Category: Uncategorized

Sayenko Kharenko has acted as legal counsel to Deutsche Bank, the dealer manager arranging an exchange offer for the outstanding USD 200 million Eurobonds due April 28, 2015 issued by DTEK on the successful change of the governing law of its US-governed high yield bonds to what the firm describes as an “English law scheme of arrangement.” DTEK was advised by Avellum Partners.

Concurrently with the exchange offer DTEK — Ukraine’s leading energy holding company — applied to the English court to approve the English scheme of arrangement, which would allow the company to acquire the outstanding 2015 notes on the terms of the exchange offer. The exchange offer was also coupled with consent solicitation to amend the existing Eurobonds documentation for the purposes of facilitating the scheme under English law.

DTEK received sufficient consents to amend the Eurobonds documentation and elected to proceed with the scheme of arrangement as envisaged in the tender documentation. Pursuant to the ruling of the English court, the outstanding 2015 notes were successfully restructured on the terms of the exchange offer (including an exchange of the outstanding 2015 notes for 20% cash consideration of their par value and the new notes for 80% of par value). The new notes, due 2018, will bear interest at a rate of 10.375 per annum.

According to Sayenko Kharenko, the transaction is “the first ever restructuring of high-yield notes by a Ukrainian issuer using the English law scheme of arrangement and gives incredibly useful precedent to US-governed HY issuers.”

Sayenko Kharenko’s team working on the exchange offer transaction was led by Partner Nazar Chernyavsky, and included Senior Associate Igor Lozenko and Associates Taras Shyband Marta Lozenko.

The Avellum Partners team working on the project was led by Partner Glib Bondar, with significant support from Associates Oleksandr Polonyk, Artem Shyrkozhukhov, Taras Dmukhovskyy, Orest Franchuk, and Dmytro Tkachuk.

A team of lawyers from Esin Attorney Partnership, a member firm of Baker & McKenzie International, have advised ING Group’s Turkish subsidiary on a syndicated loan obtained for trade finance purposes.

The firm advised ING Bank A.S. (ING Bank Turkey) on a USD 244,496,076 and EUR 311,996,072 multi tranche dual-currency term loan agreement between ING Bank A.S. and a syndicate of 26 major banks from 11 countries. Bank of America Merrill Lynch International Limited, Barclays Bank PLC, Citibank N.A. London Branch, First Gulf Bank PJSC, HSBC Bank Plc, Industrial and Commercial Bank of China Ltd., Mizuho Bank Ltd., National Bank of Abu Dhabi PJSC, Standard Chartered Bank, J.P. Morgan Limited and Wells Fargo Bank N.A. London Branch were involved as mandated lead arrangers. A further 15 banks committed to the deal at various levels. The deal was signed and closed on May 20, 2015.

Banking & Finance partner Muhsin Keskin led the firm’s team on the matter, with Associate Mustafa Ozkan Ozdogan providing support. 

“In 2014, we advised on the refinancing of ING Bank’s inaugural loan syndication,” said Keskin, “and we were very pleased to work with them again. This is the 14th transaction the Istanbul office has advised ING Group on in the last three years, and our team’s success has, once again, further cemented our relationship with ING Group in Turkey and globally.”

Image source: M DOGAN / Shutterstock.com

The Liniya Prava law firm has advised the administration of the city of Volgograd and a limited liability company the firm identifies as “Water Supply Concessions” on a concessionary agreement for a communal infrastructure system centralizing the systems for cold water supply and water disposal. The agreement was signed on June 8, 2015.

Liniya Prava’s support included preparation of tender documents and the draft concession agreement, legal support for the tendering procedure, representing the Volgograd Administration (which organized the tender), before the Russian Federal Antimonopoly Service, and advising during the signing of the concession agreement.

Andrey Novakovskiy, Managing Partner of Liniya Prava and head of the firm’s PPP practice, commenting on the execution of the concessionary agreement, noted that: “This is a unique large-scale project in the sphere of water supply and water disposal in Russia. Moreover, this is the first full-fledged concessionary tender conducted pursuant to the new requirements of the law on concession agreements in the sphere of housing services and utilities as amended in 2014. During the implementation of the project many crucial issues which appeared during tendering process were resolved and the most important thing is that a line of conduct which was developed together with the administration was approved by the FAS of Russia.”

