Category: News

AP Legal Belgrade and CMS Bucharest have advised the lenders of Victoria Group a.d. Beograd and its subsidiaries on the sale of its loan receivables to MK Group d.o.o. Belgrade. Jankovic, Popovic, Mitic advised the Victoria Group.

The lenders included UniCredit Bank Serbia a.d. Belgrade, Societe Generale Bank Serbia a.d. Belgrade, Komercijalna banka a.d. Belgrade, Credit Agricole Serbia a.d. Novi Sad, Eurobank a.d. Belgrade, Banca Intesa a.d. Belgrade, Erste Group Bank AG, IFC, and EBRD. The transaction value was not disclosed.

Accoridng to AP Legal, the entire restructuring process commenced in 2014 and ended in July 2018 when financial close of the sale of receivables to MK Group Belgrade took place.

The AP Legal team consisted of Counsels Aleksandar Preradovic and Aleksandra Jovic and Senior Associate Dusan Preradovic.

The CMS Romania team included Partner Simon Dayes, Associate Andreea Turcu, and Trainee Ellis Schindler.

Editor’s Note: After this article was published, JPM informed CEE Legal Matters that its team consisted of Senior Partner Nenad Popovic and Senior Associates Irena Ikonic, Bojana Javoric and Jelena Milinovic.

TGS Baltic and Sweden’s Vinge Law Firm have advised IK Investment Partners on the acquisition of A-Katsastus Group’s operations in the Baltics, Sweden, and Poland. Sweden’s Roschier Law Firm and Cobalt advised A-Katsastus Group and its subsidiary A-Katsastus.

Vinge was the main legal advisor of IK Investment Partners, with TGS Baltic advising the fund in the Baltics. Roschier was the main legal advisor of A-Katsastus Group Oy and subsidiary A-Katsastus Oy, and Cobalt advised A-Katsastus Group on Estonian, Latvian, and Lithuanian law.

IK Investment Partners acquired the shares of vehicle inspection companies A-Ulevaatus OU in Estonia, SIA Scantest in Latvia, A-Katsastus AB in Sweden, and Autotest Polska Sp. Z o.o. in Poland from A-Katsastus Group Oy, a European company that provides vehicle inspection, trade-in inspection, and registration services.

With a network of 106 stations, the A-Katsastus Group is a provider of vehicle inspection services in Sweden, Estonia, Latvia and Poland. Its services include Periodic Technical Inspections, registration inspections, voluntary checks, and related services for passenger cars, light trucks, buses, and lorries.

The TGS Baltic team was led by Partners Kadri Kallas and Andra Rubene and Associate Partner Nauris Grigals, supported by Senior Associates Meree Punab and Mara Stabulniece and Associates Raivis Znotins, Reinis Grunte, and Toms Tidemanis.

Roschier’s team consisted of Partners Jouni Salmi and Mika Ohtonen, Principal Associate Antti-Jussi Partanen, Senior Associate Andreas Bussman, and Associates Rene Male and Annika Salparanta.

Vinge’s team consisted of Partner Jonas Bergstrom and Louise Brorson Salomon and Associates Johanna Wiberg, Michaela Cronemyr, Karolina Cohrs, and Lionardo Ojeda.

Editor’s Note: After this article was published, CEE Legal Matters learned that Cobalt’s team consisted of Estonia-based Partner Peeter Kutman, Senior Associate Kristjan Kotkas, and Associate Madis Reppo, and Latvia-based Partner Toms Sulmanis and Associate Marija Berdova.

Karanovic & Partners, Pekin & Bayar, and Sweden’s Delphi law firm have advised NIBE Industrier AB on its acquisition of 51% of the EMIN Group. Goktas Attorneys advised Emin Group on the sale. The purchase price was not disclosed.

The acquisition remains contingent on the satisfaction of various conditions and the still-pending approval of the Turkish competition authority. Completion of the acquisition and consolidation is expected to take place in eight weeks. NIBE also has a call option to acquire an additional 29% of the EMIN shares in 2025.

Sweden’s NIBE is a global organization that claims to contribute to a smaller carbon footprint and better utilization of energy by — according to the company’s website — developing, manufacturing, and marketing “a wide range of eco-friendly, energy-efficient solutions for indoor climate comfort in all types of property, plus components and solutions for intelligent heating and control in industry and infrastructure.”

The company is listed on Nasdaq Stockholm, Large Cap list, since 1997, with a secondary listing on the SIX Swiss Exchange since 2011.

EMIN Group, which was founded in 1970, is a manufacturing company with operation in Turkey and Serbia. Its main products are coupling systems for fluids sold to manufacturers of energy equipment. The company has sales of approximately EUR 14 million with an operating margin exceeding 10%.

NIBE is EMIN’s largest customer and accounts for more than 50% of sales. 

