Category: Uncategorized

  • Avellum, Integrites, and Baker & McKenzie Advise on Ukrainian Acquisition in Poland

    Avellum, Integrites, and Baker & McKenzie Advise on Ukrainian Acquisition in Poland

    Ukrainian firms Avellum and Integrites and Polish offices of Baker & McKenzie and DZP have advised Farmak, a leading Ukrainian pharmaceutical company, on its February 3, 2016 acquisition of KWW Kotkowski Wierzbicki Wegrzyn sp. z o.o., a company focuses on the marketing and sales of dietary supplements in Polish market. Marszalek & Partners advised the sellers on the deal, which, according to a statement on Farmak’s website, “will enable Farmak to implement its export strategy of launching [its] products on the EU markets.”

    Filya Zhebrovska, CEO, Farmak JSC, said that, “having signed the Association Agreement with the European Union in 2015, Ukraine officially set a course to the EU. A few years ago, we determined the launching of our products in European markets as a key focus area of Farmak’s export strategy. Purchasing of a marketing company in Poland will enable our advancing towards implementation of the export policy.”

    The Avellum team advising Farmak on transactional matters consisted of Counsel Yuriy Nechayev and Associate Andriy Romanchuk. 

    As reported by CEE Legal Matters on March 9, 2016, the Integrites team advising Farmak on anti-trust filings consisted of Partners Vyacheslav Korchev and Oleksandr Aleksyeyenko, Senior Associate Yevgen Blok, and Associate Ivanna Gumenna.

    The Warsaw-based Baker & McKenzie team advising on Polish law matters consisted of Partner Piotr Rawski, Senior Associate Piotr Jaskiewicz, and Junior Associate Lukasz Targoszynski.

    DZP and Marszalek & Partners did not respond to our inquiries on the matter.

    Editor’s Note: After this article was published Marszalek & Partnerzy informed CEE Legal Matters that its team advising KKW Kotkowski Wierzbicki Wegrzyn was led by Partner Tomasz Dudzinski, supported by Partner Iwona-Dobkowska-Pulawska, Senior Associate Grzegorz Motyka, Tax Advisor Piotr Rydzewski, and Associate Michal Kurzela.

  • TGS Advises INVL Baltic Real Estate on Share Issuance

    TGS Advises INVL Baltic Real Estate on Share Issuance

    Tark Grunte Sutkiene (TGS) has advised AB INVL Baltic Real Estate, an investment company specializing in real estate, on the successful allocation of a share issue on the NASDAQ OMX Vilnius. INVL Baltic Real Estate’s shares were admitted for trading on the regulated market at the beginning of March 2016.

    INVL Baltic Real Estate was founded in 2014 as a spin-off from the Invalda INVL asset management group. According to TGS, “during the offering about 170 new investors subscribed for shares of the new issue, which allowed INVL Baltic Real Estate to raise capital of over EUR 9 million. The existing shareholders of the company acquired shares worth EUR 6.371 million, retail investors about EUR 2 million worth, and institutional investors about EUR 651,800 worth.

    TGS reports that it advised INVL Baltic Real Estate “on the public offering of the newly issued shares of the company and admitting them for trading on the Vilnius Stock Exchange.” The firm reported that it “provided all legal services throughout the process, drafted all necessary transaction documentation, and advised on regulatory issues relevant to the completion of the public share offering,” and that it “developed a new share issue prospectus, as well as all other documents related to the project, and represented the client before the Bank of Lithuania and the Central Securities Depository of Lithuania.”

    The firm’s team consisted of Partner Vidmantas Drizga, Senior Associate Mantas Gofmanas, and Associate Egle Mazetyte.

    TGS did not reply to our inquiry about other firms involved in the matter.

  • To Bloom But Not Boom – Real Estate Spring In Serbia

    To Bloom But Not Boom – Real Estate Spring In Serbia

    Over the past two years, various media outlets have been reporting on increased investor interest for the Serbian real estate market, with a particular focus on Belgrade.

