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The sale of the shares in European Logistics Investments to Madison by Redefine and Griffin

Rymarz Zdort, formerly Weil, Gotshal & Manges – Pawel Rymarz sp.k., advised Redefine Properties Limited, Griffin Real Estate, and European Logistics Investments (“ELI”) on the sale of shares in ELI to Madison International Realty.

Redefine, a South African investment trust and a majority shareholder of European Logistics Investments, sold to Madison International Realty, a real estate investment firm, 46.5% of the shares in ELI, the owner of a EUR 500 million Polish real estate portfolio. The ELI platform is co-managed by Griffin Real Estate, its 7% minority investor that is active in the real estate sector, and Panattoni Europe, an international real estate development company.

The ELI platform comprises 14 assets with a total area of approximately 560,000 square metres, including 80,000 square metres nearing completion and that are already 90% pre-leased. Additionally, the platform has several new planned development projects with a total area of 270,000 square metres the construction of which will commence upon the conclusion of preliminary lease agreements. ELI warehouses are built to high technical standards and are located in Poland’s major distribution hubs: Warsaw, Lodz, Krakow, Silesia, Pomerania, and near Poznan. At present, they have an effective occupancy rate of 95%, and the weighted average lease term is four years. According to the business plan, the parties intend to continue expanding their portfolio in the coming years with a view to creating a leading logistics platform in Poland.

As part of the transaction, Madison will invest the amount of EUR 150 million in ELI, of which EUR 83.7 million will be spent on the purchase of a 46.5% stake in the platform, whereas the remaining EUR 66.3 million will be used to finance the further development of the portfolio in the coming years. Redefine will sponsor the development of the platform together with Madison.

The Rymarz Zdort transaction team was led by Pawel Zdort, an attorney-at-law and a managing partner of Rymarz Zdort, and by Piotr Fedorowicz, an advocate and a partner in the corporate department who co-heads the real estate practice. They were supported by advocate Jakub Krzemien (Counsel), advocate Karolina Bakowska (Associate), Tomasz Karkowski (Associate), Michał Kostewicz (Associate), and Aleksander Jakubisiak (Associate).

A PLN 5.3 billion financing provided exclusively by Santander Bank Polska in connection with the tender offer launched by AccorInvest for the purchase of shares in Orbis

Rymarz Zdort, formerly Weil, Gotshal & Manges – Pawel Rymarz sp.k., advised Santander Bank Polska S.A. on the PLN 5.3 billion financing in connection with the tender offer launched by AccorInvest for 100% of the shares in Orbis.

The Rymarz Zdort core transaction team consisted of Marcin Iwaniszyn (Partner and Co-Head of the Banking & Finance practice), Jerzy Rostworowski (Associate), and Aneta Kmoch (Associate).

Santander Bank Polska is one of the largest banks in Poland with more than PLN 180 billion in assets. AccorInvest is the strategic investor, owner, and operator of the hotels managed by the Accor group. It operates in 25 countries and owns over 846 hotels.

The prime financing of a photovoltaic project of Aberdeen Standard Investments

Rymarz Zdort advised borrowers controlled by a fund managed by Aberdeen Standard Investments on the prime financing of one of its photovoltaic portfolios located in Poland.

This long-term financing was provided by a consortium of Polish and international banks.

The banking team of Rymarz Zdort was led by Dr Jakub Rachwol (attorney-at-law, counsel) and included lawyers Sebastian Mikina (associate), Robert Smigielski (associate) and Patryk Gelar (associate) and was supervised by Marcin Iwaniszyn, attorney-at-law, partner and co-head of Banking and Finance at Rymarz Zdort. Marcin Iwaniszyn says: “This is in many aspects a pioneering financing and a superb example of our capabilities to advise clients on complex financings, where the high competencies of several practices are essential for providing top-class services.”

