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Balcioglu Selcuk Akman Keki (BASEAK) has successfully assisted Verifone Elektronik ve Danismanlik Limited Sirketi, the Turkish subsidiary of Verifone Systems (the leading secure electronic payments and POS solutions provider), on its joint venture partnership with Selge Teknoloji Danismanlik Limited Sirketi (Selge). Selge was represented by the Bener Law Firm.

Verifone will have a majority stake in the joint venture company, which will provide management, dispatch, non-cash payment, and media and advertising systems, equipment, software, and services to and for taxicabs and other public vehicles for hire in Istanbul. The company will further establish and operate a taxi management center pursuant to an operation agreement concluded with Ispark Istanbul Otopark Isletmeleri, a fully-owned subsidiary of Istanbul Greater Metropolitan Municipality.

Verifone is a global leader in secure electronic payment solutions at the point of sale. Key industries in which Verifone operates include financial services, retail, petroleum, restaurant, hospitality, taxi, transportation, and healthcare. Verifone is headquartered in San Jose, California and operates in more than 150 countries worldwide, with a direct presence in more than 45 countries. Its common stock is quoted on the New York Stock Exchange. 

Selge is a Turkish company headquartered in Istanbul, focusing on digital archiving solutions and IT infrastructure management services. 

BASEAK assisted Verifone on drafting and negotiating the term sheet relating to the framework of the prospected cooperation between the parties, drafting and negotiating the joint venture agreement, preparing the articles of association of the joint venture company in light of the shareholders agreement, and drafting and negotiating the consulting agreement to be entered into between the joint venture company and Selge relating to the business of the joint venture company.

The BASEAK team was led by Senior Partner and Head of Corporate and M&A Galip Selcuk, and included Partner Dogan Eymirlioglu, Senior Associate Tulu Harsa, and Associate Arzu ?noglu.

Bahar Ulgen of Bener led that firm’s team on the deal.

Balcioglu Selcuk Akman Keki (BASEAK) has successfully advised the Islamic Corporation for the Development of the Private Sector (ICD) on the establishment of a company to undertake investments and related advisory services in targeted sectors (agriculture, tourism higher education, etc.) in the Turkish Republic of North Cyprus, in collaboration with local and foreign co-investors.

The initial share capital commitment from the investors is USD 10.1 million (approximately EUR 8.9 million) and the incorporation of the company is expected to be completed following obtaining of regulatory permits and other approvals, within 6 months.

ICD is a multilateral organization affiliated with the Islamic Development Bank (IDB) Group. Its mandate is to support the economic development of member countries through the provision of finance to private sector projects in accordance with the principles of the Shari’a law. ICD finances projects that are specifically geared to creating employment opportunities and boosting exports.

Co-investors in this venture include a number of prominent local and Turkish financial and industrial groups, such as Aktif Yatirim Bankasi (Aktifbank) and Creditwest Bank Limited.

The firm’s work included advice on the corporate structuring, and the review, preparation, and negotiation of the company’s shareholders agreement (which is governed by Turkish law). The team included Barlas Balcioglu, the Managing Partner and Head of the office’s Banking and Finance Practice, and Senior Associate Tulu Harsa.

Image source: Debu55y / Shutterstock.com

Raidla, Lejins, & Norcous has advised Mezzanine Management on the private equity fund’s EUR 7 million investment in commercial refrigeration business Freor, which reports describe as the first Lithuanian private equity deal since the country joined the eurozone on January 1, 2015. Fort advised the exiting shareholder in Freor, and Sorainen advised Freor itself.

Mezzanine Management invested a combination of equity and mezzanine debt through its Accession Mezzanine Capital III fund. According to Mezzanine Management Senior Investment Director Piotr Sadowiski, the deal was attractive because of Freor’s modern production base and quality products. Following the transaction, the GP will support Freor by expanding into new markets, while also trying to increase sales to existing clients and markets. 

Freon, established in 2000 and with revenues of approximately EUR 17 million, is a producer of commercial refrigeration equipment commonly used in supermarkets. 

Sysouev, Bondar, Khrapoutski has signed a Memorandum of Legal Partnership with the Belarusian Federation of Futsal to provide professional services in connection with the organization of XI Futsal World Championship.

Futsal is a variant of football (soccer, in the United States) that is played on a smaller field, with a smaller ball, and mainly played indoors. Its name comes from the Portuguese Futebol de salao (“room football”). It was developed in Brazil in the 1930s and 1940s.

As a legal partner of the Federation, SBK will, in particular, provide legal support for the preparation and the organization of XI Futsal World Championship, to be held in April 2015 in five cities in the Republic of Belarus.

Polish lawyer Filip Urbaniak was among the 50 lawyers elected by K&L Gates to the firm’s partnership, effective March 1, 2015.  

Urbaniak, who is based in the firm’s Warsaw office, is a corporate lawyer focusing on capital markets transactions. He has advised in a number of public offerings of shares, public M&A and private offerings of debt instruments acting as issuers’, managers’ and underwriters’ counsel. He has also advised on securities law regulatory issues, corporate governance and the legal aspects of investor relations.

Urbaniak began his career with 7 years at Chadbourne & Parke in Warsaw, before moving in 2008 to White & Case, where he stayed until 2010. In September of that year he joined Garrigues as a Partner, before moving over to K&L Gates as an Of Counsel in August, 2011. He received his law degree from the Law Faculty of the University of Warsaw in 2001.

