Category: Deals and projects

Rymarz Zdort advised Pluralis B.V. in connection with the acquisition of 40% of the shares in Polish media company Gremi Media from KCI S.A.

The acquisition of the shares in Gremi Media by Pluralis B.V. will provide Gremi Media, along with a more diversified ownership structure, with the resources and expertise of an international media investor, and will allow the current management to maintain operational control.

Pluralis’ investment in Gremi Media is its second investment in Central Europe after taking over 34% of the shares in Petit Press, the second largest news publisher in Slovakia.

Gremi Media is a leading media group in Poland and the publisher of the Rzeczpospolita, Parkiet and Sport dailies, the monthly magazine Uważam Rze Historia, and the websites rp.pl, tv.rp.pl, parkiet.com, sport.dziennik.com and historia.uwazamrze.pl.

The transaction was led by managing partner Paweł Rymarz and partner Dr hab. Łukasz Gasiński, who was responsible for negotiations of the transaction agreement. The team included senior associate Antonina Falandysz-Zięcik from the competition and antitrust team of Rymarz Zdort, and associates Marzena Iskierka, Anna Aranowska and Sebastian Mikina.

Rymarz Zdort advised Blue Media in connection with the execution of an investment agreement concerning the acquisition of a minority stake in Blue Media Group by Pollen Street Capital.

Upon the completion of the transaction, Pollen Street Capital will make a strategic growth investment in Blue Media to help accelerate its expansion plans in the payment service sector in Europe. The transaction is expected to close in H1 2022, as it is subject to receiving regulatory approval.

Blue Media is a pioneer in the payment service sector in Poland, offering a range of payment options and payment-related services to businesses and consumers via the Blue Media and Autopay brands. This year, the business expects to process over EUR 6 billion in payments, with over 33,000 active eCommerce merchants, and is approaching 1 million users of its Autopay app.

Pollen Street Capital is a leading independent, alternative investment management company focused on the financial and business services sectors.

The transaction was handled by managing partner Paweł Zdort and partner Dr hab. Łukasz Gasiński. The team included senior associate Magdalena Medyńska, and associate Marzena Iskierka. The Rymarz Zdort core transaction team was also supported by partners Iwona Her and Marcin Chyliński and counsels Irmina Wątły and Filip Leśniak.

Rymarz Zdort advised Polski Fundusz Rozwoju S.A. on its acquisition of investment certificates of two real estate investment funds from Bank Gospodarstwa Krajowego.

As part of the transaction, Polski Fundusz Rozwoju S.A. acquired investment certificates of Fundusz Sektora Mieszkań dla Rozwoju Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych (FSMdR) and Fundusz Sektora Mieszkań na Wynajem Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych (FSMnW), and became the owner of 100% of the investment certificates of both funds.

The total price of the investment certificates of the above funds amounted to PLN 2,196 million.

The transaction was handled by Dr Jakub Zagrajek, a partner, supported by Dr Paweł Mazur, an associate, and the due diligence team was led by Monika Kierepa, a partner.

Rymarz Zdort advised the American growth equity fund TCV on a sale of shares in the public offering of Grupa Pracuj S.A. (“Grupa Pracuj“).

Based on the final offer price, the market capitalisation of Grupa Pracuj amounted to PLN 5 billion (EUR 1.1 billion). The offering involved the sale of 15,134,278 existing shares, including 10,909,512 shares (16% of the share capital) offered by TCV, and generated gross proceeds of PLN 1,120 million (EUR 243 million).

The offering was conducted in accordance with U.S. Rule 144A and was directed at retail investors and institutional investors in Poland. The shares in Grupa Pracuj were also offered to select foreign institutional investors (within and outside of the United States).

Citigroup, Goldman Sachs Bank Europe SE and Trigon Dom Maklerski S.A. acted as joint global coordinators, Numis Securities Limited as joint bookrunner and mBank S.A. as co-manager.

Grupa Pracuj is a leading technology platform in the HR industry in Central and Eastern Europe. Grupa Pracuj supports companies in the recruitment, retention and development of employees. Grupa Pracuj also makes it easy for users of its websites to find suitable employment, enabling them to use their full potential, and creates world-class technologies that shape the future of the HR market.

