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Norton Rose Fulbright has been advising a group of banks on a PLN 496 million loan facility financing and pari passu PLN 125 million domestic bond financing advanced to American Heart of Poland and its subsidiaries, advised on the deal by Clifford Chance.

The group of banks consisted of Bank BGZ BNP Paribas, Bank Millennium, Bank Zachodni WBK, Societe Generale, and the European Bank for Reconstruction and Development. The loan facility is meant to refinance the existing debt and finance capital expenditures, future acquisitions, and working capital needs of American Heart of Poland, the largest Polish privately-owned chain of cardiology clinics.

The Norton Rose Fulbright team was led by Partner Grzegorz Dyczkowski, assisted by Partner James Dunnett, Senior Associates Tomasz Rogalski and Alexandra Schaafsma and Associate Daniel Popek.

The Clifford Chance team included Partner Andrzej Stosio, Counsels Rafal Zakrzewski, Milosz Golab, and Grzegorz Abram, Senior Associates Mateusz Chrusciak and Dominik Kepinski, and Associates Kacper Bardan, Pawel Dlugoborski, Pawel Zagorski, and Artur Bilski.  

Image Source: americanheartofpoland.com

Raiffeisen Bank International (RBI) has hired Uros Notar as a Director – Legal Services Markets & Treasury in Vienna.

Notar will be responsible for the in-house legal support in DCM transactions (whether stand-alone, EMTN, High Yield or Liability Management Exercises and Buy-backs) where RBI will act as an arranger/manager. Specifically, his responsibilities will include helping with the structuring of the transactions, reviewing and commenting on the agreements to which RBI is a party, drafting of prospectus/information memoranda, and advising on other day-to-day business matters.

A graduate of Univerza v Ljubljani and Queen Mary Univeristy of London, Notar’s past experiences include (in chronological order) a traineeship with Rojs, Peljhan, Prelesnik & partners, working as a Legal Advised for SID – Slovene Export and Development Bank Inc. in Ljubljana, and an Associate position with Wolf Theiss, which he left to assume his new position. With Wolf Theiss he was involved in last year’s issuance of bonds by Nova Ljubljanska banka (originally reported by CEE Legal Matters on July 7, 2014) and Petrol’s bond issuance in Slovenia (originally reported by CEE Legal Matters on June 26, 2014).

Notar pointed to the desire to be “closer to the business” as the reason for his move and, in his own words, he “did not have to think twice when this position popped.” On his previous role, he commented for CEE Legal Matters: “I will always have nice memories of my Wolf Theiss years where I learned enormously, especially from the Partner Markus Bruckmuller, who in my opinion is one of the best lawyers in Slovenia.”

Sorainen has announced that its Estonia, Latvia, and Lithuania offices — working together with Hannes Snellman, Wiersholm, and Travers Smith — advised the Bridgepoint private equity group on the acquisition of Nordic Cinema Group from the Ratos private equity conglomerate (which sold its entire 58% shares-holding in NCG) and Bonnier Holding. The Hansen Law and Castlegreen law firms represented the NCG management on the deal.

Nordic Cinema Group is the largest cinema operator in the Nordic region (with a 44% share of total box office revenues) and one of the leading operators in the Baltics. It has 66 wholly owned movie theatres with 444 screens and approximately 64,000 seats in six countries: Sweden, Finland, Norway, Estonia, Latvia, and Lithuania. Nordic Cinema Group is also co-owner of an additional 48 movie theatres. 

Ratos will receive approximately EUR 181.5 million for its shareholding, with total deal value being around EUR 500 million. Susanna Campbell, CEO of Ratos, said of the deal that: “Together with Bonnier we have created a strong Nordic cinema operator with a leading market position and good profitability. This provides good opportunities for the company in the future and enables continued investment in modern cinemas and development of the customer offering. The company is well positioned to continue to deliver exciting film experiences in the future. A strong focus on value creation throughout the entire holding period has generated a good return and led to a successful transaction for Ratos.” 

The transaction is subject to approval from the authorities and completion is expected in the summer. Sorainen performed legal due diligence of the cinemas operating in the Baltic countries, advised the client on matters related to financing the transaction and others. The firm’s core team included Partner Kestutis Adamonis, Specialist Counsel Kadri Kallas, Senior Associate Renate Purvinska, and Associate Evaldas Dudonis.

Image Source: nordiccinemagroup.com

Buzescu Ca has advised Belfast-based Seopa Ltd. on its acquisition of Timisoara-based Acrux Software.