“The acquisition of EMIN further complements our range of components and solutions for the all-important HVAC sector,” said Gerteric Lindquist, CEO of NIBE Industrier. “It also gives us access to additional interesting countries for low-cost production in Turkey and Serbia. In the long term, these countries are also interesting local markets. It is very positive and valuable to us that the current management, including CEO Bulent Tacsi, will continue to lead the company as partners.”

The Karanovic & Partners team was led by Senior Partner Dragan Karanovic and Partner Petar Mitrovic.

The Goktas Attorneys team consisted of attorneys Cagri Goktas and Melis Karakus. 

Delphi’s team included Managing Partner Anders Jemail, Partner Per-Ivar Svensson, and Associate Emelie Olsson Zulfijaj.

Pekin & Bayar did not reply to an inquiry about the deal.

Clifford Chance lawyers from Prague and Warsaw were on the multi-jurisdictional team advising FlaktGroup, a portfolio company of Triton, on the sale of DELBAG, a specialist for air filtration, to Hengst SE. The contract was signed on August 22, 2018, and the purchase price was not disclosed.

FlaktGroup was formed in 2016 by the merger of FlaktWoods with the portfolio company DencoHappel. Clfford Chance advised Triton on both the acquisition of FlaktWoods and the subsequent merger with DencoHappel.

Today, according to Clifford Chance, “FlaktGroup is the European market leader for intelligent and energy-efficient solutions for indoor air and critical air functions that support all areas of application. Based in Herne, Germany, the group generated total sales of around EUR 700 million in 2017 and employs around 3,600 people at a total of 14 production sites and more than 50 agencies in Europe, Russia, the Middle East, North America, South Korea, Singapore, and India.”

According to Clifford Chance, “DELBAG belongs to FlaktGroup and is one of the oldest air filtration companies and best known brands in this business field. With around 150 employees in Germany, France, the Czech Republic, Poland and Austria, the company generated sales of EUR 30 million in 2017.”

Prague-based Associate Tomas Prochaza and Warsaw-based Associate Lukasz Maminski were on the the Clifford Chance team, which also consisted of Dusseldorf/Frankfurt Partner Anselm Raddatz, Frankfurt-based Counsel Robert John and Associate Daniel Gutmann, Dusseldorf-based Senior Associate Katharina Franitza, Frankfurt-based Partner Stefan Simon and Senior Associate Christopher Fischer, and Paris-based Associates Raphael Durand and Aicha Ahardane.

Jonathon Milne, London (Inhouse Legal M&A) advised Triton and Meik Engel (Chief Legal Officer) worked for FlaktGroup.

TGS Baltic and Dentons Warsaw have advised AUGA group AB and shareholder Baltic Champs Group UAB on implementing a secondary public offering of shares in the company in Lithuania.

The new shares were admitted to trading on the Polish and Lithuanian regulated markets ⎯ Warsaw Stock Exchange and AB Nasdaq Vilnius ⎯ and were transferred from the Additional Trading List to the Official Trading List.

After the implementation of this secondary public offering, the company and its largest shareholder pooled a total amount of EUR 36 million. According to TGS Baltic, it was the largest secondary public offering in Lithuania and one of the rare occasions when the issuer’s shares are successfully transferred from the Additional Trading List to the Official Trading List.

The AUGA group provides organic food products and operates according to the “from field to shelf” principle. 

The TGS Baltic team consisted of Partners Vidmantas Drizga and Dalia Tamasauskaite-Ziliene and Senior Associate Mantas Gofmanas.

The Dentons team included Partner Jakub Celinski, Counsel Ryszard Manteuffel, Senior Associate Piotr Kowalik, and Associate Mikolaj Chodkiewicz.

CMS has acted with lead counsel Jones Day in advising the OTP Bank Group on its acquisition of Societe Generale subsidiaries SG Expressbank Group, Sogelife Insurance Company, and SG Banka Albania, for over EUR 600 million. Schoenherr’s Sofia office and Kalo & Associates in Tirana advised Societe Generale on the sale.

According to CMS, the deals are expected to complete next year due to regulatory and merger clearance filings in five jurisdictions, with the possibility of an additional Phase II filing.

CMS’s multi-jurisdictional transaction team was led by Budapest-based Partner Eva Talmacsi and consisted of Partner Dora Petranyi, Senior Counsel Gabor Gelencser, Senior Associates Zoltan Poronyi and Szabolcs Szendro, Associate Dora Czegledi, and Trainee Lawyer Dora Altziebler.

The Bulgarian CMS team was led by Partner Atanas Bangachev and consisted of Managing Partner David Butts, Partner Elitsa Ivanova, Senior Associates Veliko Savov and Nevena Radlova, Associates Desislava Vasileva, Irina Sokolova, Denitsa Dudevska, Iveta Manolova, Plamena Kostadinova, and Zornitsa Georgieva, Junior Associates Konstantin Stoyanov, Tatyana Yosifova, Mirela Dyukendzhieva, and Borislava Piperkova, and Legal Trainee Angel Naydenov.

