Month: February 2022

Rymarz Zdort assisted Amos Luzon Development and Energy Group Ltd. (the “Luzon Group”) in connection with a squeeze-out of the minority shares in Ronson Development SE, a leading real estate developer in Poland. Bank Pekao S.A. – Biuro Maklerskie Pekao acted as an intermediary for the purpose of the squeeze-out process.

Ronson Development SE is a fast-growing real estate developer with residential investments in major Polish cities, mainly in Warsaw, but also in Poznan, Wroclaw and Szczecin.

The Ronson share squeeze-out process was initiated in May 2021. The Luzon Group, which at that time held 66.1% of the shares, announced an offer to purchase the shares from all of the other interested shareholders. Together with Bank Pekao, Rymarz Zdort supported Ronson in this process and in the buy-back of the shares from the market, aimed at the Luzon Group exceeding the threshold for announcing a squeeze-out procedure, which took place on 19 January 2022.

On 14 February 2022, the Luzon Group required the buy-back of 8,144,022 shares in Ronson Development held by the minority shareholders and representing 4.97% of the share capital. The squeeze-out date was set for 17 February 2022 and the price per share was PLN 2.51. As a result of the above-mentioned transactions, the Luzon Group now holds in aggregate (directly and indirectly) 100% of the share capital of Ronson Development SE.

The transaction team included Paweł Rymarz, managing partner, Dr Jakub Zagrajek, partner, and Małgorzata Deruś, associate.

The Chambers Global Guide has once again, in its 2022 edition, recognised Rymarz Zdort as one of the top law firms in 5 categories: Corporate/M&A (Band1), Equity Capital Markets (Band1), Banking & Finance (Band3), International & Cross Border (Band2) and Dispute Resolution (Band5).

Furthermore, 8 of our lawyers received individual recognitions:

Corporate/M&A (Band 1)

• Paweł Rymarz (Eminent Practitioners)
• Paweł Zdort (Band 1)
• Filip Uziębło (Band 3)
• Łukasz Gasiński (Band 4)

Equity Capital Markets (Band 1)

• Paweł Rymarz (Eminent Practitioners)
• Paweł Zdort (Band 1)
• Marcin Chyliński (Band 1)
• Ewa Bober (Band 3)

Banking & Finance (Band 3)

• Zofia Frydrychowicz (Band 5)
• Marcin Iwaniszyn (Band 5)

International & Cross Border (Band 2)

Dispute Resolution (Band 5)

Congratulations to all of our recognised lawyers for their outstanding achievements.

Rymarz Zdort advised Electrum sp. z o.o. (“Electrum”), a Polish consultancy, engineering and technology company, in connection with the negotiations of various agreements related to certain joint venture arrangements between Electrum and Nofar Europe B.V., a company controlled by Nofar Energy. Thanks to this partnership, both companies will co-manage the joint venture, identify and develop opportunities for renewable energy in Poland.

Electrum is a leading consulting, engineering, and technology company in the Polish market. As an independent power producer (IPP), it specialises in preparing, implementing, launching, operating, and maintaining investment projects in the Renewable Energy Sources (RES), IT and industry sectors. It is also engaged in the comprehensive management of energy assets, such as wind and photovoltaic farms, cogeneration systems, energy storage facilities, hydrogen facilities, SMRs, and WTE.

Nofar Energy is a public, global, and entrepreneurial company in the field of renewable energy. The company’s activities include ground-mounted solar projects, floating solar projects on water reservoirs, rooftop solar projects, and electricity storage projects.

The work of the Rymarz Zdort team was led by partner Marek Durski, the head of the energy & natural resources practice, who was assisted by Łukasz Lech, senior associate, Adrian Augustyniak, associate, and Andrzej Granat, associate.

Rymarz Zdort advised the Polcom Group (the “Polcom Group”) on concluding a partial scheme of arrangement with a consortium of lenders, and in its subsequent merger with Volumetric Building Companies (“VBC”).

The Polcom Group, with its operations centre based in Gdansk, is one of the leading international manufacturers of steel modular buildings. The Group has completed some of the most innovative hotel projects in North America and Europe, including world-class hotel buildings in New York, Seattle, London, Washington, and Amsterdam.

VBC is a US leader in modular construction, headquartered in Philadelphia, Pennsylvania, with offices in the United States and, through its merger with the Polcom Group, also in Europe. It focuses on constructing modular buildings based on timber modular technology for the multifamily residential market to provide affordable housing for American and European families.

The merger of two modular construction giants will make the newly formed entity the leading provider of optimised, efficient and sustainable modular construction solutions worldwide.

The transactional team of Rymarz Zdort was led by Magdalena Pyzik-Waląg, a partner in the corporate department and head of the Restructuring practice. She was supported by Małgorzata Deruś, an associate in the corporate department, a member of the M&A practice, and Hubert Derdowski, an associate in the corporate department and member of the Restructuring practice.

Advice on tax aspects of the transaction was provided by Leszek Tokarski, a partner in the Tax Department, and Krzysztof Rembierz, a senior associate in the Tax Department.

Real estate aspects of the transaction were handled by Piotr Drzazga, a senior associate in the Real Estate Department.