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Greenberg Traurig has advised the Cyfrowy Polsat Group in connection with a credit agreement with a consortium of Polish and foreign financial institutions for a term loan of up to PLN 11.5 billion and a revolving loan of up to PLN 1 billion.

The consortium of banks was advised by Norton Rose Fulbright. Greenberg Traurig describes the loan as ‘the largest corporate loan to date made in the Polish currency.” Greenberg Traurig also advised on the issuance of unsecured bonds with a total nominal value of PLN 1 billion. The proceeds of the bonds and loans will be used to refinance all existing debt of the Group.

The new financing will be used in particular to repay Cyfrowy Polsat’s loan agreement of 2014, Polkomtel’s loan agreement from 2013, and senior notes issued by a subsidiary of Cyfrowy Polsat — Eileme 2 AB (publ) — as well as to finance the general corporate needs of the Group.

Greenberg Traurig provided advice on structuring this refinancing, which included temporary coexistence of new credit agreements and outstanding senior secured notes issued in 2012. Greenberg Traurig also negotiated the new loan agreements of Cyfrowy Polsat SA and Polkomtel SA as well as security documents and related financial documents. 

“We are delighted to be working for Cyfrowy Polsat and assisting them in another transaction so important for their development,” said Jaros?aw Grzesiak, Managing Partner of Warsaw Greenberg Traurig. “We appreciate the opportunity to assist our longtime client with the largest and most complex refinancing on the Polish market which will bring them significant savings.”

The Warsaw Greenberg Traurig team was led by Managing Partner Jaros?aw Grzesiak and Partner Andrzej Wysokinski, supported by Local Partner Aleksander Janiszewski and Lawyers Paulina Kimla-Kaczorowska, Mateusz Koronkiewicz, Maja Gawrysiuk, and Martyna Komorniczak. English law matters were handled by London-based Partner Emma Menzies, supported by Associate Gary Bellingham. 

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Dentons reports that it has advised long-term client The Accor Group on the opening of its first two hotels in Iran. According to Dentons, “this operation shows the first return of an international hotel operator to the country after 35 years.”

On September 15, 2015, the hotel group signed two management contracts for the opening of two hotels in Teheran with the Iranian company Aria Ziggurat, which owns the two properties (and is a branch of the Semega company, listed on Teheran’s stock exchange). 

The Dentons Europe team consisted of Warsaw-based Partner Pirouzan Parvine, who specializes in Iranian matters. Parvine was supported by Paris-based Of Counsel Jean-Charles Albitre and Senior Counsel Baki Maneche, both of whom are also experienced in advising companies on issues related to Iran, including doing business in those areas not subject to sanctions.

“Thank you for everything, this is the way to go. Congratulations!”, wrote Zsofia Petroczy, Legal Counsel of the Ludwig Museum in Budapest, of the first GC Summit, held on September 10-11 at the Sofitel in Budapest. And her response was echoed by most of those who attended the two-day conference.

Over 120 senior in-house counsel from across Central and Eastern Europe, including General Counsel from such diverse and far-flung places as Turkey, Russia, and Ukraine registered to attend the GC Summit sponsored by Wolf Theiss, Gide Loyrette Nouel, and Schoenherr. A large number of representatives volunteered to speak to the audience about subjects of expertise, which resulted in dynamic presentations about compliance, managing external counsel, and managing regulatory affairs, among many others. Keynote speakers included Marie-Anne Birken, the General Counsel of the EBRD, who led off Day 1 of the event with a fascinating presentation about Inspiring Law Reform, and Pal Kara, the General Counsel of MOL, who led off Day 2 with insights into some of the challenges faced by General Counsel when their companies grow into international players.

Birken, who attended all presentations after kicking the conference off on Thursday morning, echoed Petroczy’s enthusiasm for seeing the event replicated in the future, saying: “Clearly this summit should remain on the calendar and I have no doubt that it will go from strength to strength.”

The event in Day 1 was Chaired by Wolf Theiss Partner Bettina Knoetzl, who introduced the speakers, managed the schedule, and guided the day’s proceedings over 10 different sessions, lunch, a cocktail function hosted by Gide Loyrette Nouel and dinner on the Spoon restaurant boat on the Danube. Day 2 was hosted by CEE Legal Matters Managing Editor Radu Cotarcea, showing admirable stamina early in the morning after leading many of the guests on a late-night guided tour to Budapest’s nightlife.

