Category: Uncategorized

  • RLN Advised AB Invalda on Acquisition of Finasta Group

    Raidla Lejins & Norcous has advised AB Invalda LT, a major asset management and investment company in Lithuania in connection with its acquisition of Finasta group companies in that country, and it will continue to advise AB Invalda on the acquisition of Finasta group companies in Latvia as well.

    In Lithuania, the Finasta group is comprised of AB bank Finasta, the Finasta, AB financial brokerage firm, and UAB Finasta Asset Management. AB Invalda LT acquired a 78.28% shareholding in each of the first two, and a 100% shareholding in Finasta Asset Management.

    In Latvia, Finasta group companies include IPAS Finasta Asset Management and AS Finasta atklatais pensiju fonds. Subject to authorization from the Financial and Capital Market Commission, AB Invalda LT will acquire 100% of shares in the Latvian asset management company IPAS Finasta Asset Management.

    The estimated deal price for 100% of shares in Finasta group companies totals approximately EUR 7 million and may be subject to slight variation depending on the change in the equity capital of AB bank Finasta prior to closing. 

    AB Invalda LT was founded in 1991. AB Invalda LT shares have been traded on NASDAQ OMX Vilnius stock exchange since 1995. Since its incorporation, AB Invalda LT has executed dozens of corporate acquisition and sale transactions and capital financing transactions for an aggregate value of approximately EUR 1.2 billion. 

    Raidla Lejins & Norcous’ legal advice included assistance in obtaining authorizations from Lithuanian and Latvian financial regulatory authorities, a thorough due diligence of Finasta group, structuring of the deal, drafting of the acquisition agreement and other related documents, assistance in negotiations, coordination of the acquisition process with the seller, and comprehensive assistance to the purchasers. The team was led by Managing Partner Irmantas Norkus and Managing Associate Akvile Bosaite, the Head of the RLN Banking and Finance Practice Group.

  • Squire Patton Boggs Adds Partner in Prague

    Squire Patton Boggs has bolstered its Regulated Industries and Labour & Employment teams with the appointment of Hana Gawlasova as Partner in the firm’s Prague office.

    Gawlasova joins the firm from Kinstellar, where she was Partner and Head of the Telecommunications, Media & Technology, and Labour & Employment practice groups.

    According to a statement released by Squire Patton Boggs, Gawlasova, “is a recognized leader in Information Technology, Data Protection and Telecommunications Regulation …. She recently advised in a global acquisition of a mobile phone maker by one of the world’s largest software makers, and in the acquisition of a satellite platform operator in three jurisdictions by an independent private equity house. She has also advised major telecommunications operators on cross-border regulation, data protection and data transfers. With substantial expertise in the media sector, she has acted for a global pay-TV programmer and a broadcasting regulator in relation to advertising and licensing issues respectively.”

    The firm’s statement also referred to Gawlasova’s specializations in labor and employment, noting that she, “worked extensively with a global supplier of components and systems for the automotive industry on employment contracts, internal investigations and compliance issues. She also advised one of the largest car manufacturers on employment contracts, data protection and privacy protection issues. Ms. Gawlasova works on a wide range of issues in relation to employment law, including advising on regulation and compliance issues, contracts, dismissals, immigration, benefits and employee mobility.”

    According to Radek Janecek, the Managing Partner of the firm’s Prague office: “We welcome Hana to the global team at Squire Patton Boggs. Hana’s expertise in both employment law as well as information technology and data protection makes her a perfect fit for the firm, given that these complementary areas are in high demand by our clients. With a first-rate Pan-European group, we will benefit from her addition in the Prague office to our international network.”

    Commenting on her appointment, Hana Gawlasova said: “I am impressed by Squire Patton Boggs’ focus on their clients and its high level of professionalism as a core and defining value. I’m delighted to be joining the firm at this exciting time of growth and working on a truly global platform across practice groups.”

  • Buzescu Ca Helps EDF Trading Obtain Electricity Trading License

    Buzescu Ca has represented EDF Trading with regard to the company’s obtaining an electricity trading license in Romania.

    EDF Trading is a 100% owned subsidiary of Electricite de France, the world’s largest producer of electricity, and Buzescu Ca describes EDF Trading as “a leader in the international wholesale energy markets.” The companymanages a large portfolio of assets and sources, supplies, transports, stores, blends, and converts physical commodities around the world. It is active in the electricity, natural gas, LNG, upstream gas, coal, freight, and environmental products markets.  It also has a commercial and industrial retail business in North America.  It is one of the largest wholesale market traders in Europe for power and gas, one of the main providers of energy management services for power generation companies in the US and the fifth largest marketer of gas in North America.  