Founded in April 2003, Seopa was initially a search engine optimisation company. It now provides insurance price comparison engines which can be fully integrated on to any website as an additional feature, and also operates insurance quote comparison brands Quotezone.co.uk and CompareNI.com, which generate over 2,000,000 quotes per year. It is a top 5 insurance aggregator services working with some of the world’s most popular insurers and brokers like Admiral, Axa, Hastings, Groupama, etc.

Founded in 2004, Acrux Software is a sofware supplier and R&D center located in Timisoara that focuses on modern technologies based on Linux clusters, Apache & Tomcat web servers, MySQL database servers, PHP & Java programming languages, Unix shells/Js/Css/Html scripting languages.

This is the third IT sector acquisition in the last 12 months which the Buzescu Ca has provided legal assistance following the Facebook acquisition the Romanian subsidiary of LiveRail (originally published by CEE Legal Matters on July 4, 2014) and the Travelport acquisition of the Romanian operations of Hotelzon (originally published by CEE Legal Matters on June 26, 2014).

Image Source: quotezone.co.uk

DZP Domanski Zakrzewski Palinka and Dentons have advised Wielton SA, the largest Polish manufacturer of trailers and semi-trailers, on the purchase of 65.31% of shares in Fruehauf Expansion SAS, the French trailer market leader, from the MBO Capital 2 FCPR Fund.

The agreement provides for an option to purchase the remaining 34.69% of shares, currently owned by Francis Doblin (Fruehauf’s CEO) and Dauphine Investisseent, at the end of 2017. Francis Doblin was supported by the Archers Law Firm. The acquisition was partially financed by a credit facility obtained from BGZ BNP Paribas S.A. and Bank Gospodarstwa Krajowego, both advised by Norton Rose Fulbright.

According to DZP, the purchase “gives the Wielton group the opportunity to become the third largest European trailer manufacturer with turnover of more than EUR 250 million.”

The DZP team advising Wielton included Robert Niczyporuk, Bartosz Marcinkowski, Przemyslaw Furmaga, Adam Pawlisz, Krzysztof Strzeboszewski, and Tomasz Kalicki.

The Norton Rose Fulbright team was led by Partner Grzegorz Dyczkowski, assisted by Senior Associates Tomasz Rogalski and Joanna Braciszewska-Szarapa and Associates Konrad Leszko and Maksymilian Jarzabek.

Other advisers to Wielton included Navigator Capital (providing transaction coordination, structuring and financing), Ipopema Securities (on corporate finance), and EY (accounting & tax due diligence).

Image Source: wielton.com.pl

The Red law firm has advised Graanul Invest on its acquisition of SIA Latgran, the largest wood pellet producer in Latvia, from shareholders BillerudKorsnas AB and Baltic Resources AB. The transaction is expected to close in July 2015.

SIA Latgran operates 4 pellet factories in Latvia, with an annual production volume of approximately 500,000 tonnes, and 2014 revenues of EUR 73 million. The acquisition of Latgran is expected to increase Graanul Invest’s annual production capacity to approximately 1.8 million tonnes, making it the largest wood pellet producer in Europe. According to Red, “the transaction is certain to be among the largest M&A deals in the Baltic region this year.”

Red acted as legal advisor to Graanul Invest in Estonia and in Latvia in the due diligence of Latgran, and in negotiations leading up to the transaction.

Editorial Note: After this article was published, CEE Legal Matters learned that Sorainen Latvia Managing Partner Eva Berlaus and Senior Associate Renate Purvinska — working together with the Swedish law firm Cederquist — had assisted Latgran Biofuels in the sale of its shares in Latgran.  We also learned that the Red team in Estonia advising Granule Invest was led by Partner Ermo Kosk, supported by Senior Associates Rutt Vark, Dmitri Rozenblat, and Sandra Vark, and Junior Lawyer Mirjam Vichmann. The firm’s lawyers advising Granule Invest in Latvia included Partners Kristine Gaigule-Saveja and Laura Zalana and Senior Associate Anis Ozollins. Hannes Snellman advised on Swedish elements of the deal.

Image Source: latgran.com

Sorainen Lithuania has advised the Lithuanian-owned TV and Internet company Init on the acquisition of 100% of shares in Dokeda. Dokeda, which operates under the brand name of Meganet, provides fibre-optic Internet services in Vilnius, Kaunas, Mazeikiai, and Jonava.

