights for all elements of the ProZorro software system and “checks whether the open-source is used correctly,” as well as providing legal advice “concerning the use of the ProZorro trademark by parties who train to use the system, and [helping] to deal with all issues arising during the work with electronic platforms that are joining with ProZorro.”

The Axon Partners lawyers working on the matter include Bogdan Duchak, Oksana Kochkodan, and Yevgenia Gireva. 

Clifford Chance has advised Ceska Sporitelna, a.s., on financing provided to Dautphetal-based Roth Industries GmbH & Co. KG., a manufacturer of glass and complete showers, for a leveraged buy-out of 100% interest in Roltechnik a.s., a Czech supplier of shower enclosures, trays, bath tubs, and jacuzzis. Vostarek & Komeiserova advised Roth Industries on the financing.

According to Clifford Chance, “the transaction significantly extended the sanitary activities of Roth Industries as Roltechnik a.s. holds a very strong position on the markets in Czech Republic, Slovakia, and Hungary. This move also opens up various Eastern markets for Roth Industries, especially in the area of energy systems as well as for its water and waste water treatment technologies.”

The Clifford Chance team was supervised by Partner Milos Felgr and included Associate Marian Husar and Junior Associate Jan Strnad.

The Vostarek & Komeiserova team was led by Managing Partner Ladislav Vostarek, and included Jakub Mudra, Vera Silarova, and Jana Svehlova.

Vasil Kisil & Partners has advised Epicenter on its acquisition of a group of buildings of the former Alta Center Shopping Mall near the Petrivka metro station in Kyiv. The operations of Alta Center as a shopping mall have thus been terminated, and VKP reports that the buyer will use the vacated buildings and land plots to build its own hypermarket.

Epicenter K LLC is the largest Ukrainian DIY retail chain.

According to a VKP statement, the firm’s lawyers advised on structuring the transaction (including the procedure for settlements and provision of security for the parties’ obligations), drafted all necessary preliminary and definitive property purchase agreements, payment security agreements and other transaction documents, and participated in negotiations. In addition, VKP provided legal advice on the termination of operations of Alta Center, the re-execution of land lease agreements, and compliance with the antitrust laws when entering into the agreements, among other things.

The firm’s project team included Partner Alexander Borodkin, Counsel Anna Sisetska, and Associate Mykola Boichuk.

In 2013 Vasil Kisil & Partners advised Epicenter on its investment in the Nova Linia group of companies (as reported by CEE Legal Matters on December 18, 2013).

Glimstedt has successfully assisted Estonian work management software startup Scoro in securing a EUR 1.7 million seed funding round. The round was led by SmartCap, the investment arm of the Estonian Development Fund, Inventure, and Alchemist Accelerator.

Scoro builds software for companies to manage their workflow and automate certain tasks. The new funds will be used to further develop company’s automation features and integrations with other programs as well as expand it sales and support teams internationally.

PwC Legal has represented Specialized Bicycle Components Inc., an American manufacturer of high performance bicycles, bicycle components, and related products, in connection with the sale of its retail sales division in the Czech Republic to Velocentrum Volesky s.r.o.

Specialized Bicycle Components markets its products under the brand name “Specialized.” The company was founded in 1974 and is based in Morgan Hill, California. Velocentrum Volesky is the authorized dealer of bicycle brands Author, Kellys, and Specialized in the Czech Republic.  

The PwC Legal team on the deal was led by Michael Mullen and Daniel Pikal.

Linklaters and Herguner Bilge Ozeke have advised beIN Media Group on its successful acquisition of Digiturk, the leading pay-TV operator in Turkey, from the Cukurova Group and funds controlled by Providence Equity Partners. White & Case advised the Cukurova Group and Slaughter & May and GSI advised Providence Equity Partners on the deal, which completed on August 26, 2016.

The beIN Media Group is a diversified media company active in both sports and entertainment. According to a statement released by Linklaters, “beIN has assets including beIN SPORTS, a premium and leading television network present in around 36 countries within North America, MENA, Europe and Asia through 38 channels. It also owns four movie and two children’s entertainment channels as well as distribution platforms in MENA. Digiturk is the leading pay-TV operator in Turkey with approximately 3.5 million subscribers, offering a premium mix of leading sports and entertainment content across 219 standard and high definition channels.”

The Linklaters’ transaction team was led by Partner Daniel Cousens, supported by Associates Pavlos Kaimakliotis and Klaudia Owskianka, among others.

The White & Case team advising the Cukurova Group was led by London Partner David Crook together with Local Partner Emre Ozsar and Associate Kadir Cevikbas in Istanbul.

The Slaughter & May team advising Providence Equity Partners was led by Partner Tim Boxell, while the GSI team advising on matters of Turkish law consisted of Partners Ali Goksu and Emre Ulcayli.

The Moscow office of Eterna Law has successfully acted for European insurance company Credimundi NVSA — a member of the Credendo group — in a dispute involving Credimundi’s claim for subrogation by JSC Southern Kuzbass Coal Company on an insurance payment related to non-payment of an amount due for the supply of goods.

In the case, Eterna Law reports, the firm succeeded in avoiding a contractual arbitration clause referring to the arbitration court in London and instead had the matter heard in the first instance court of the Russian state (the Arbitration Court of the Kemerovo region).

According to Eterna Law, during the trial, the firm “achieved a recovery in addition to the principal amount and the penalty set by the contract, and interest for late payment, increasing the amount of initial claims by nearly of USD 140,000. The demands for USD 987,550.26 are fully satisfied.”

The Eterna Law team consisted of Senior Associate Natalia Konovalova and Junior Associate Dmitry Ryzhenkov.

Balcioglu Selcuk Akman Keki Attorney Partnership has advised the EBRD on its equity subscription in TFI TAB Gida Yatirimlari A.S. — one of the largest global restaurant operators in Turkey, and the world’s largest Burger King master franchisee. White & Case advised TFI TAB Gida on the deal.

According to BASEAK, “within the scope of this deal, TFI issued a total of USD 150 million of preferred stock to finance its future growth plans, and the EBRD bought USD 50 million of the issuance.” Two other international investors also acquired equity at the same time as the EBRD, though their identities were not disclosed. 

The BASEAK team was led by Partner Mufit Arapoglu with the support of Partner Tamsyn Mileham and Associate Arzu Inoglu.

The White & Case team was led by Partners Asli Basgoz, Ashley Ballard, and Richard Pogrel.