    Buzescu Ca also advises other premium electricity traders operating in Romania such like Gazprom Marketing and Trading, and Statkraft Markets.

  • Zivkovic Samardzic Represents Telekom Srbija on First Serbian Antitrust Probe Closed Through Commitments

    Zivkovic Samardzic has represented Telekom Srbija in what the firm claims to be the “first ever abuse of dominance investigation in Serbia closed by means of commitments, as well as the first ever margin squeeze case of the Serbian Commission for Protection of Competition.”

    According to the firm, proceedings were brought by the Serbian Commission for Protection of Competition against telecom operator Telekom Srbija for alleged abuse of dominance on the wholesale ADSL broadband access and the wholesale direct Internet access markets. On November 14, 2014, the proceedings were closed by a decision of the Commission based on a binding set of commitments offered by Telekom Srbija. 

    The probe against the telecommunications company was initiated in October 2011. In its Statement of Objections of August 16, 2013, the Commission expressed concerns that Telekom Srbija “abused its dominance on the wholesale ADSL broadband access and the wholesale direct internet access markets, allegedly by engaging in margin squeeze, price discrimination, tying and imposition of unfair contractual terms.”

    On August 7, 2014 Telekom Srbija offered a series of commitments to meet the concerns expressed by the Commission. According to the firm’s press release, these included: 

    • to set its prices on the retail ADSL broadband access market in accordance with the “equally efficient operator” test; 
    • to apply the same direct internet access price / bandwidth volume ratio it applies to wholesale clients to its retail division; 
    • not to grant wholesale ADSL broadband access discounts conditioned by simultaneous wholesale direct internet access purchases; and 
    • to maintain an option for its wholesale direct internet access customers to enter into new, or renew old contracts for the duration of one, two, or three years, based on the user’s preference. 

    Following “market-testing” the Commission found that the proposed commitments remedied competition concerns and decided to make them legally binding. 

    According to Zivkovic Samardzic Partner Slobodan Kremenjak, who led the firm’s team working on the case, “unlike the European Commission that closes more than 75% of its antitrust probes by means of commitments, this was the first time ever that the Serbian Commission for Protection of Competition closed any abuse of dominance case in that way. What is even more important for Telekom Srbija a.d., the case was closed without a finding of infringement and without a fine levied.”

  • TGS Represents Eesti Post in Competition Dispute

    On December 27, 2013, CMS Direct filed a civil action in Estonia against AS Eesti Post (Omniva), requesting the termination of what it claimed was Omniva’s abuse of a dominant position. The action aimed at stopping Omniva from adopting a new price list and discount model for advertising services (via direct mail).

    The Harju County Court recently announced its judgment that the conduct of Omniva was lawful. The court fully dismissed the CMS Direct’s claim and concluded that Omniva may implement the change in the pricing policy and does not have to maintain the current price list of advertising services as CMS Direct had requested.

    The judgment will enter into force if the parties do not appeal to the Tallinn Circuit Court within 30 days. 

    Omniva was represented in court by Tark Grunte Sutkiene Senior Associate Rene Frolov from the firm’s competition practice and Senior Associate Elmer Muna from the litigation team.

  • CEE Legal Experts Gather to Discuss Outlook for 2015

    “A truly remarkable event,” is how Gergo Budai, the General Counsel for Invitel, described the 2014 CEE Legal Matters Summit held on December 3 at the InterContinental Hotel in Vienna.

    The Summit, which gathered together more than 20 of Central and Eastern Europe’s top business lawyers for a candid, honest, and expert conversation about the state of legal markets across the region, was the largest gathering of commercial legal specialists ever in the region, and the first of its kind. 

    Participants constituted a virtual Who’s Who of the CEE legal world. Regional experts included Patricia Gannon (the co-Founder of Karanovic & Nikolic), Ron Given (the Managing Partner of Wolf Theiss Zagreb), Michael Mullen (Partner and Head of CEE Legal at PriceWaterhouseCoopers), Hugh Owen (Senior Partner, Head of SEE Desk at Allen & Overy), Willibald Plesser (Partner, Co-Head CEE/CIS Group, and Country Partner for Turkey at Freshfields Bruckhaus Deringer), Andras Posztl (Managing Partner in Budapest for DLA Piper), Helen Rodwell (Managing Partner in Prague and Head of Corporate Practice for CEE at CMS), Adrian Roseti (Managing Partner in Bucharest, Drakopoulos Law Firm), David Shasha (Senior Consultant, Watson, Farley & Williams), Jonathan Weinberg (Partner and Head of Banking & Finance for CEE and CIS, White & Case), Joerg Menzer, (Managing Partner with CEE responsibilities at Noerr) and Perry Zizzi (Partner at Dentons).

