Category: News

Cobalt has advised A-Katsastus and Bridgepoint on the sale of the A-Katsastus Group’s business operations in Sweden, Estonia, Latvia, and Poland to pan-European private equity advisory group IK Investment Partners.

A-Katsastus Group is a vehicle inspection company in Northern Europe with 273 stations in Finland, Sweden, Poland, Estonia, and Latvia. Its main activities are vehicle inspections, driver’s examinations, vehicle registration and vehicle-related quality and testing services, damage inspections, and crash repair and maintenance services.

Cobalt’s team included Estonian Partner Peeter Kutman, Senior Associate Kristjan Kotkas, and Associate Madis Reppo, and Latvian Partner Toms Sulmanis and Associate Marija Berdova.

Cobalt did not reply to our inquiries on the matter. 

CMS, Freshfields Bruckhaus Derringer, and Kirkland & Ellis have advised Advent International on the acquisition of Zentiva, Sanofi’s European generics business, for EUR 1.9 billion. Weil Gotshal & Manges and Tuca Zbarcea & Asociatii advised Sanofi on the sale.

The transaction closed on September 30, 2018.

CMS advised Advent on CEE and Swiss aspects of the acquisition, Freshfields advised on the overall transaction, and Kirkland & Ellis led on the financing.

“We have long been attracted to the generics pharmaceutical sector as it enables more people to access high quality treatments by lowering their cost,” Advent Managing Directors Tom Allen and Cedric Chateau commented in a press release. “We believe that Zentiva is a great platform, full of talented people, who we can invest behind to build a new, independent, European generics leader.”

Zentiva, headquartered in Prague, has operations throughout Europe.

Sanofi, which is based in Paris, is a global pharmaceutical company operating in more than 100 countries.

Advent is a global investor, with over 25 years of experience in investing in the healthcare sector.

The CMS team consisted of Sofia-based Partner David Butts and Prague-based Partners Ana Radnev, and Pavla Kreckova, working along with Senior Associates Valentina Santambrogio and Lucie Halloova and Lawyer Barbora Sevcikova. The firm’s Bucharest team included Partner Cristina Reichmann, Senior Associates Maria Tomescu and Raluca Ionescu, and Associate Sandra Constantin. The Bratislava team consisted of Counsel Petra Corba-Stark and Senior Associate Jan Deset. In addition, the team included Poland-based Senior Associate Olga Czyzycka, Hungary-based Senior Associate Peter Toth, and Switzerland-based Partner Pascal Favre and Associate Georges Fokiades.

The Freshfields team consisted of Paris-based Partner Alan Mason and Associates Camille Chiari, Aileen Legre, and Margaux Bognon-Kuss, London-based Partner Alex Potter and Associate Maria Ledeneva, Paris-based Partner Guy Benda, and Milan-based Principal Associate Ermelinda Spinelli, Senior Associate Luca Sponziello, and Associate Sergio Mori. The German team consisted of Partners Stephanie Hundertmark, Frank Rohling, Jochen Dieselhorst, and Marcel Kaufmann, Principal Associates Lennart Schramm, Xiaoguang Cai, Bertrand Guerin, Uwe Salaschek, Philipp Dohnke, and Sascha Arnold, and Associates Eva-Maria Lohse and Arend Liese

The Kirkland & Ellis team was led by London-based Partners Christopher Shield, Hugh O’Sullivan, and Matthew Merkle.

Tuca Zbarcea & Asociatii’s team advising Sanofi on Romanian law aspects of the deal included Partners Sorin Vladescu and Silvana Ivan-Hanganu. Weil’s team in Paris consisted of Partners David Aknin and Arthur de Baudry d’Asson and Associates Alexandra Stoicescu and Guillaume de Danne. The firm’s team in Prague was led by Partner Karel Drevinek.

Editor’s Note: After this article was published Dentons announced that it had advised “primarily Zentiva in relation to competition, regulatory, employment, contract, IP, and criminal law aspects and also Sanofi primarily on employment and data protection issues relating to the divestment.” Bratislava-based Partner Zuzana Simekova announced that “I have coordinated this work for 30 countries in Europe from Bratislava and we had ten Dentons offices directly involved in the transaction: Slovakia, Czech Republic, Poland, Hungary, Romania, Germany (two offices), France, UK, Italy.” Simekova coordinated the firm’s work in “close cooperation” with Prague-based Partner Ladislav Smejkal. According to Simekova, “our role was primarily to prepare the European generic division ready for the divestment, i.e. to advise in relation to all aspects necessary to form a stand-alone business ready for the sale. We also participated on some aspects of the transactional part of the transaction, working closely with Weil Gotshal, which led the transactional side.”

BDK Advokati and Kirkland & Ellis have advised BC Partners on its agreement to acquire a majority stake in United Group B.V. from KKR, which retains a substantial minority stake. Financial terms of the transaction were not disclosed, and the transaction is subject to relevant regulatory approvals.

