Category: Deals and projects

Rymarz Zdort advised CS Group Polska S.A. (“CS Group”), controlled by Innova Capital (“Innova”), in connection with the refinancing of existing indebtedness and obtaining additional term and revolving credit facilities under a credit facility agreement concluded with mBank S.A.

CS Group supports more than 50,000 small and medium-sized businesses in Poland and the broader CEE region by delivering a wide array of digital solutions related to online presence and automation of sales processes.

Innova is a leading CEE-oriented private equity fund, which has established six investment funds with a total value of EUR 1.1 billion, with almost 60 investments across 10 countries in the CEE region.

The transaction team advising CS Group and Innova Capital comprised Marcin Iwaniszyn, partner and co-head of the banking and finance practice of Rymarz Zdort, and associates Jakub Czerka and Maria Słomska.

Rymarz Zdort advised Pfleiderer Polska sp. z o.o.  and its subsidiaries (“Pfleiderer“, the “Group“) in connection with obtaining financing in the form of a revolving credit facility (RCF) of up to PLN 200 million under a credit facility agreement concluded with a consortium of three major banks.

The facility allowed the Group members to finance their liquidity and to use a number of banking products required in connection with their current operations.

Pfleiderer is one of the leaders in the wood-based materials industry in Poland and Europe.

Marcin Iwaniszyn, a partner and co-head of the banking and finance practice of Rymarz Zdort, supervised the team working on the financing, which also included associate Jakub Czerka, who was responsible for providing day-to-day financing advice, and associate Krystian Kurgan.

Rymarz Zdort advised ProService Finteco sp. z o.o. on its acquisition of 100% of the shares in Moventum sp. z o.o., the parent company of Moventum S.C.A based in Luxembourg. The Luxembourg financial regulator, the Commission de Surveillance du Secteur Financier (CSSF), has already granted its approval to the transaction.

The ProService Finteco Group is a leading company in its field, operating as a transfer agent offering settlement, fund valuation and corporate accounting services. It also provides associated IT technologies and solutions. The company is owned by funds managed by Oaktree Capital Management and Cornerstone Partners.

Moventum services more than 40,000 customers in over 120 countries worldwide and offers over 10,000 products, including ETFs and other securities. Moventum cooperates with more than 1,600 financial advisors, and has offices in five countries – Luxembourg, Germany, Austria, Poland and the Czech Republic.

The team that advised on the transaction was headed by managing partner Paweł Zdort, who was supported by counsel Jakub Krzemień and senior associate Aleksandra Kabać. The work related to the due diligence of the company was managed by partner Monika Kierepa. Advice related to acquisition financing was provided by partner Zofia Frydrychowicz, who was supported by associates Jakub Czerka and Wiktor Zień.

Rymarz Zdort together with Setterwalls Advokatbyrå AB advised CEPD N.V. on its investment in Admenta Sweden AB, the operator of the LloydsApotek chain of pharmacies. The transaction comprised the acquisition of 100% of the shares in Admenta Sweden AB from the company’s current shareholder.

LloydsApotek operates 76 pharmacies in Sweden and offers complete e-commerce services with access to a broad selection of self-care products.

CEPD N.V. is a highly experienced and knowledgeable health care company in Europe with its head office in the Netherlands. CEPD N.V. operates the fifth largest chain of pharmacies in Europe with over 1,300 pharmacies in Poland, Lithuania and Sweden.

Rymarz Zdort advised Pepco Group N.V. and its subsidiaries (“Pepco” or the “Group”) on the Polish law aspects of a EUR 740 million senior facilities agreement entered into with a consortium comprising 11 leading international and Polish financial institutions.

In order to refinance the Pepco Group’s existing indebtedness, Pepco Group entities entered into a new senior facilities agreement under which secured term loans in the aggregate amount of up to EUR 550 million and a secured working capital facility in the aggregate amount of up to EUR 190 million (or the equivalent thereof in other currencies) were made available to the Group.

The refinancing was connected with the IPO of Pepco on the Warsaw Stock Exchange (in connection with which Rymarz Zdort also advised Pepco Group on Polish law matters) and the respective finance documentation included aspects directly related to the IPO.