    Goran Vesic, the city manager, recently substantiated these reports by claiming that Belgrade’s Public Land Development Agency made a total of 772 business deals with investors over the course of last year alone. Vesic further elaborated that the city’s central municipalities have been shown to present a hotspot for residential properties, while claiming that more than 80% of total commercial properties are being built in the Palilula, Borca and New Belgrade municipalities. At the same time, most of the properties intended for industrial production facilities are being built in suburban areas such as Mladenovac, Grocka and Obrenovac. He attributed this progress in construction to, among other things, last year’s regulatory changes that made it possible for land development investors to choose between getting a 30% discount on property fees when paying them all at once, or paying the full amount in 30 monthly instalments. Vesic called upon the aforementioned examples in concluding that Belgrade and the rest of Serbia will continue to progress in bringing both domestic and foreign, as well as both big and small investors to the country’s real estate scene.

    The recently held Property Management Conference at Hotel Metropol, an event that included Karanovic & Nikolic’s Ana Lukovic as one of the presenters, contained some viewpoints that were in accordance with Vesic’s statements, but also some that were against. One of the supportive arguments was based on the regulatory change to the Law on Planning and Construction entailing that as soon as an investor fulfills the legal requirements of being recognised as such, a facilitated process of acquiring the building permit commences. This process includes the formation of an investor tailored work group that then becomes a so-called ‘ one stop shop’ for the investor, with a clearly outlined list of required documents and the order of their submission. Finally, this regulation also stipulates that the investor is notified of a precise deadline by which the building permit will be issued.

    On the other hand, Lukovic presented something of a countering point of view regarding the still prevailing set of legal difficulties awaiting a potential investor – i.e. in the case of buying state-owned land. These difficulties mainly pertain to how the process of buying such a piece of land runs into jurisdictional obstacles (not knowing who’s in charge of certain approvals) that take a long time to sort out, in turn increasing the investor’s expenses, while at the same time testing their patience and reducing their interest. On top of that, she also highlighted the issue of zoning regulation since, in practice, the planning documents of certain properties have happened to not include all of the required property components. This issue then needs to be resolved by asking for additional support from the governing bodies, again prolonging the entire process of finally acquiring full ownership over the piece of land in question and diminishing the investors’ interest in return.

    Furthermore, another interesting point of view on the topic of Serbia’s allure for foreign investments was made during the same conference by Stewart Peirson, the managing director of Jones Lang LaSalle’s SEE & Romania division. Peirson confirmed that Serbia’s real estate market is currently enjoying a surge in foreign investor interest, highlighting the recent sale of the Delta City shopping center as proof of that. However, he has also pointed out an imbalance between the acknowledged growth of demand and the lack of quality property supply in Serbia, advising the local decision makers and builders to focus on constructing good quality ‘products’ in order to capitalise on the investors’ interest. In doing so, he also offered a cautionary tale from neighboring Bulgaria, where the local authorities – after realising the investors’ hunger for their market – ordered the construction of a large number of properties without paying special attention to their relevance and purpose, i.e. building too many shopping centres in a single city – Sofia (some even having office towers built on top of them), thus heavily over-saturating the market in question.

    In the end, if we were to summarise all of the above mentioned factors, we can conclude that the real estate market in Serbia indeed enjoys significant potential in the eyes of investors, and that efforts are being made to keep it that way. Nonetheless, as with any other large-scale process of its kind, more time and work is needed to properly gauge the areas in which further improvements are needed, before implementing them across the board – starting from the legal framework and moving onto its practical applications in the outside world.

    By Ana Lukovic, Senior Associate, Karanovic & Nikolic

  • Former HSBC Holdings Associate GC Joins Dentons in Warsaw

    Former HSBC Holdings Associate GC Joins Dentons in Warsaw

    Dentons has announced the appointment of a new Banking and Finance Partner in Warsaw. Tomasz Braun joins from HSBC Holdings in London and will be responsible for further developing the Firm’s Banking and Finance compliance and regulatory offering.

    According to Dentons, “as Associate General Counsel, Legal Risk Management and Assurance at HSBC Holdings in London, Braun advised on the creation of a global legal risk management framework, led a multinational legal risk management team and assured compliance with the legal risk agenda across multiple jurisdictions. Prior to that, he served as a General Counsel and Board Member at HSBC in Poland and at various GE Capital entities including GE Money Bank. His earlier experience includes private practice at a law firm and work for the European Commission. He is experienced in mergers, acquisitions, restructuring, integrations and disposals, as well as disputes and litigation.”