The concessionary agreement is effective for 30 years. Investments into the Volgograd water and wastewater treatment plant will amount to RUB 58.03 billion (approximately EUR 942 million, at today’s rate of exchange). Specifically, during 2015-2017, the concessioner is obliged to invest RUB 7.1 billion into the development and reconstruction of the city’s water supply facilities and the water disposal system. Main elements of the project will include the development and reconstruction of the 193-km-long water supply network and 42-km-long sewer network, reconstruction of 72 water supply pump stations and 41 water disposal pump stations, development of the 6.4-km-long “Razgulyaevsky” sewer pipe in the Dzerzhinsk and Central districts of Volgograd, and maintenance of other water and wastewater treatment plant facilities of great importance to the city.

Our friends at Lawyr.it, a peer-reviewed legal journal focused on Central Eastern Europe, start the summer with the release of the eighth issue of their magazine!

The new issue contains a series of articles on various and exciting legal subjects, as well as an extensive list with some of the best summer opportunities for law students and young professionals. This Lawyr.it number also features an interview with Elena Virginia Botezan, Judge at the Cluj Court of Appeal, and former prosecutor within the Romanian National Anti-Corruption Directorate. Don’t forget to check their Devil’s advocate section, where the two debaters analyse the impact of the ‘piercing the corporate veil’ doctrine on limited liability corporations.  

In the Question of the issue rubric, you can also read opinions from students and professionals about the obstacles they have overcome in their law studies, as well as in their work related activities.

You can find more details on the release here.

You can learn more about Lawyr.it on our Partners page. 

The Borenius law firm has advised the 4finance Group — a long-standing Borenius client — in connection with an offering of SEK 225 million of high-yield notes. The bonds were issued within a framework amount of SEK 600 million and the issuer has undertaken to list the bonds on the Corporate Bond List at Nasdaq Stockholm.

4finance Group is one of the largest online providers of small unsecured consumer loans in Europe. The company is headquartered in Riga, Latvia, and currently operates in 12 countries: Poland, Latvia, Lithuania, Sweden, Finland, Denmark, Spain, Georgia, Bulgaria, the Czech Republic, Estonia, and Russia.

Borenius acted as the Latvian, Finnish, and Lithuanian counsel to 4finance Group, while Gernandt & Danielsson KB acted as the lead and Swedish counsel. Specialist Partner Edgars Lodzins advised on Latvian law matters. Partner Juha Koponen from Borenius’ Helsinki office advised on the Finnish law matters of the transaction, while Partner Evaldas Valciukas from Borenius’ Vilnius advised on Lithuanian law matters.

Papapolitis & Papapolitis has acted for the GSO/Blackstone Group in respect of its investment in the Greek listed real-estate development company Lamda Development. With the investment the GSO/Blackstone Group increased its shareholding participation in Lamda to circa 20%.

LAMDA Development, listed on the main market of the Athens Exchange, is a holding company specializing in the development, investment, and management of real estate in Greece and South-Eastern Europe. The company’s development portfolio includes three commercial and leisure centers, The Mall Athens and Golden Hall in Athens and Mediterranean Cosmos in Thessaloniki, as well as “innovative residential complexes”, office buildings and the Flisvos Marina in Faliro.

Sorainen has advised the Inreal Valdymas real estate company in Lithuania — part of the Invalda Privatus Kapitalas group — on its sale of the Vertingis business center in Ukmerges street in Vilnius to the Swedish-based Nordic and Baltic Property Group, which was advised by Valiunas Ellex.

Inreal Valdymas developed and managed the business center, which completed construction this year. The premises, which will now be called Business Centre One, consists of two buildings of three and nine stories, with lettable space of 6,000 square meters, and a gross area of 11,800 square meters. 

The Sorainen team providing full legal support to Inreal Valdymas for the process, including the drafting of transaction and financing documents, included Partner Ausra Mudenaite and Senior Associate Giedre Frolenkiene.

The Valiunas Ellex team advising the Nordic and Baltic Property Group included Senior Associates Akvile Bieliauskaite, Tadas Proscevicius, and Povilas Zukauskas, and Associates Arturas Grimaila and Antanas Butrimas.