Pepco owns and operates a multi-format, pan-European retail business under the PEPCO, Dealz and Poundland brands, with 3,246 stores located across 16 countries (as at 31 March 2021). In the financial year ended 30 September 2020, Pepco’s revenues increased to EUR 3.5 billion.

Marcin Iwaniszyn, a partner and co-head of the banking and finance practice of Rymarz Zdort, supervised the team working on the financing, which also included associate Sebastian Mikina, who rendered day-to-day advice relating to the financing and was supported by associate Krystian Kurgan.

Rymarz Zdort advised Pepco Group N.V. (“Pepco”, “Group”) on Polish law matters related to the initial public offering of shares in Pepco and their admission and introduction to trading on the regulated market operated by the Warsaw Stock Exchange.

Pepco’s offering and listing on the Warsaw stock exchange is the largest IPO in Poland in terms of value in 2021 thus far. Based on the final offer price, the market capitalisation of the Company amounted to PLN 23 billion (EUR 5 billion). The offering involved the sale of 92,466,602 existing shares and generated gross proceeds of approximately PLN 3.7 billion (EUR 0.8 billion).

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 Pepco were also offered to selected foreign institutional investors (within and outside of the United States).

Goldman Sachs Bank Europe SE and J.P. Morgan A.G. acted as joint global coordinators for Pepco’s IPO.

Pepco owns and operates a multi-format, pan-European variety discount retail business under the PEPCO, Dealz and Poundland brands, with 3,246 stores located across 16 countries (as at 31 March 2021). The Group’s stores offer apparel, homeware-led general merchandise, including seasonal products, and FMCG at market leading prices. In the financial year ended 30 September 2020, Pepco’s revenues increased to EUR 3.5 billion.

“We congratulate Pepco Group on joining the elite group of major companies listed on the Warsaw Stock Exchange and all of the parties involved in what has thus far been the largest IPO in Poland in 2021. We are delighted that Pepco Group’s share offering has met with strong interest from a wide range of Polish and international institutional investors, as well as demand from individual investors. We are proud that our long-standing experience in providing legal advice on international IPOs and our knowledge of the Polish capital market are appreciated by international clients and leading investment firms, and that such experience and knowledge allow us to provide our clients with legal advice concerning the most complex transactions conducted on the equity capital markets in Poland,” said Marcin Chyliński, a partner in the corporate department and the head of the equity capital markets practice at Rymarz Zdort.

The transaction team, led by Marcin Chyliński, comprised: Ewa Bober, partner; Robert Krasnodębski, partner; Filip Leśniak, counsel; Marek Kanczew, counsel; Marta Rykalovska, associate; Ada Zahorodna, associate; Tomasz Wieczorek, associate; and Kacper Skowron, associate.

Rymarz Zdort advised Polish energy group PGE in the finalisation of a joint venture agreement, announced on 10 February this year with Danish company Ørsted, the purpose of which is the development, construction and operation of two offshore wind farm projects, Baltica-3 and Baltica-2, with a total capacity of approximately 2500 MW.

The estimated total cost of the investment with a capacity of approximately 2500 MW is around PLN 30-40 billion.

The team involved in the project included: Marek Durski, partner; dr Marek Maciąg, partner; Iwona Her, partner; Jakub Krzemień, counsel; dr Agnieszka Koniewicz, counsel; Aleksandra Kabać, senior associate; Adrian Augustyniak, associate; Marta Szczepkowska, associate and Irmina Wątły, counsel.

Rymarz Zdort advised European Logistics Investment (ELI), a dynamically growing logistics platform in Poland, in connection with the transaction documentation related to a land purchase, the corporate aspects of the investment and the development of a modern warehouse complex.

ELI will construct a high-quality logistics centre with an approximate area of 100,000 sqm in Tychy. The two-hall facility will be developed in cooperation with ELI’s strategic partner Panattoni, a market leader in the industrial property sector. The first building has already been 100% pre-let. The first phase of the project is expected to be completed in the third quarter of 2021.

ELI’s portfolio includes 23 logistics projects with a total area of over 1 million sqm, including 619,000 sqm of standing assets in the most sought-after locations. The company is planning to further expand in the coming years.