    Joining them was a select group of senior in-house counsel as well, including Budai from Invitel, Jelena Madir (Senior Counsel at the EBRD), Ingo Steinwender (the Group Head of Legal Affairs at CA Immobilien Anlagen), Agnieszka Dziegielewska-Jonczyk (Country Legal Counsel for Poland at Hewlett-Packard), Christopher Fischer (Associate General Counsel and Head of Legal EU Region at Western Union), and Alexey Amvrosov (Head of Legal, IBM Russia/CIS at IBM).

    Mike Mullen, who has been in Central Europe since the late 80s, was impressed: “This was the first, largest and most important gathering of senior legal professionals and in-house counsel from the CEE region. Such a gathering was, to my knowledge, unprecedented and extremely valuable to both gauge the market and share approaches to the changing legal and business environment. I look forward to more of these opportunities facilitated by our gracious hosts from CEE Legal Matters.”

    Preparation for the event began in early November, when participants were asked to prepare special essays summarizing their thoughts and perspectives on the State of the Region. These essays were collected and served as the basis for the December 3d Summit, which featured a special Round Table conversation. Critical subjects addressed included the effect of the ongoing conflict in Ukraine and Russia on the long-term potential of both countries both for law firms and investors, Romania’s rebound, the “losing luster” nature of the Turkish legal market for international law firms, the long-awaited arrival of Chinese investors into the region, the future of international and regional law firms across CEE, and much more. The essays — and a full report on the conversation itself — will be provided to subscribers in the special issue of the CEE Legal Matters magazine which will be sent out the first week of January, 2015.

    The 2014 CEE Legal Matters Summit was organized and hosted by CEE Legal Matters to celebrate its successful first year in business, and pursuant to its mission to inform and assist the lawyers in Central and Eastern Europe. Radu Cotarcea, the Managing Editor of CEE Legal Matters, described the event as a great success: “We were honored by the participation of some of the leading experts in the region from both the private practice world (representing some of the most reputable firms working in CEE), as well as from the in-house world from leading companies operating in our jurisdictions. We are excited for this to be the first in many such gatherings and the great feedback we’ve received so far can only fuel our plans to make this a recurring, and potentially growing event.”

  • White & Case Advises Lusail Media on Sale of Turkuvaz Stake to Zirve

    White & Case has advised Lusail Media Company, a subsidiary of the Qatar Investment Authority, on the sale of its 25 percent interest in Turkuvaz Media Group to Zirve Holding.

    The transaction closed on November 28, 2014. 

    Turkuvaz Media Group is a Turkish media company which owns television channels, radio stations, newspapers and magazines.

    The White & Case team which advised on the deal was led by Istanbul-based Partner Meltem Akol and Doha-based Partner Michiel Visser, with support from other Partners and Associates in Istanbul, London, and Doha, including Istanbul-based Associate Emre Ozsar.

  • Multiple Firms Advise on USD 1 Billion Chemtura Acquisition by Platform Specialty Products

    Eversheds has acted as international counsel to Chemtura on the sale of its agrochemicals business Chemtura AgroSolutions to Platform Specialty Products Corporation, a global specialty chemicals company. Greenberg Traurig was the international leader for Platform Specialty Products, assisted by Noerr, among others. The sale consists of USD 950 million in cash and 2 million shares of Platform’s common stock.

    The sale, which Eversheds describes as being “a result of Chemtura’s objective to transform the business into a leading industrial chemicals specialist,” closed on November 3.

    Eversheds London office acted as the international counsel on the deal, which involved the sale of business units in 36 jurisdictions and a contract/asset portfolio covering over 120 countries. 

    The deal also involved the restructuring of business units in several jurisdictions, in addition to coordinating the transfer of a highly complex portfolio of business specific assets on/immediately following closing, including facilitating an intricate re-registration process with regulators of agro chemical product registrations in numerous jurisdictions. Transitional services and supply arrangements were also implemented to allow the new owners, Platform Specialty Products, to continue to operate the divested business following completion.

    The Eversheds team was led by M&A Partner Robin Johnson, working alongside Alan Murphy, Managing Partner of the Dublin office, Partner Brett Rowland, and Associates George Gray, Charlotte Chambers, Kayode Sodeinde, Emma Cassie and Chloe Chittock. Also involved were Eversheds lawyers Joanne Hyde in Dublin, Tom Bridgford and Richard Jones in the UK, Claudine Maeijer in the Netherlands, Oliver Beldi in Switzerland, and Riccardo Bianchini Riccardi in Italy. In addition, Brett Rowland, George Gray, Charlotte Chambers, and Emma Cassie were reportedly involved in obtaining third party consents from 1000 third parties and the re-registration process in over 100 countries.