Herbst Kinsky has advised Wikitude in connection with the investment of Konica Minolta in the company. The amount of the investment was not disclosed, but Herbst Kinsky described it as a “7-digit euro amount.”

Salzburg-based Wikitude is the pioneer of mobile augmented reality (AR) technology and the company behind a number of highly-regarded AR solutions for smartphones and tablets. Its in-house-developed AR solution, and according to Herbst Kinsky “enables thousands of apps, brands, agencies, developers and AR enthusiasts to achieve their project goals.”

The Japanese company Konica Minolta has branches in 45 countries and around 40,400 employees worldwide. The main shareholder and lead investor of Wikitude remains the Venture Capital Fonds Gamma III SCA SICAR.

The Herbst Kinsky team was led by Partner Philipp Kinsky.

Vasil Kisil & Partners has successfully defended the interests of one of the subsidiaries of NCH Capital Inc., an American fund, in a labor dispute with its former CEO, who was challenging his dismissal by investors.

VKP reported that the CEO was dismissed pursuant to Section 5, Part 1, article 41 of the Ukrainian Labor Code, which — as VKP explains it — “provides for the right of investors to terminate the authority of any of the officers of the Company at any time by dismissing the individual with a severance package amounting to a 6-month salary.” The firm went on to explain that the provision “was added to the Labor Code of Ukraine on May 13, 2014,” and cited VKP Partner Oksana Voynarovska in explaining that “the business community has been expecting for this rule to be introduced for a long time, as it is an effective tool to protect the rights and interests of investors, and its application in practice by domestic courts will demonstrate Ukraine’s readiness to significantly improve the investment climate in the country.

The trial court rejected the former CEO’s claim in full, and the appellate court upheld the decision on the case without any changes. The firm reports that “this decision created a precedent in the application of Section 5, Part 1, article 41 of the Labor Code of Ukraine.”

Voynarovska led the VKP team on the case, with the assistance of Senior Associate Tetyana Ivanovych and Associate Valeriya Savchuk.

DLA Piper has advised the Vienna-based Panoptes Pharma drug developer in connection with a strategic partnership with Mediolanum Laboratoires Leurquin, a subsidiary of the Italian pharmaceutical company Mediolanum Farmaceutici.

Pursuant to the agreement, Mediolanum acquires the marketing rights for the molecule PP-001 — currently in preclinical development for the treatment of inflammatory and viral-induced eye diseases — in two European countries, while marketing rights for the rest of Europe remain with Panoptes. Panoptes also receives an upfront payment and is eligible for future profit shares.

Panoptes is a privately held biotech company based in Vienna. It was founded to develop medicines for eye diseases. Primary indications are the chronic and autoimmune disease Uveitis and an adenoviral-induced and highly contagious form of conjunctivitis.

Mediolanum is a private pharmaceutical group headquartered in Milan. The company is engaged in the research, development and marketing of drugs. Currently the group has 450 employees and an annual turnover of around 200 million euros.

“This mandate required both detailed specialist know-how in the life sciences industry as well as profound experience with cross-border agreements”, says Christoph Mager, Partner and Head of Corporate at DLA Piper in Austria, who led the firm’s team on the deal. “I am pleased with the successful conclusion of this promising cooperation.” Mager was assisted by DLA Piper Senior Lead Lawyer Johanna Holtl, among others.

Kochanski Zieba Rapala & Partners has announced that Partner Szymon Galkowski has been promoted to the position of Managing Partner of the Banking, Finance, & Restructuring Department at the firm. In his new role Galkowski will manage a team of 14 lawyers.

Galkowski himself specializes in banking, finance and restructuring law, with particular focus on financing transactions, including capital market transactions. Prior to joining KZRP in April 2011, he worked for two years at CMS Cameron McKenna and three months at Vogel, Dubinski and Partners.

Norton Rose Fulbright has advised Tauron Sweden Energy AB (publ) as issuer and Tauron Polska Energia S.A. as guarantor on the issue of unsecured German registered notes Namensschuldverschreibung with a face value of EUR 168 million and 15 year tenor.

The issue was arranged by J.P. Morgan Securities and subscribed for primarily by German financial institutions.  

Tauron Polska Energia is a vertically-integrated power utility holding company headquartered in Katowice, Poland with a leading position in the generation, distribution and supply of electricity in Poland. According to Norton Rose, it is “the largest electricity distributor, one of the two largest electricity suppliers in Poland, and one of the largest electricity distributors and suppliers in Central and Eastern Europe, as well as the second largest energy company in Poland, as measured by installed generation capacity and net energy production.”

Funds obtained from the issue will be used to grant a loan to Tauron, which in turn will use such funds for the Group’s general business purposes, especially for financing its investment program. The cross-border team of Norton Rose Fulbright was led by Warsaw Banking Partner Grzegorz Dyczkowski and Frankfurt Capital Markets Partner Rudiger Litten, assisted by Warsaw-based Senior Associate Tomasz Rogalski and Frankfurt-based Associate Judith Morton.

In 2014 Norton Rose Fulbright also advised Tauron on the creation of a joint venture with ArcelorMittal.