United Group is a media and communication services provider across South East Europe. KKR is a global investment firm that manages multiple alternative asset classes, including private equity, energy, infrastructure, real estate and credit, with strategic manager partnerships that manage hedge funds. 

BDK Advokati advised BC Partners on Serbian, Montenegrin, and Bosnia law, and assisted the company on Slovenian, Macedonian, Croatian, and Albanian law. Kirkland & Ellis was BC Partner’s international law firm on the deal.

According to BDK Advokati, this is an important event on the South-East European market given that United Group provides broadcasting and distribution services to more than 1.8 billion customers in the region and employs over 3,400 people.

The BDK Advokati team consisted of Senior Partner Vladimir Dasic and Partner Bogdan Ivanisevic.

The Kirkland team consisted of London Partners David Higgins, Stuart Boyd, David D’Souza, Neel Sachdev, Matthew Merkle, Daniel Borg, Paula Riedel, Tim Lowe, and Shawn Anderson, and Associates Annette Baillie, Sam Whittaker, Jessica Liang, Kathryn Alexander, Kanesh Balasubramaniam, Harry Briffitt, Luke Newling, Rachel O’Neill, Shane Cranley, and Dragana Cvejic.

Editor’s Note: After this article was published CEE Legal Matters learned that Selih & partnerji in Slovenia, the Polenak law firm in Macedonia, and Kalo & Associates in Albania acted for BC Partners in their respective jurisdictions.

Subsequently, CEE Legal Matters was informed that Schoenherr had advised KKR on the sale. The firm’s team  was led by Belgrade-based Partners Slaven Moravcevic and Milos Lakovic and Vienna-based Partner Alexander Popp, supported by Schoenherr colleagues in Belgrade, Banja Luka, Podgorica, Skopje, and Vienna.

Subsequently, in March, 2019, BDK Advokati reported that the deal had in fact “completed.”

Sorainen has advised Lords LB Special Fund V on signing an agreement with the InterContinental Hotels Group regarding the management of the Holiday Inn hotel in Riga.

Lords LB Special Fund V, managed by investment management company Lords LB Asset Management, acquired the Preses Nams building, where the hotel will be located, as well as the land under the building, about a year ago.

The first Holiday Inn hotel in Latvia is scheduled to open in 2022. The hotel will have 280 rooms, a restaurant, a conference hall with seating capacity of 400, six meeting rooms, a parking lot, and a fitness center.

There are 25 InterContinental Hotels Group hotels in Eastern Europe operating under the brands of InterContinental, Holiday Inn, Crowne Plaza, and Holiday Inn Express. At the moment, IHG owns more than 5,400 hotels in almost a hundred countries.

The Sorainen team consisted of Partner Kestutis Adamonis and Associate Lina Stropute.

The Riga and Vilnius members of the former Derling alliance in the Baltics ⎯ Kronbergs Cukste and Dominas, respectively ⎯ have replaced the former Estonian member of the alliance, the Derling law firm, with Glikman Alvin, and have rebranded as the Levin Law alliance, which they describe as “a new force in the Baltics using the combined strength of established firms.”

According to a Levin press release, its members’ “proven track record ranges ranges from the privatization of state-owned companies, significant M&A deals, high-profile arbitration cases, financial transactions and international sales, through to everyday corporate legal services. As full-service firms, members of the Levin Law alliance are perfectly positioned to meet the entire spectrum of clients’ legal needs.

Valters Kronbergs, Managing Partner at the newly-renamed Kronbergs Cukste Levin in Riga, said that the three firms are already well-acquainted, and claimed that the new alliance makes for a powerful resource for pan-Baltic clients, especially in the fields of M&A, corporate legal services, and litigation.

Paul Keres, Partner at Glikman Alvin Levin, said that this development significantly expands the pan-Baltic capacity of all three firms, making Levin Law an attractive partner for businesses operating in all three Baltic markets or expanding across the region.

Gediminas Dominas, Managing Partner at Dominas Levin in Vilnius, said that the new alliance builds on all firms’ existing strengths and adds depth in many areas, including energy and utilities, Fintech and GDPR compliance. Dominas also emphasized the alliance’s increased international commercial arbitration capacity.

Editor’s Note: After this article was published CEE Legal Matters reported that Estonia’s Derling law firm had launched a new alliance as well, replacing Lithuania’s Dominas Law Firm and Latvia’s Kronbergs Cukste with the Primus offices in those two countries.  

Ellex, Allen & Overy, and Hamilton have advised Blackstone on the EUR 1 billion acquisition by a consortium of private equity funds it manages of a 60% stake in Luminor from Nordea bank AB and DNB Bank ASA. Cobalt advised Luminor on the sale.

Allen & Overy was lead coun­sel and Hamilton provided Swedish law advice to Blackstone, while Ellex advised on Estonian, Latvian, and Lithuanian laws.