    Eversheds also co-ordinated closings in multiple jurisdictions in Latin America, Australia, East Asia, Central Asia and Africa working with firms like Jun He, Tozzini, Thomson Geer, Nagashima Ohno, Trilegal and Vizioli Triolo. In Slovenia, Rojs, Peljhan, Prelesnik & partners’ Partner Bojan Sporar and Senior Associate Blaz Hrastnik advised on all aspects of Slovenian law, including a localized transfer agreement.

    Billie Flaherty, the Executive Vice President, General Counsel, and Corporate Secretary of Chemtura, commented: “The sale of Chemtura’s agrochemicals business was a complex cross-border transaction. Eversheds provided strong international legal support from start to finish, and Chemtura was particularly impressed with the level of process planning, process tools, and tightly coordinated execution that Eversheds brought to the successful completion of this transaction.”

    Noerr acted as Local Counsel to Platform Specialty Products for the German, Russian, and Ukrainian aspects of the transaction. The team’s work was led by corporate Partners Tibor Fedke, Hans Radau, and the REACH specialist Martin Ahlhaus. Also involved were Partners Christoph Spiering, Martin Ahlhaus, Barbel Sachs, Stefan Wolfgang Weber, Olga Mokhonko, and Maxim Vladimirov, and Associates Katrin Andra, Robert Korndorfer, Andrea Petsch, Charlotte Sander, Maria Belova, Anna Fufurina, Ekaterina Kalinina, Vyacheslav Khayryuzov, Evgeny Letunovsky, Evgeny Lisin, Alexandr Silakov, and Anna Sorokina. Advice on Ukrainian law was provided by Cooperation Partner Alexander Weigelt of TOV Nobles.

  • Ruslan Sadovnikov Becomes New Head of Legal at NAI Becar

    Russian lawyer Ruslan Sadovnikov has become the new Head of Legal at the NAI Becar commercial real estate agency in Russia.

    NAI Becar provides commercial real estate services for office, retail, residential, commercial, warehouse and industrial, investment, and hospitality projects in the Russian Federation and abroad. Sadovnikov both heads the legal department at the NAI Becar group and is a member of the supervisory board of directors.

    Before joining NAI Becar in October 2014, Sadovnikov was for two and a half years the Corporate and Legal Director of Bravo Premium, a large low-alcohol beverage manufacturer, and for a year and half before that was the Legal Director at Union Investments. He also spent four years as an Associate at Mannheimer Swartling, in both Stockholm and St. Petersburg.

    When contacted by CEE Legal Matters, Savodnikov explained that: “My move to NAI Becar opens new horizons for me. I believe that I will be able to get new experience and contribute a lot to the benefits of the company. As a matter of fact, real estate is a constantly booming sector of the Russia economy, even during the economic crisis we are facing right now. NAI Becar is involved in a number of complicated investment projects which are very interesting to me from the legal perspective. In addition, it is very exciting to work with real estate professionals who are more than 20 years on the market.”

  • Baker & McKenzie Advises Ingram Micro on Acquisition of Armada Shares

    The Esin Attorney Partnership, the Turkish arm of Baker & McKenzie, has advised Ingram Micro Inc. on the acquisition by Aptec Holdings Limited (an Ingram Micro entity) of shares in Armada Bilgisayar Sistemleri San. ve Tic. A.S., a leading Turkish IT company.

    Aptec Holdings acquired approximately 58 percent of the share capital of Armada from private shareholders. The deal was signed on October 15, 2014 and closed on December 1.

    Founded in 1993 and headquartered in Istanbul, Armada Computer Systems distributes IT products and offers IT solutions to more than 6,000 IT companies in Turkey. Armada distributes computers, servers, storage, virtualization, security, mobile, and OEM products from vendors such as Intel, Dell, Lenovo, VMWare, HP Network, Tyco, Enterasys, Motorola, Zebra, and Panasonic. Armada went public in 2006 and in 2013 had a turnover of USD 282 million. 

    The Esin team was led by M&A Partner Muhsin Keskin, working together with Compliance Partner Birturk Aydin and London-based Baker & McKenzie Compliance Partners Sunny Mann and Gordon Low. The team also included Istanbul-based Associates Caner Elmas and Sertac Kokenek, and London-based Associates Maria Boccardo, Tracey Akerman and Raoul Parker.

    “The IT sector in Turkey is rapidly expanding, with spending expected to grow faster than the global average,” said Keskin. “Ingram Micro’s acquisition of Armada is part of this growing trend, and we can expect to see more strategic M&As in Turkey’s IT sector in the future. We are looking forward to advising Ingram Micro on the mandatory tender offer to be launched in relation to Armada’s remaining shares.”