    Braun is the Chairman of the Council of Experts and a Member of the Board of Trustees of Lazarski University in Warsaw. 

    “We strive to provide clients with access to top-class legal talent,” said Tomasz Dabrowski, Chief Executive Officer, Dentons Europe. “With 15 years’ experience in managing large financial institutions in developed and emerging markets, Tomasz is uniquely positioned to give strategic risk management and regulatory advice to our clients in the financial services sector.”

  • A&P and AstapovLawyers Advise Sports.ru on Acquisition of Belarusian Mobile App Developer

    A&P and AstapovLawyers Advise Sports.ru on Acquisition of Belarusian Mobile App Developer

    The Aleinikov & Partners law firm and the Kyiv office of AstapovLawyers advised Sports.ru on its acquisition of 90live.org – a Belarusian developer of mobile applications for football fans.

    According to Aleinikov & Partners, “90live.org has more than 20 mobile apps for football fans, provides regularly updated information on different football clubs (Real Madrid, Barcelona etc.). The project focuses on foreign audiences and has been installed on more than 1 million devices.” The firm described Sports.ru as “one of the first professional and at the moment most popular online sports-related projects in Russia. The average monthly audience of Sports.ru exceeds 7 million users.”

    The Aleinikov & Partners team advising on Belarusian law consisted of Partner Dmitry Matveyev and Senior Associate Anna Tsymbalist.

    The AstapovLawyers team was led by Partner Oksana Kneychuk and included Junior Associate Yuliya Zarichniuk.

    Both AstapovLawyers and Aleinikov & Partners reported that they did not know the identity of external counsel for 90live.org on the deal, if any.

     

  • Gessel and Weil Advise on Sale of Transfer Agent ProService to Oaktree European Principal and Cornerstone

    Gessel and Weil Advise on Sale of Transfer Agent ProService to Oaktree European Principal and Cornerstone

    Gessel has advised the Highlander Partners private equity fund on the sale of 100% of the shares of Transfer Agent ProService to funds managed by Oaktree European Principal Group and Cornerstone Partners. Weil, Gotshal & Manges advised Oaktree and Cornerstone Partners.

    ProService Transfer Agent offers innovative services for managers of financial assets in Poland and abroad such as transfer agent services, accounting services, and IT solutions. 

    Gessel’s team was led by Partner Marcin Macieszczak and Managing Associate Maciej Kozuchowski, with the support of Michael Bochowicza and Bartholomew Wozniak.

    The Weil team was led by Partner Pawel Zdort, who was assisted by Associate Jacek Balicki. Other members of the team included Partner Iwona Her, Counsel Monika Kierepa, and Associates Jakub Leszczynski, Lukasz Blazejczyk, Barbara Sobowska, Karol Kicun, Izabela Rzezniczak, Irmina Trybalska, Marek Kanczew, Natalia Wolkowycka, and Karolina Janus.

    Editor’s Note: After this article was published Clifford Chance and Weil announced that they had also advised on the financing of the deal. That story was published on June 9, 2016, and can be found here.

  • Goltsblat BLP Advises Rosimuschestvo on Disposal of Shares in Moscow Airports

    Goltsblat BLP Advises Rosimuschestvo on Disposal of Shares in Moscow Airports

    Goltsblat BLP advised the Federal Agency for State Property Management (Rosimuschestvo) on shareholders’ agreements relating to shares in Sheremetyevo International Airport and JSC Vnukovo International Airport JSC, which were signed on February 15 and February 29, respectively.

    According to Goltsblat BLP, “following the consolidation the government’s share in the authorized capital of Sheremetyevo International Airport JSC will be 31.56%, while private owners represented by Sheremetyevo Holding will own 68.44%. The Russian Federation’s share in the authorized capital of Vnukovo International Airport JSC, the Vnukovo Airport operator, will amount to 25.11695%, while private shareholders will own 74.88305%.”

    Vnukovo International Airport is the oldest airport in what BLP Goltsblat identified as “the Moscow Air Cluster”, and has a route network of about 170 destinations across Russia and to more than 40 countries in Europe, Asia, and Africa. In 2015, its general passenger flow totalled over 15 million passengers.  