Regulatory and energy-related support was provided by partner Marek Durski, attorney-at-law, Head of Energy and Natural Resources, and included Adrian Augustyniak (attorney-at-law, associate) and lawyers Kacper Stanosz (associate), Andrzej Granat (associate). M&A aspects of the financing were handled by Jakub Krzemień (advocate, counsel), while Marek Kanczew (attorney-at-law, counsel) provided the necessary tax advice.

A PLN 4.5 billion share sale agreement concluded by AccorHotels in connection with a tender offer for 100% of the shares in Orbis launched by AccorInvest

Rymarz Zdort, formerly Weil, Gotshal & Manges – Pawel Rymarz sp.k., advised AccorHotels on the execution of a share sale agreement and the launch of a tender offer by AccorInvest for the sale of 100% of the shares in Orbis, including the entire equity stake in Orbis held by AccorHotels (representing 85.6% of the votes at the general meeting of Orbis).

AccorInvest announced a tender offer for the sale of all of the shares in Orbis on 17 December 2019. The closing of the transaction is expected to take place by the end of March 2020. The value of AccorHotels’ shares in Orbis, calculated based on the price offered for the tendered shares, is PLN 4.55 billion, which amounts to approximately EUR 1.06 billion; the value of the entire tender offer, calculated based on the price offered for the tendered shares, is PLN 5.29 billion, which amounts to approximately EUR 1.23 billion.

The Rymarz Zdort core transaction team consists of Marcin Chyliński (Partner), Ewa Bober (Partner), Filip Leśniak (Counsel), Leszek Cyganiewicz (Associate), and Arkadiusz Karwala (Associate).

Orbis is the largest hotel group in the CEE region. It manages a portfolio of 128 hotels in 16 countries.

AccorHotels is a France-based international company that provides hotel services. It both manages franchises and is the owner of hotels, resorts and holiday properties. Accor operates in 100 countries, has 4,800 hotels in its portfolio, and employs 280,000 employees worldwide.

AccorInvest is the strategic investor, owner, and operator of the Accor Group of hotels. It operates in 26 countries and manages over 850 hotels.

Rymarz Zdort takes first places in the Mergermarket Global & Regional M&A Report 2019

In the latest issue of the report, Rymarz Zdort topped the rankings for Poland. The law firm has been ranked in first place in both league tables, both in terms of deal value and number of deals. In comparison to the previous year, Rymarz Zdort improved its position in both rankings from second to first place. According to the report, last year Rymarz Zdort advised on 16 transactions with a total value of of USD 3.8 billion.

Being ranked atop both tables serves as proof of our strong position on the market and the trust our clients have in us. At the same time, it confirms that we have a talented team of professionals who know how to advise our clients and business partners on the largest and most complex transactions – commented Pawel Rymarz, managing partner.

Last year Rymarz Zdort advised, among others, PSA International, IFM Investors and the Polish Development Fund on the acquisition of DCT Gdańsk; Accor on the sale of 85.84% of the shares in Orbis to AccorInvest Group; Capital Park on the acquisition of a controlling stake of 65.99% of the shares therein by Madison International Realty; PIMCO and Griffin Real Estate on their investment in Polcom Group; as well as Aberdeen Standard Investments on the acquisition of three different solar parks in Poland.

The sale of the shares in Echo Investment by Echo Partners

Rymarz Zdort advised Echo Partners B.V. on the sale of 100% of the shares in Lisala sp. z o.o, a majority shareholder of Echo Investment S.A., to an SPV owned by the Hungarian developer WING. The preliminary agreement for the purchase of the shares in Lisala was signed on 16 October 2019. The closing of the transaction is conditional on receiving clearance from the President of the Office of Competition and Consumer Protection.

The transaction team was led by Jakub Zagrajek and included Monika Kierepa, Jacek Zawadzki, Piotr Fedorowicz, Aleksandra Kabac, Tomasz Bakowski and Leszek Cyganiewicz.