According to Ellex, the deal is the largest M&A transaction in Baltic history.

Nordea and DNB will retain an equal 20% equity stake in Luminor and will continue to support the bank with long-term funding, expertise, and ongoing representation on the Board of Directors. Additionally, Blackstone has entered into an agreement with Nordea to purchase their remaining 20% stake over the coming years.

Luminor, which was established in 2017 as a result of merger between the Baltic operations of DNB and Nordea as reported by CEE Legal Matters on October 9, 2017.

The Ellex team was led by Partner Sven Papp and Senior Associate Alla Kuznetsova in Estonia. The team in Latvia consisted of Partners Zinta Jansons and Egons Pikelis and Associate Partner Valters Diure. The Lithuanian team included Partners Dovile Burgiene and Gediminas Reciunas.

Cobalt’s pan-Baltic team was led by Partner Kristel Raidla-Talur and Senior Associate Karl Kull. The team also included Partners Marina Kotkas and Sandija Novicka, Specialist Counsel Andrejs Lielkalns, of-Counsel Toms Krumiņs, Managing Associate Eva Suduiko, Senior Associates Aurelija Balciune, Monika Koolmeister, Kristjan Kotkas, and Heleri Tammiste, Associates Madis Reppo, Liina Saaremets, Marius Banys, Diana Zepa, Arturs Valdersteins, Krisjanis Buss, and Aleksander Tsuiman, and assistant lawyers Sabine Vilka, Tiit-Gregor Mets, Kristiina Kraav, Milda Vaznelyte and Julija Kostomarova.

The Allen & Overy team was led by Partner Karan Dinamani and Senior Associates Hugh Robinson and Monika Przygoda and included Partners Nick Bradbury, George Link, Jim Ford, Senior Associate Rebecca Claxon, and Associates Daniel Hunter, Tina Barazandeh-Nejad, Gregory Talbot, and Nick Roudev.

The Hamilton team was led by Partner Jon Ericson.

Editor’s Note: The transaction closed on September 30, 2019.

After this article was published, the Walless law firm in Lithuania contacted CEE Legal Matters to note that its lawyers, including both Partners Dovile Burgiene and Gediminas Reciunas, who were on the Ellex Valiunas team when negotiations for the deal began, in fact continued to serve as “the main legal advisers to Blackstone (as acquirer) in Lithuania … after Walless’ de-merger from Ellex Valiunas in late 2018,” and then assisted with the deal’s closing as well. 

CMS has advised ING Bank on financing provided to two companies from the Ukrainian agribusiness sector.

The first loan was a USD 80 million syndicated pre-export finance facility to Nibulon, a seed and grain producer and exporter, while the second was the extension and increase to USD 100 million of the pre-export syndicated credit facility granted last year to ViOil, a vegetable oil producer and exporter company.

CMS Warsaw-based Partner Mark Segall, who co-led the firm’s team on the deal with Sofia-based Partner Elitsa Ivanova, explained that: “These pre-export finance facilities suit the needs of Ukrainian agribusinesses very well, providing them with sufficient working capital through the annual production and export cycle.”

In addition to Segall and Ivanova, the CMS team included Kyiv Senior Associate Kateryna Chechulina and lawyers from CMS Zurich and CMS Amsterdam on Swiss and Dutch law matters.

Asters, in cooperation with Quinn Emanuel Urquhart & Sulliva,n is reporting success in the English Court of Appeal in its representation of Ukraine in a USD 3 billion Eurobond dispute with Russia.

Russia’s claim was brought against Ukraine regarding its alleged debt under 3 billion USD bonds purportedly issued by Ukraine in 2013 and 100% taken up by the Russian Federation by The Law Debenture Trust Corporation plc., as trustee under the Eurobonds, acting at Russia’s direction and for its benefit.

According to Asters, ”Ukraine disputed the validity of the loan on various grounds, principally on the grounds of duress arising from Russian threats and aggression, including with regard to Crimea and the eastern Ukraine, leading up to the entry into the loan and beyond. The case raises novel issues concerning the non-justiciability/foreign act of state principle and the capacity of states to contract, and will undoubtedly be the leading English case on the application of those principles in a commercial context.”

Asters reports that Court of Appeal “unanimously overturned the decision of Mr. Justice Blair of the English High Court, and found that Ukraine’s defense of duress is justiciable and should be the subject of a trial.  The Court of Appeal also reversed the Judge on Ukraine’s alternative case, and found that if the duress defense were non-justiciable, that would require a stay of the proceedings since the claim could not be fairly adjudicated without considering Ukraine’s defense.”

The Court of Appeal granted both parties permission to appeal to the Supreme Court.

Asters’ team was led by Partner Svitlana Chepurna and included Counsel Oksana Legka and Associates Kateryna Kylyvnyk and Olena Nikolenko, all working under the general direction of the firm’s Managing Partner Oleksiy Didkovskiy and Senior Partner Armen Khachaturyan.