The firm’s transaction team was headed by Piotr Fedorowicz, a partner in the corporate department and the real estate practice. The transaction team comprised: senior associate Tomasz Bąkowski, senior associate Izabela Skrzypczak, associate Michał Kostewicz and associate Mateusz Konopka.

Rymarz Zdort co-advised (on matters related to Polish law) APG in connection with an agreement with Orange Polska to create a joint venture that will operate a fibre network reaching around 2.4 million households in Poland by 2025, mainly in areas that currently lack infrastructure. The joint venture will operate under the name Światłowód Inwestycje (‘Optical Fibre Investments’). This agreement contributes to making fast internet more accessible in Poland and counteracting digital exclusion.

The joint venture will be 50% owned by Orange Polska and 50% by APG. Orange will contribute around 0.7 million fibre connections to Światłowód Inwestycje, including wholesale access to around 160 thousand customers who already use its services. Światłowód Inwestycje will roll out 1.7 million fibre connections, meaning that the network will cover 2.4 million households and will become the largest independent wholesale fibre operator in Poland.

The transaction is expected to close by the end of August 2021.

APG, as one of the world’s largest pension investors, manages the assets of several Dutch pension funds and their 4.7 million participants with a total value of approximately EUR 568 billion (as of February 2021).

Orange is one of the world’s leading telecommunications operators with sales of EUR 42.3 billion in 2020 and 142,000 employees worldwide.

The Rymarz Zdort team advising on the transaction was led by corporate partner Marcin Chyliński, with the support of corporate lawyers and tax advisors: Iwona Her, partner; Monika Kierepa, partner; Robert Krasnodębski, partner; Dr Marek Maciąg, partner; Dr Filip Uziębło, partner; Dr Agnieszka Koniewicz, counsel; Marek Kanczew, counsel; Antonina Falandysz-Zięcik, senior associate; Marcin Płonka, senior associate; Marta Rykalovska, associate; and Kacper Skowron, associate.

The Legal 500 Europe, Middle East and Africa 2021 rankings confirm the position of Rymarz Zdort as one of the leading law firms in Poland. We have been recognised as a top-tier law firm in four practice areas: Capital Markets; Commercial, Corporate and M&A; Energy & Natural Resources; and Private Equity. Moreover, our firm has been ranked in Tier 2 in the following categories: Competition / Antitrust; Investment Funds; Restructuring & Insolvency; Tax and White Collar Crime. Our Banking & Finance; Dispute Resolution and Real Estate practices have all been ranked in Tier 3.

The Legal 500 aims to provide the best information and data for and about the international legal community through its in-depth analysis of the capabilities of law firms. The Legal 500 EMEA guide provides researched coverage of 80 countries and over 2,700 ranked law firms.

Eleven Rymarz Zdort attorneys have also been nominated as being among the best legal advisors in Poland. Managing partner Paweł Rymarz has been listed in The Legal 500 “Hall of Fame” with respect to Commercial, Corporate and M&A and has again been included in the elite “Leading Individuals” list for Commercial, Corporate and M&A, and Private Equity. Moreover, managing partner Paweł Zdort, who is ranked for Commercial, Corporate and M&A, and Private Equity, partner Dr Filip Uziębło, ranked for Private Equity, partners Marcin Chyliński and Ewa Bober, who are ranked for Capital Markets, and partner Robert Krasnodębski, who is ranked for Tax, have all been recognised as “Leading Individuals”.

Three partners have been listed as “Next Generation Partners” in their respective practice areas, i.e. Marek Durski, Energy & Natural Resources; Magdalena Pyzik-Waląg, Restructuring & Insolvency; and Marcin Iwaniszyn, Banking & Finance.

Also, partner Zofia Frydrychowicz, Investment Funds, and counsel Dr Agnieszka Koniewicz, Real Estate, have each been recognised as a “Rising Star”.

In the feedback provided to The Legal 500 EMEA, clients described Rymarz Zdort as a “strong team with a substantial number of senior and junior lawyers capable of acting on multiple transactions” and “very pro-active attitude, problem-solvers”, and gave the firm praise for its “imaginative and well thought out deal structures, good market understanding and fast delivery”.

Congratulations to all of the recognised attorneys and practices for their outstanding achievements and hard work.