The Art De Lex law firm has successfully represented the New Forwarding Company and Ferrotrans, Russian railway operators both belonging to the Globalports Group, before the Moscow Commercial Court, in a challenge to a RUB 2.2 billion fine levied by the Federal Antimonopoly Service of Russia (FAS) against Russian Railways, 16 railway operators, and the administration of the Kemerovo region. In addition to Art De Lex, other defendants were represented by Goltsblat BLP, the Pepeliaev Group, and YUST.

In September 2013, the FAS found the administration of Kemerovo region, Russian Railways and 16 operators in breach of Article 16 of the Russian Law on Protection of Competition for entering into “anti-competitive agreements on the market for provision of rail cars for transfer of coal from the Kuzbass region,” which the competition authority concluded would reduce the number of operator services players on the market in the Kemerovo region from 230 to 16.

The New Forwarding Company and Ferrotrans were among the 16 operators accused by the FAS of entering into the anti-competitive agreements. Other operators involved in the action were Federal Freight, Independent Transport Company, Freight One, NefteTransServis, Novotrans, SibUgleMetTrans, RG-Trans, ZapSib-TransServis, SUEK, Mechel-Trans, TransGroup, RVD-Servis, Eurosib-Transportation Systems, and Tranzit-Plus.

Subsequently, based on the decision of the FAS, all participants were fined 2.2 billion rubles.

In October 2013 the operators and the administration of Kemerovo Railways filed a lawsuit appealing the FAS’s decision and fine, claiming that “the selection of individual operators was a path to improve the technology of transportation process without price fixing methods.” According to a statement by the Art De Lex firm, explaining the GlobalTrans position, “In 2011, there was a significant problem with export of coal from Kuzbass enterprises. Due to the excess of empty cars idle on the tracks of Russian Railways, there was a blockage of transportation and loaded cars could not leave. Due to the lack of capacity at the warehouses of Kuzbass enterprises in the summer 2011, 17 million tons of coal were accumulated that resulted in coal mining companies beginning to cut production.” 

Art De Lex also reported that “the governor of the Kemerovo region, Aman Tuleyev, sent these facts in a letter to then-President Dmitry Medvedev. There was a meeting, at which new procedure for the export of coal was approved. The regional administration selected the largest operators who should lead this process and procure resolving a blockage of railways through synchronized actions.”

According to Art De Lex Partner Yaroslav Kulik, who led the firm’s team in the case: “The willingness of the market players to moderate the rail transport market had its primary goal to resolve transport and infrastructure crisis, and of course should not be regarded as anti-competitive behavior. Despite this, the competition authority tends to interpret such initiatives on a voluntary optimization of transportation processes as an infringement of competition laws. The so-called ‘Kemerovo case’ is a precedent. In case of victory of FAS Russia we could expect initiating of the similar probes in different Russian regions.” 

FAS Russia is expected to appeal.

The interests of the New Forwarding Company and Ferrotrans were represented in this matter by Kulik and Art De Lex lawyer Kirill Dozmarov.

ODI is advising an affiliate of York Capital Management and Elements Capital Partners on the purchase of receivables and obligations against Istrabenz in the amount of EUR 46.7 million from BAWAG and banks in the Erste Group. The sellers are being advised by Wolf Theiss and Houlihan Lokey.

York Capital Management is a US-based investment fund, managing a USD 26 billion portfolio of investments in strategies including distressed and special situations. Elements Capital Partners is a boutique investment firm that specializes in distressed asset and private equity opportunities throughout South East Europe. Istrabenz, one of the largest holding companies in Slovenia, is also a strategic holding. Its shares have been listed on the Ljubljana Stock Exchange since 1997. The core activity of the holding is investment management (strategic and portfolio) and the majority of its strategic investments fall within the Tourism and Energy sector.   

The purchased amount of claims represents approximately 34 percent of Istrabenz’s overall restructured financial debt.

The transaction includes English and Slovenian aspects of law and is one of the first transactions in Slovenia to be completed under LMA Standard Terms and Conditions for Par and Distressed Trade Transactions (Bank Debt/Claims). 

The ODI team advising the buyer is led by Managing Partner Uros Ilic, assisted by Senior Associate Suzana Boncina Jamsek and Associates Uros Brglez, Primoz Mikolic and Ivo Grlica. 

The Wolf Theiss team was led by Partner Markus Bruckmueller, supported by Vienna-based Partner Nikolaus Paul and Sofia-based Partner Richard Clegg and by Ljubljana-based Associate Ziga Dolhar.