TCV is one of the largest growth equity firms and has invested over USD 16 billion in public and private technology companies since inception. For more than 26 years, TCV has been partnering with growth-stage technology companies, helping them with entering new markets, developing teams, managing acquisitions and preparing for IPOs.

The transaction was handled by managing partner Paweł Rymarz and partner Jacek Zawadzki, who were supported by associate Monika Michałowska.

Rymarz Zdort advised Santander Bank Polska on the sale of a block of shares in Aviva Towarzystwo Ubezpieczeń na Życie, Aviva Towarzystwo Ubezpieczeń Ogólnych and Aviva Powszechne Towarzystwo Emerytalne Aviva Santander to Allianz.

As a result of the transaction, Allianz became Santander Bank Polska’s new partner in respect of its life and non-life bancassurance joint ventures.

The transaction is part of Aviva plc’s exit from Poland by selling all its Polish assets to Allianz for approximately EUR 2.5 billion. It is expected to be one of the largest M&A transactions on the Polish market this year and the largest one on the Polish insurance market so far.

The transaction is being handled by Jacek Zawadzki, partner in the corporate department, supported by Dr hab. Łukasz Gasiński, partner heading the regulatory team in the corporate department. The transaction team includes associates Marzena Iskierka, Anna Aranowska and Aleksander Jakubisiak.

Rymarz Zdort advised Polski Bank Komórek Macierzystych S.A. (“PBKM”) on a voluntary public offering to exchange shares in PBKM for shares in Vita 34 based on an agreement signed in May 2021 concerning the business combination of PBKM and Vita 34.

The transaction was the first cross-border exchange offer in Poland carried out by a German company for a Polish listed company, and one of a very few exchange offerings on the Polish market executed to date. With an acceptance rate of 98%, this exchange offer was one of the most successful transactions ever conducted on the Polish capital market. The business combination of PBKM and Vita 34 will strengthen the position of both companies by way of the establishment of the leading pan-European family cord blood bank.

PBKM leads the international FamiCord Group, being number 1 in Europe , and manages stem cell banks located in Europe. FamiCord Group stores 610,000 samples belonging to over 450,000 families. FamiCord’s core business is the procurement, processing and long-term storage of stem cells from umbilical-cord blood and other post-foetal tissues on behalf of parents (family banking). The purpose of this banking is to provide security for the family in the event of a serious illness which requires a stem cell transplant in the donor or his/her immediate family members. Additionally, FamiCord is involved in the CDMO business and participates in various clinical trials.

Vita 34 was founded in 1997 in Leipzig and is today one of the leading cell banks in Europe. As Europe’s first private cord blood bank and a pioneer in cell banking, the company has since offered collection logistics, processing and the storage of stem cells from umbilical cord blood and tissue as a full-service provider for cryopreservation.

The transaction was led by partner Jacek Zawadzki, who was supported by associate Aleksander Jakubisiak. The transaction team also included managing partner Paweł Rymarz, partner Monika Kierepa, counsel Marek Kanczew, senior associate Michał Chyła and associate Małgorzata Deruś.

Rymarz Zdort advised Aion Bank (“Aion”) on the purchase of a part of Allegro Pay’s consumer debt portfolio. The completed transaction will strengthen Aion Bank’s position in the fastest-growing sector of the Polish e-commerce market while Allegro Pay (available on Allegro, the most popular sales platform in Poland), will gain additional financing capacity.

The parties have stated that if the investment succeeds, the total balance of unpaid receivables purchased by Aion Bank may amount to up to PLN 2 billion within the agreed terms.

Aion Bank is a BaaS (Banking as a Service) oriented bank with its head office in Belgium operating in Poland via Aion Bank SA Spółka Akcyjna Oddział w Polsce, with its seat in Warsaw on the basis of a branch notification. Aion Bank uses fintech technology based on modern cloud IT solutions provided by Warsaw-based company Vodeno.

Allegro Pay provides payment method Allegro.pl, the largest Polish e-commerce platform.

The Rymarz Zdort transaction team was headed by Leszek Tokarski, a partner in the tax department, who was assisted by senior associates Krzysztof Rembierz and Marek Sikorski.