The firm’s Albanian team was led by Partner Mirko Daidone, supported by Senior Associate Evis Zaja. The Zurich team was led by Partner Stephan Werlen.

The Schoenherr team was led by Sofia-based Partner Ilko Stoyanov.

Editor’s Note: After this article was published Kalo & Associates informed CEE Legal Matters that its team was lead by Partner Aigest Milo. The team also included Partners Enkelejd Seitllari and Eni Kalo, Executive Associate Elira Hroni, and Senior Associate Adi Brovina.

Subsequently, Jones Day announced that its team was led by Partner Alexandre de Verdun and included Partners Eric Barbier de La Serre, Phillippe Goutay, and Emmanuel de La Rochetulon, Of Counsels Robert Mayo and Olivier Haas, and lawyers Saliha Bardasi, Delphine Sauvebois-Brunel, Jonas Van den Bossche, Adrien Starck, Gillan Saleh, Eileen Lagathu, Claire Lavin, Yann David, Olga Goncharska, David Aumain, Alexandre Cheriet, Edouard Fortunet, and Evgenia Nosareva.

Sorainen and Baker McKenzie have advised Hewlett Packard Enterprise on its agreement to have Swiss-based ALSO Holding run its sales and services business in Lithuania, Ukraine, and Belarus. ALSO reportedly was represented by Cobalt.

US-based HPE provides IT, technology, and enterprise products, solutions, and services, while ALSO Holding offers services across the ICT value chain.

Under the agreement, ALSO will set up separate legal entities in Lithuania, Ukraine, and Belarus. These will operate independently to sell HPE offerings and related services. ALSO will also handle the responsibility for sales, channel management, services, and marketing functions.

According to Sorainen, ”this new model of cooperation will involve no changes to the daily operations of ALSO’s channel partners and no changes for the existing HPE partner ecosystem.”

“HPE is a global leader in IT infrastructure, and through our partnership with ALSO, we will continue to deliver our extensive portfolio of products and services to Ukraine, Belarus and Lithuania,” said Martin Kubala, Managing Director, East South Europe, HPE. ”This new initiative with ALSO will strengthen HPE’s position in the region and benefit current and prospective customers.”

Sorainen, advising on Lithuanian law aspects, worked on the corporate, employment, and property law part of the transaction. The firm’s team included Partner Algirdas Peksys, Senior Associate Agniete Venckiene, and Associates Vytaute Janusaityte and Karolis Kunigelis.

Cobalt did not reply to our inquiries. 

Sorainen has acted as Belarusian and Lithuanian counsels for the EBRD on its USD 15 million loan to the Modus Group.

According to Sorainen, the loan aims to finance constructing, equipping, and putting into operation four biogas plants with total installed capacity of 4MW to be located in Brest and Grodno regions of Belarus. The loan is the first investment by EBRD in the Belarusian renewable energy sector.

The Modus Group is an international group of companies currently operating in Lithuania, Latvia, Estonia, Spain, Poland, and Belarus in the fields of renewable energy, mobility services, the auto business, and real estate.

Sorainen Belarusian and Lithuanian team was led by Partners Kiryl Apanasevich in Minsk and Augustas Klezys in Vilnius.

Sorainen informed CEE Legal Matters that it was not able to provide any information about counsel for the Modus Group.

Allen & Overy has advised Aegon on the divestment of its insurance businesses in the Czech Republic and Slovakia for EUR 155 million to the NN Group. The buyer was advised by Kinstellar.

Aegon’s businesses in the Czech Republic and Slovakia predominantly provides unit-linked products, in addition to offering term life products and a wide range of riders, as well as pension services in Slovakia.

The transaction is subject to customary regulatory approvals as well as merger clearance, and is expected to close in the first quarter of 2019.

The Allen & Overy team was led by Partner Prokop Verner, assisted by Associate Jakub Cech and Junior Lawyer Tomas Kirner on regulatory matters. Partner Martin Magal and Senior Associate Tomas Bury advised on the Slovak aspects of the transaction, with Senior Associate Peter Jedinak providing specialist regulatory advice, while tax advisor Michal Dusek advised on the transactional tax aspects of the disposal. English law advice was provided by A&O Consultant Hugh Owen.

Kinstellar’s Prague-based team was led by Counsel Karla Rundtova and Partner Lukas Sevcik. Other key members of the Czech team were Counsels Martina Brezinova and Tomas Cihula and Senior Associates Tereza Naucova and Pavla Krskova. The Slovak team included Partners Adam Hodon and Roman Oleksik, Senior Associate Dominika Bajzathova, and Associate Marko Ernek. Partner Kvetoslav Krejci supported the team in relation to English law aspects of the transaction.