Natalia Belova, the Head of Legal at Food City in Russia, explained her reasons for attending the event — the first conference ever held specifically to address best practices, strategic planning, and the day-to-day challenges facing General Counsel and Heads of Legal in CEE: “My main goal was to talk. Not ambitious maybe, but true. I wanted to talk to all these people and to feel what they do, what they expect from their work, where they doubt, what is the future of EU legislation. And I reached the goal.” Belova described the event as “really amazing,” and praised the organizers for finding “really cool people who have not only great experience but can share it,” and claimed that, “as for me: I am 100 % happy.”

Cotarcea concluded: “The GC Summit IS the General Counsel who carved out precious time to join and exchange best practices and we hope even more will decide to join next year’s conference. A big thank you goes out to our event partners Wolf Theiss, Gide Loyrette Nouel, and Schoenherr, the support of which was critical to the success of the event.”

CMS Russia has announced that former Allen & Overy Partner Elena Tchoubykina has joined the firm as a Counsel in the Banking & Finance practice.

Tchoubykina advises Russian and foreign financial institutions as well as Russian borrowers on a wide range of secured and unsecured financing transactions as well as restructurings, work-outs, insolvent liquidations, and Eurobond issues (both standalone and programmes). She is both Russian and English law qualified. She graduated with honours from the Legal Department of Moscow State University in 1999 and became a solicitor in England & Wales in 2004.

Jean-Francois Marquaire, the Managing Partner of CMS Russia, commented: “I strongly believe that Elena’s impressive experience coupled with the market knowledge will be a great addition to our Banking & Finance and Capital Markets expertise, while her English law qualification will reinforce CMS’ Banking & Finance offering with in-house Russian and English law capabilities.”

Konstantin Baranov, the Head of Banking & Finance and Capital Markets practices at CMS in Russia, said: “I am confident that Elena’s strong background and market knowledge will enable us to further improve the quality of our services and to provide our clients with high quality business-focused advice.”

Dentons’ Kyiv office is acting as Ukrainian legal counsel to a group of bondholders, led by Franklin Templeton Investments — one of Ukraine’s largest private creditors — regarding the restructuring of Ukrainian debt. The bondholder group also includes T. Rowe Price, TCW Group, and BTG Pactual Europe.

The Dentons team is led by Partner Natalya Selyakova, and includes Associates Nikolay Zhovner and Nadiya Shylienkova.

Dorda (DBJ) is advising listed BWT Aktiengesellschaft on its merger with its unlisted subsidiary, BWT Holding AG. When the merger is concluded the shares of BWT will be de-listed from the Vienna Stock Exchange. Each share holder of BWT Aktiengesellschaft will receive the equivalent number of shares in BWT Holding AG.

The Dorda team was led by Partners Andreas Mayr, Christoph Brogyanyi, and Bernhard Rieder. The team also included Associate Clemens Burian.

This article, authored by Marija Prskalo, was originally published in the European Employment Law Update published by Shepherd and Wedderburn LLP.

Application of Industry Collective Bargaining Agreements

Labour and employment matters in Bosnia & Herzegovina (“BiH”) are governed by the Labour Law of the Federation of BiH (“FBiH”), the Labour Law of the Republic of Srpska (“RS”) and the General Collective Bargaining Agreements of FBiH and RS (“CBAs”). Depending on the industry and number of employees, specific collective bargaining agreements (“Industry CBA”) may also be applicable.

In general, Industry CBAs are negotiated between representatives of the Government, and employees and employers who work within a specific industry group. These agreements usually provide for greater benefits to employees (in terms of different forms of employment compensation, durations of paid leave, annual leave, etc.) as compared with the applicable labour laws and CBAs.

These opinions have caused considerable confusion in practice due to their broad scope. Although many employers disregard compliance with such agreements in practice, the first instance courts and relevant inspection authorities have required employers in certain cases to comply with their obligations under these Industry CBAs despite not being signatories to these agreements.

Even Industry CBAs that were applicable only to public sector employees were considered to apply to private sector employees on the basis of these ministerial opinions. However, the position was clarified recently by the Supreme Court of FBiH which held that Industry CBAs that apply to the employees of FBiH public companies do not apply to private companies.