Rymarz Zdort advised European Logistics Investment (“ELI”), a dynamically developing logistics platform in Poland, on the execution of transaction documentation concerning the purchase of land and the construction of a modern logistics centre in Błonie near Warsaw. The Park Warsaw West X project by ELI and its partner Panattoni is planned as a multi-let facility offering 48,600 sqm of modern space, with 46,900 sqm of warehouse and 1,700 sqm of office space. The investment is planned to be delivered in Q2 2022.

The facility is pending the BREEAM certification process with the aim to obtain an ‘Excellent’ rating. Green solutions have been planned in the facility, including systems reducing the consumption of water, energy and heat, and significantly cutting CO2 emissions. Future employees will also have access to green relaxation zones, bicycle rooms and electric vehicle charging stations.

ELI is a dynamically developing logistics platform on the Polish market. Thanks to its partnership with Panattoni a leading developer of industrial real estate, ELI provides high quality facilities that offer excellent connectivity and value for businesses in desirable locations around the country. ELI’s current portfolio comprises 32 logistics projects encompassing 51 properties with a total area of over 1.3 million sqm GLA, including 760,000 sqm of standing assets, 201,000 sqm under construction and a further 318,000 sqm secured in pipeline projects.

The Rymarz Zdort team advising on the transaction was led by corporate partner and the head of the real estate practice Piotr Fedorowicz, who was supported by associate Michał Kostewicz and associate Marcin Banak.

Rymarz Zdort advised Maspex Group (“Maspex“, the “Group“) in connection with the execution of an agreement with Roust Corporation (“Roust“) regarding the purchase from Roust  of 100% of the shares in Roust’s subsidiary, CEDC International, which represents the interests of the Roust group in Poland.

Upon the completion of the transaction, Maspex will become the largest Polish food group with a turnover exceeding PLN 11 billion and the leader on the vodka market in Poland, expanding its portfolio with the following brands: Żubrówka, Soplica, Absolwent and Bols. This is the twentieth acquisition in the history of the Group and its ninth (and the largest in terms of value) in Poland.

The closing of the transaction is subject to the issuance of concentration clearance by the President of the Office of Competition and Consumer Protection in Poland.

Maspex is the largest private Polish company in the food industry and one of the largest in Central and Eastern Europe. It is the undisputed leader on the market of juices, nectars and beverages in Poland, the Czech Republic, Slovakia and Romania, and is considered a leading producer of such products in Hungary, Bulgaria, Lithuania and Latvia. In addition, it is a leading producer of instant products in Central and Eastern Europe. Maspex is also a leader on the market of pasta, jams and sauces and a leading producer in the segment of ketchups, ready meals and vegetable preserves in Poland. The company is also a leading player in the Romanian water market.

CEDC is a leader on the vodka market, with a share of over 47% (by volume), and the largest importer of foreign alcoholic beverages in Poland. It is also a distributor of, among others, Carlo Rossi, Barefoot and Gancia wines, as well as the coloured spirits Grant’s, Glenfiddich, Tullamore D.E.W., Metaxa, Jȁgermeister, Cointreau, Campari, Aperol and Remy Martin. Production is carried out at production plants in Oborniki and Białystok.

The transaction was handled by Paweł Rymarz, a managing partner. The transaction team included partner Monika Kierepa, partner Zofia Frydrychowicz, partner Iwona Her and senior associate Aleksandra Kabać.

Rymarz Zdort advised the founders of NapoleonCat on securing a strategic investor, RTB House.

NapoleonCat is a provider of a comprehensive portfolio of social media marketing tools. The main functions of NapoleonCat include managing multiple social media channels, automating customer service, analysing marketing performance, monitoring and competitor comparison, collaboration in teams, and automation of reporting processes.

RTB House is a global company that provides cutting-edge marketing technologies for the largest brands and agencies around the world. Established in 2012, RTB House has over 750 specialists in over 30 locations around the world. RTB House supports over 2,000 campaigns for clients in the EMEA, APAC and Americas regions.

The team advising on the transaction was supervised by Paweł Zdort, a managing partner, supported by Małgorzata Deruś, an associate.