Deals (#3-4 March-April 2021)


Asters acted for Intreprinderea Mixta Zernoff S.R.L.

Asters has acted for Intreprinderea Mixta Zernoff S.R.L., a leading Eastern European manufacturer of spirits and strong alcoholic beverages, on its acquisition of assets belonging to state-owned Ukrspyrt. The deal
marks the first privatization of Ukrspyrt assets by a foreign investor. The privatization of Ukrspyrt assets in question for the sum of
UAH 120 million made it the first largest privatization transaction of Ukrspyrt assets.

The case was handled by Asters associate Ivan Yaremchuk and partner Alexey Pustovit.

Sayenko Kharenko represented Zhejiang Baokang Wheel Manufacture Co.

The international trade practice of Sayenko Kharenko has represented Zhejiang Baokang Wheel Manufacture Co., Ltd. in an anti-dumping investigation related to imports into Ukraine of aluminum wheel disks with origin in China and Russia.

Sayenko Kharenko represented the interests of its client at all stages of the investigation, including drafting commentaries on application on investigation initiation, submitting answers to a questionnaire, drafting commentaries to answers from the domestic industry to the questionnaire, participating in hearings as well as drafting commentaries on preliminary determination.

Following the results of the investigation, the international trade team managed to prove the lowest dumping rate for the firms client in the amount of 4.02% (dumping margin rates for other Chinese producers range from 14.01% to 49.03%). Moreover, Sayenko Kharenkos team also managed to prove that there were no justified grounds for the application of anti-dumping duties. Thus, the anti-dumping investigation was terminated without any measures.

Associate Tetyana Tanchyn and junior associate Oleksandra Sandul worked on the project under the general supervision of partner Anzhela Makhinova.

CMS advised ING Bank-led syndicate of banks

International law firm CMS has advised a syndicate of banks led by ING Bank N.V. as mandated lead arranger in relation to the extension of the pre-export facility for Ukraines Kernel Group. The total sum of the credit facility is USD 300 million.

CMS advised onthe overall structure of the facility and theaddition of a Ukrainian entity as a co-borrower to enable simpler and quicker access to the facility proceedsbyKernel Group. Thenewstructure of the facility also enables specific lenders to re-join the facility at a later stage, thereby providing Kernel Group with flexibility to access additional fundingin the future.

The CMS team was led by partner Elitsa Ivanova and counsel Kateryna Chechulina and included partner Ihor Olekhov, associate Khrystyna Korpan and lawyer Ivan Pshyk, as well asCMS
lawyersin Zurich, Luxembourg, Amsterdam and Vienna.

Sayenko Kharenko advised European Fund for Southeast Europe

Sayenko Kharenko has acted as Ukrainian legal counsel to theEuropean Fund for Southeast Europe(EFSE) on providing a loan of EUR 5 million (equivalent in Ukrainian hryvnias) toBank Lviv. The bank will use the loan to provide local currency financing for agricultural micro and small enterprises.

EFSE is a privately-managed development finance fund initiated by KfW Development Bank with financial support of the German Federal Ministry for Economic Cooperation and Development and the European Commission. EFSE uses capital provided by donor agencies, international financial institutions and private institutional investors to finance MSEs in the target region, which encompasses Ukraine.

Sayenko Kharenkos team included partner Igor Lozenko and associate Denis Nakonechnyi.

Kinstellar advised Automagistral-Pivden

Kinstellar is advising Automagistral-Pivden (AMP), one of Ukraines leading road construction companies, on making preparations on the first unsolicited proposal for the construction of the 300-km Krakovets-Lviv-Brody-Rivne motorway, to be undertaken on a public-private partnership or concession basis in accordance with Ukraines new PPP and concession law.

A memorandum of cooperation, prepared by Kinstellars team in Kyiv, was signed on
11 March 2021 in Kyiv by AMP and the State Road Agency of Ukraine (Ukravtodor) and witnessed by Ukrainian Prime Minister Denys Shmyhal. According to the terms of the memorandum, AMP will prepare the project proposal with its own resources, including a feasibility study and financial model for the PPP or concession arrangement for the construction and operation of the motorway. Kinstellar continues to act as AMPs legal advisor for preparations of the project feasibility study.

Ukraines PPP and concession law gives the state the right to enlist investors to develop PPP projects. This instrument is designed to speed up the preparation of PPP projects without the expenditure of budget funds, while maintaining a competitive approach to PPP procurement. The concession law and related regulations provide for compensation of project development costs to the investor in the event that the investor does not win the subsequent PPP tender.

Daniel Bilak, senior counsel, and Oleg Matiusha, counsel and head of Kinstellars Infrastructure, Construction and Property practice in Ukraine, led the negotiation and preparation of the memorandum between AMP and Ukravtodor.

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