“We are honoured to have been able to work with Echo Partners throughout the entire life of this magnificent investment project, from the initial acquisition in 2015 to the final sale. The transaction confirms the role of Rymarz Zdort as an unquestionable leader on the Polish M&A transaction market, and further evidences the steadily rising position of Rymarz Zdort as transactional counsel in property market transactions”, said Pawel Zdort, managing partner of Rymarz Zdort, who oversaw the work of the transaction team.

The integration of the brokerage business of Santander Securities with the operations of the Santander Biuro Maklerskie brokerage house

Rymarz Zdort advised Santander Bank Polska S.A. in connection with the integration of the brokerage business of Santander Securities S.A. with the operations of the Santander Biuro Maklerskie brokerage house – a separate organisational unit of Santander Bank Polska.

The demerger of Santander Securities took place on 8 November 2019, the day the company was struck off the National Court Register. The demerger involved the transfer of Santander Securities’ entire brokerage business to Santander Bank Polska, and the remaining operations of Santander Securities were transferred to Santander Finanse sp. z o.o., another member of the Santander Group. The demerger of Santander Securities took place almost a year after the registration of the demerger of Deutsche Bank Polska S.A., which involved the acquisition of Deutsche Bank’s business by Santander Bank Polska. As a result of the demerger, Santander Bank Polska acquired 100% of the shares in the brokerage house DB Securities S.A., which was then integrated into the Santander Group and had its name changed to Santander Securities S.A. Up until the demerger, the Santander Group conducted brokerage activity in Poland through Santander Bank Polska and Santander Securities. The purpose of the demerger of Santander Securities is to integrate and unify investment activity within a single entity, i.e. Santander Bank Polska, and thus streamline and improve the efficiency of these operations within the Santander Group.

We are very happy to have been able to cooperate with Santander Bank Polska again and we would like to thank them for inviting us to work on another successful project. This was another in a series of transactions handled by Rymarz Zdort where brokerage operations were integrated into the structures of a bank. We carried out the first such process, together with Lukasz Gasinski, and Jacek Zawadzki, in 2014 for Bank Zachodni WBK, and the transaction then set a precedent in the Polish market. Since then we have advised on similar projects for mBank and Bank Pekao, and now for Santander Bank Polska”– commented Katarzyna Lukaszewicz, advocate.

Rymarz Zdort’s advice included corporate, regulatory, and tax issues. The work of Rymarz Zdort was supervised by Dr Lukasz Gasinski a corporate department partner and head of the regulatory practice. Day-to-day work was handled by advocate Katarzyna Lukaszewicz and advocate trainee Anna Aranowska. Advice on tax issues was provided by Robert Krasnodebski, attorney-at-law, partner, and head of the tax department, with the support of Marek Kanczew, attorney-at-law and tax advisor, and advocate trainee Franciszek Dewille.

A EUR 30m loan granted by EIB to Mabion

European Investment Bank to fund the company’s development activity. The project is the first in Poland to benefit from the European Growth Finance Facility (EGFF) backed by the European Fund for Strategic Investments (EFSI) (the financial pillar of the Investment Plan for Europe – the Juncker Plan), which specialises in venture debt. The procured funds will be used to finance investment and R&D projects, including those related to the development of biosimilars and innovative biological medicines (used in cancer treatment), as well as to increase the company’s production capacities through the use of state-of-the-art research and development infrastructure.

“We are very pleased to have been able to support our client in procuring financing for the development of important research projects. The transaction was an innovative one – Poland’s first EGFF loan and one of the first venture debt financings. We would like to thank Mabion for our successful cooperation on the project” – commented Marcin Iwaniszyn, a partner and co-head of the banking and finance practice of Rymarz Zdort.

From the side of the Warsaw office, the transaction was supervised by Marcin Iwaniszyn, partner, and the team members included advocates Jerzy Bombczynski and Jakub Krzemien.

Mabion is a Polish biotech research company focused on the development and manufacture of medicines to treat certain types of blood cancer and rheumatoid arthritis.

The European Investment Bank is a lending institution of the European Union, whose shareholders are the member states of the EU. The Bank provides financing and guarantees to both public and private entities based in EU member states.

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