    Sheremetyevo International Airport is the largest Russian airport handling scheduled international flights. The airport’s network of routes includes more than 300 destinations, and the airport is utilized by representatives of three major aviation alliances: SkyTeam (Air France, KLM, Delta, CSA Czech Airlines, Alitalia, China Southern Airlines, Korean Air, etc.); Star Alliance (SAS, Air China, LOT, Adria Airways, etc.); and Oneworld (Finnair).  

    The Goltsblat BLP team on the matters was led by Partner Matvey Kaploukhiy and included Senior Associate Nikolay Kholshev and Associate Oksana Orlovskaya.  

  • CHSH Successful in Merger Control Proceedings Related to Fischapark Shopping Center Deal

    CHSH Successful in Merger Control Proceedings Related to Fischapark Shopping Center Deal

    After advising SES Spar European Shopping Centers on the sale of a 49.5% share in the Fischapark shopping center to Allianz Real Estate Germany GmbH last month (as reported by CEE Legal Matters on February 4, 2016), CHSH has now successfully represented the Austrian SPAR group and Allianz in European merger control proceedings related to the deal.

    The European Commission approved the transaction on February 18, 2016, meaning that the transaction has now closed.

    Following the Fischapark deal, SES — the shopping center and real estate company within the SPAR group — holds the remaining 50.5% in the retail property and also continues to be responsible for the center and assets management. The shopping center portfolio of SES currently includes 30 sites in six countries.

    Allianz Real Estate is the strategic competence center for real estate investments within the Allianz group and a leading international investment and asset manager in the real estate sector. 

    According to CHSH, “the Fischapark shopping center first opened its doors in 1996 and has been one of the most successful shopping centers in the region for many years. SES redeveloped and expanded the center between 2012 and 2015, completely modernizing and making it fit for the future as part of a EUR 120 million refurbishment project.”

    The competition team at CHSH consisted of Partner Bernhard Kofler-Senoner, Attorney Michael Mayer, and Associate Johannes Frank. 

  • Levent Belli Promoted to Partner at YKK

    Levent Belli Promoted to Partner at YKK

    Disputes specialist Levent Belli has been promoted to Partner at YukselKarkinKucuk Attorney Partnership in Istanbul, where he practices within the firm’s Dispute Resolution Department, Litigation, and Arbitration group.  

    Belli’s practice focuses on litigation and arbitration, contracts, government contracts, tenders law, telecommunication, administrative law, debt recovery, commercial, intellectual property, and criminal law. He is also a Trademark Attorney. His areas of expertise includes dispute resolution in the energy sector and public tenders and unfair competition litigations. He also specializes in enforcement of foreign courts’ judgements and foreign arbitral awards in Turkey. 

    Belli graduated from the Marmara University School of Law in 2001 and was admitted to practice in 2003. He worked from 2002-2008 as an Associate in the Pekuz/Belli Law Office, before joining YKK in the summer of 2008.

    YKK did not reply to our request for comment.

  • Norton Rose Fulbright and Weil Gotshal Advise on Fortum Acquisition of Stake in Grupa Duon

    Norton Rose Fulbright and Weil Gotshal Advise on Fortum Acquisition of Stake in Grupa Duon

    Norton Rose Fulbright has advised Fortum Holding BV on the acquisition of a 93% stake in Grupa Duon SA, a leading independent Polish supplier of electricity and natural gas that is listed on the Warsaw Stock Exchange. Weil, Gotshal & Manges represented the sellers on the deal, which is reportedly worth approximately EUR 100 million.

    Fortum Holding BV, part of the Finland-based Grupa Fortum, is a multinational energy company with operations focused primarily in the Nordic and the Baltic countries and Russia. The group has had a presence in Poland since 2003 as both a heat and power producer and as a thermal energy distributor. According to Norton Rose Fulbright, “through Grupa Duon, it wants to expand its power services offering in the Polish market.”

    The Norton Rose Fulbright team in Warsaw was led by Partners Pawel Bajno and Rafal Hajduk, assisted by Of Counsels Adam Kozlowski, Piotr Milczarek, Senior Associate Grzegorz Filipowicz, and Associate Michal Blaszkiewicz.

    The Weil Gotshal team consisted of Partner Pawel Zdort and Associates Maciej Wroblewski, Wojciech Czyzewski, and Krzysztof Jagiello. 

    Image Source: mediabank.fortum.com