Although this decision of the Supreme Court of FBiH represents some progress in addressing the ambiguity in the application of Industry CBA’s, it is hoped that the competent institutions of both RS and FBiH will do more to clarify the applicability of Industry CBAs, particularly with regard to employers who have not signed such agreements. Until then, all employers in BiH will need to consider carefully whether to comply with the relevant Industry CBAs in order to avoid possible fines and labour disputes.

By Marija Prskalo, Associate, Karanovic & Nikolic

Dentons has announced that Russian lawyer Evgenia Laurson has left White & Case to join its Banking and Finance and Energy and Natural Resources practices as Partner in the firm’s Moscow office.

Laurson’s practice focuses on representing major domestic and international banks and corporations on complex, cross-border financings in the oil & gas and metals & mining sectors, among others. Her clients include Russian energy and mining companies such as EuroChem, Novatek, and Bashneft, as well as European financial institutions such as BNP Paribas, ING, Natixis and Raiffeisen.

Laurson recent transactions include acting for Eurochem on a USD 750 million project financing from a syndicate of international and Russian banks in connection with its Usolskiy potash project (reported on by CEE Legal Matters on September 10, 2014) and representing the borrower in a USD 2.5 billion financing for the Beineu Shymkent Pipeline project by the China Development Bank in Kazakhstan to integrate gas pipelines into a unified gas system in Kazakhstan.

In Dentons press release, Dentons’ Europe Chief Executive Officer Tomasz Dabrowski commented, “Evgenia is well-known as a leading player in the energy, natural resources and project finance arena, and her arrival will significantly strengthen our global capability in these areas,” and Florian Schneider, Dentons’ Moscow Office Managing Partner, noted, “We are very happy to welcome Evgenia to our team. Her unique domestic and international project finance experience and breadth of knowledge of the Russian and CIS energy and natural resources sectors will become a real benefit to our clients.”

Schoenherr has advised an international banking consortium consisting of Commerzbank Aktiengesellschaft (technical lead), Barclays Bank plc, Credit Agricole CIB, and CaixaBank SA as Joint Lead Managers on the successful issuance of a EUR 500 million fixed-rate mortgage covered bond by Vienna-based Erste Group Bank AG, which closed on September 9, 2015.

The banking consortium was advised on German law matters (the bonds being governed by German law except for their status clause) by Allen & Overy’s Frankfurt practice. Erste Group Bank was advised by Wolf Theiss.The bond was placed with institutional investors and listed on the Second Regulated Market of the Vienna Stock Exchange.

The Schoenherr team was led by Partner Walter Gapp, supported by Attorney-at-law Stefan Paulmayer.

The Allen & Overy team was led by Frankfurt-based Partner Christoph Enderstein, supported by Associate Sandra Ziener.

The  Wolf Theiss team was led by Counsel Alexander Haas.

Vasil Kisil & Partners has successfully represented the interests of Hongyang Metal Industry, an international investor in the Ukrainian manganese ore industry, in land disputes with the Ukrainian prosecutor.

The disputes revolved around the orders issued by the State Agency of Land Resources of Ukraine in the Zaporizhia region regarding the leasing out of state-owned agricultural land plots and change of their intended use towards manganese ore extraction and processing, as well as invalidation of land lease agreements.

The prosecutor claimed that the Department acted in excess of its statutory authority when it issued the orders to lease out the land plots and change their intended use, and requested that the court cancel the orders as invalid, while simultaneously invalidating the related land lease agreements.

The local economic court dismissed the prosecutor’s claims in their entirety, ruling that there were no grounds for recognizing the orders as unlawful nor for cancelling the orders and invalidating the lease agreements, as, according to the legislative amendments of 2013, the State Agency of Land Resources of Ukraine and its territorial bodies are authorized to dispose of state-owned agricultural lands for all needs.

The appellate economic court upheld the decisions of the court of first instance.

The Supreme Economic Court of Ukraine agreed with the legal position of Hongyang Metal Industry regarding application of substantive norms of law and absence of grounds for recognizing the orders as unlawful.

The VKP team was led by Managing Partner Andriy Stelmashchuk, and included Counsellor Oleg Kachmar and Associate Yuriy Kolos.

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