Init, established in 1990, is one of Lithuania’s leading technology companies, and it has been providing cable TV services since 1992, Internet services since 2003, and digital TV services since 2006. According to Sorainen, “following the transaction, Init has become one of the largest fibre-optic Internet service providers among the country’s cable TV companies.”

“We are rapidly expanding our fibre-optic Internet network, which already offers Init customers a browsing speed of 300 Mbps,” said Paulius Zivatkauskas, Managing Director of Init. “This transaction will further strengthen our position in the fibre-optic Internet market, will enable us to enter two new cities, and will improve the Internet infrastructure for the existing customers of the company.” 

Sorainen provided legal services throughout the process, performed legal due diligence of Dokeda, drafted all necessary transaction documentation, and advised on regulatory issues relevant to completion of the transaction. The firm’s team was led by Partner Laimonas Skibarka and Senior Associate Mantas Petkevicius, and also included Senior Associate Vyte Danileviciute and Associates Vytautas Sabalys and Karina Kuizinaite.

Baker & McKenzie’s Kyiv office has become an official partner of the Association of Pharmaceutical Research and Development (APRD). According to the firm, “within this partnership, the lawyers of the Pharmaceuticals and Healthcare Practice of Baker & McKenzie will provide legal support to the activities of the APRD in Ukraine.”

The APRD, which was established in 2007 by “18 world leading pharmaceutical companies,” is a non-profit NGO representing the pharmaceutical research and development industry in Ukraine, focusing on the Ukrainian health care system, and advocating for “sound public policies that improve access to high-quality medicines in Ukraine.”

Volodymyr Redko, the Executive Director of the APRD, noted that Baker & McKenzie will provide ongoing professional assistance to the APRD in achieving its objectives, including in the area of deregulation of the pharmaceutical industry and reform of the Ukrainian health care system.

Commenting on the partnership agreement, Baker & McKenzie Senior Associate Olha Demianiuk noted that “this partnership is of a unique nature, because by combining the efforts of the association, business, and the lawyers, we will be able to contribute substantially into the development of legal framework for the pharmaceutical industry.”   

Magnusson has announced that Agnieszka Pytlas-Skwierczynska has been appointed the firm’s Managing Partner in Warsaw, and her predecessor, Andrzej Tokaj, has become Senior Partner Warsaw.

Pytlas-Skwierczynska has been part of the Magnusson team in Warsaw since 2002 and became a Partner in January 2008. She is a member of Magnusson’s firm-wide Management Committee and has been involved in the management of the Warsaw office for several years, primarily in the HR area.

Tokaj, as Senior Partner Warsaw, will continue to focus on client work, with additional responsibilities for partners relations, acting in Magnusson International (where he is the Chairman of the Board), involvement in business development, and strategic planning for the Warsaw office.

An official statement released by the firm included a comment by Pytlas-Skwierczynska: “With Andrzej as the managing partner, the Warsaw office has been continuously thriving. I would like to thank my colleagues for their trust and will do my best to both continue and be inspired from successful management practices introduced by Andrzej.”

As a result of Pytlas-Skwierczynska’s appointment, Magnusson’s two largest offices (in Stockholm and Warsaw) and more than 50% of the Magnusson team are now managed by female Managing Partners (Charlotte Bus is the Managing Partner of Magnusson in Sweden (Gothenburg, Malmo, and Stockholm), and Ligita Ramanauskaite heads up the firm’s Lithuanian operations (Vilnius and Kaunas) and oversees Magnusson’s practice in the Baltic states).

In that same official statement, Tokaj commented on the significance of Pytlas-Skwierczynska’s appointment: “At Magnusson, we are gender-blind. There is no glass ceiling and our principle is to select the best person for the job. Agnieszka is the best person to be at the helm in Warsaw and I am delighted that she will manage our team in Poland.”

The WKB law firm has advised the Aviva insurance group on its acquisition of a 100% stake in Expander Advisors — one of the largest independent financial advisors in Poland — from the Innova Capital private equity fund, which was advised by Norton Rose Fulbright. The transaction still requires the approval of the Polish Office of Competition and Consumer Protection.

WKB assisted with the due diligence on the deal and advised on negotiations for the share purchase agreement. The firm’s team included Partners Jakub Jedrzejak and Ben Davey and Associate Klaudia Fratczak-Kospin.

The Norton Rose Fulbright team advising Innova Capital was led by Partner Pawel Bajno.