News (#12 December 2018)

DEALS

Aequo advised Ipsos

Aequo advised Ipsos, a global market research and consulting firm, in connection with the acquisition of four global divisions of the GfK Custom Research Business: Customer Experience, Experience Innovation, Health and Public Affairs. The deal results in around 1,000 GfK employees located in 25 countries joining Ipsos. Estimated revenue of the acquired businesses for 2018 exceeds EUR 200 million, according to Ipsos.

The team, as led by managing partner Denis Lysenko, included counsel Sergey Denisenko and associate Denys Medvediev advising on obtaining merger and non-compete clearances, and counsel Oksana Krasnokutskaya, senior associates Michael Lukashenko and Vasyl Mishchenko, and associate Maria Derechina advising on corporate, employment and tax issues in connection with the transaction.

PwC Legal Ukraine and Linklaters advised Guala Closures S.p.A.

PwC Legal Ukraine and Linklaters have successfully advised Guala Closures S.p.A. on the issue of international bonds for EUR 455 million maturing in 2024 and listed on the Luxembourg Stock Exchange.

PwC Legal Ukraine worked alongside Linklaters UK and Italy offices on Ukrainian-law related matters, while Linklaters was the lead legal advisor to Guala Closures S.p.A. on the bond issue.

The scope of work provided by PwC Legal Ukraine included, among others, advice in connection with a pledge of participatory shares of the Ukrainian group company as collateral for the bond issue. The distinctiveness of such work included issuing legal opinions (on the pledgors good standing and collateral grant opinion on the validity and enforceability of the pledge agreement).

The firms attorneys also contributed to the bond issue, offering a memorandum from a Ukrainian law standpoint (e.g., currency regulations, enforceability of pledge, etc.), and revised the participatory share pledge agreement.

The PwC Legal Ukraine team was led by Oleksandra Kostrytsia (head of transactions) under the supervision of Alexey Katasonov(partner, corporate and M&A). It consisted of senior associates Artur Chepenko and Nadiya Nazarchuk.

ADER HABER conducted real estate due diligence for Dragon Capital

Dragon Capital acquired Horizon Park Business Center, the largest business park in Kyiv. Horizon Park Business Center has become the seventh and largest property in Dragon Capitals portfolio, which has expanded over the past year.

Within the framework of the project, the specialists of ADER HABER conducted comprehensive due diligence of the counterpartys documentary base. The project was supported by the team under the leadership of partner Aleksandra
Fedotova
, consisting of senior associate Artem Vitsenko and associates Illia Barabash, Iaroslava Lahan and Dmitry Nikolov.

EY advised Rozetka in connection with its merger with EVO

EY acted as a lead legal counsel and tax advisor to Temania Enterprises Ltd, a holding company of the Rozetka group, during the merger with the EVO group of companies.

EY provided full legal and tax support to the buyer during the course of the transaction, in particular, carried out legal and tax due diligence, advised on tax and legal structuring of the transaction, reviewed transaction documents, and provided deal signing and closing support. EY lawyers also provided support to Rozetka shareholders in connection with structuring their relations with the founders of the EVO group, who as a result of the transaction became Rozetka shareholders.

The project team, led by Igor Chufarov, partner, Tax & Law, included Bogdan Malnev and Vitalii Pustovyi, senior associates, Daria Gulinska, manager, and Daria Tkachenko, associate. Considering that EVO also operates in the CIS countries, the relevant foreign offices of EY have joined the project.

EVO is a Ukrainian IT company that has launched leading Ukrainian marketplaces and online services where hundreds of thousands of entrepreneurs sell goods and services to millions of consumers. EVO combines Prom.ua, Satu.kz, Deal.by, Bigl.ua, Zakupki.Prom.ua, Crafta.ua, Kabanchik.ua, Vchasno.com.ua, Shafa.ua and others.

Dentons advised BNP Paribas and syndicate of international banks

A multi-jurisdictional Dentons team has advised a syndicate of international banks jointly led by BNP Paribas and Deutsche Bank on the extension and increase to USD 400 million of a pre-export secured revolving facility to Ferrexpo. The facility was arranged by BNP Paribas and Deutsche Bank.

The firms cross-border team was led by partners Evgenia Laurson (London) and Natalia Selyakova (Kyiv) with the support of counsels Nadiya Shylienkova (Kyiv), Dennis Montgomery (Moscow), partner Udayan Mukherjee (Dubai) and associate Olga Sokolova (Moscow), Artem Lukyanov (Kyiv) and Alla Kushnirenko (Kyiv).

Ferrexpo is a Swiss-based iron ore pellet producer with mines in Ukraine and sales operations around the world. It is the third largest exporter of pellets to the global steel industry.

CMS advised on high-profile acquisition of stake in largest Moldovan bank

Kyiv-based CMS Cameron McKenna Nabarro Olswang announced that it has advised the EBRD and private equity firms AB Invalda INVL and Horizon Capital (the consortium) on their acquisition of a 41.09% stake in B.C. Moldova Agroindbank S.A, Moldovas largest commercial bank, at an auction held by Moldovas Public Property Agency.

It is expected that the consortium will bring the highest standards of corporate governance, new technologies and effective structures to strengthen the performance of Moldovas leading bank, improve lending services for small businesses and support the broader economy.

The CMS team was led by Graham Conlon, managing partner of the Kyiv office and CEE/CIS Co-Head of International Private Equity, and counsel and corporate/M&A practice coordinator Tetyana Dovgan, with support from lawyer Diana Pysarenko.

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