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Ares Management Corporation and Griffin Real Estate take control of Murapol

Posted on by Kancelaria

Rymarz Zdort advised a joint venture between a fund managed by the Real Estate Group of Ares Management Corporation and Griffin Real Estate in connection with the acquisition of 98.04% of the shares in Murapol.

Murapol is one of Poland’s largest residential property developers, having sold nearly 3,700 apartments in 2019.

The transactional team was headed by Pawel Zdort, a managing partner of Rymarz Zdort, and also comprised partners Piotr Fedorowicz and Monika Kierepa, and senior associates Karolina Bakowska, Tomasz Bakowski, Aleksandra Kabac, Jerzy Rostworowski, Barbara Skardzinska and Izabela Szponar, as well as associates Jakub Cichuta, Tomasz Karkowski, Arkadiusz Karwala, Aleksander Jakubisiak, Michał Szczepanski, Weronika Szyszka, Aleksandra Sliwa and Sebastian Zielinski.

Rymarz Zdort among market leaders in the Polish edition of Chambers Global 2020

Posted on by Kancelaria

The recent issue of the Chambers and Partners Global 2020 ranking again recognised Rymarz Zdort as one of the top law firms for Capital Markets: Equity and Corporate/M&A. In addition, the firm was placed in Band 3 for Banking & Finance.

Our attorneys received individual recognitions in the following categories:

Corporate/M&A

  • Pawel Rymarz (Band 1)
  • Pawel Zdort (Band 1)
  • Filip Uzieblo (Band 3)
  • Łukasz Gasinski (Band 4)

Capital Markets: Equity

  • Marcin Chylinski (Band 1)
  • Paweł Rymarz (Band 1)
  • Paweł Zdort (Band 1)
  • Ewa Bober (Band 3)
  • Łukasz Gasinski (Band 4)
  • Jacek Zawadzki (Band 4)

Dispute Resolution

  • Andrzej Miklas (Band 4)

Banking & Finance

  • Marcin Iwaniszyn (Up and Coming)

Congratulations to all the recognised attorneys and their teams for their outstanding achievements.

Rymarz Zdort advised on four out of the five largest transactions on the Polish market in 2019 based on a ranking published by Forbes

Posted on by Kancelaria

A recent issue of the Polish edition of Forbes magazine published its annual top-ten list of the most high-profile and largest M&A transactions in Poland in 2019. Rymarz Zdort advised on five out of the ten largest deals, including four out of the top five. The firm advised on two transactions with a value exceeding PLN 5 billion, i.e. in connection with the takeover of Orbis by AccorInvest and the purchase of the DCT facility by Polski Fundusz Rozwoju, PSA International and IFM Investors. Rymarz Zdort also provided legal advice in connection with Accor’s acquisition of Orbis’s rights to hotel brands and the hotel services business (light asset acquisition), the investment of Griffin and PIMCO in the Polcom Group, as well as the takeover of Echo Investment by the Hungarian real estate development company Wing. The aggregate value of the above-mentioned transactions stands at almost PLN 14 billion.

“This ranking serves as yet another confirmation of the trust that Polish and foreign clients have in our law firm. I am pleased that we are the go-to business partner for legal services for the largest and most complex M&A transactions”, said the managing partner, Pawel Rymarz.

Founders launch successful public offering of shares in Ten Square Games by way of an accelerated bookbuilding

Posted on by Kancelaria

The law firm of Rymarz Zdort provided legal advisory services to the selling shareholders, Maciej Popowicz and Arkadiusz Pernal, in connection with the public offering of shares in Ten Square Games S.A. conducted by way of an accelerated bookbuilding.

As a result of the transaction, the founders and major shareholders of Ten Square Games sold 963,574 existing ordinary shares in the company representing 13.31% of its share capital and a corresponding percentage of the votes at the general meeting thereof. The offering was only addressed to selected investors that met specific criteria, including to qualified institutional buyers in the United States (in reliance on Regulation S and Rule 144A under the US Securities Act of 1933, as amended). WOOD & Company Financial Services, a.s. acted as the sole global coordinator in relation to the offering. The final price per share in the offering was set at PLN 230, which resulted in the overall value of the offering amounting to more than PLN 221 million. Following the completion of the transaction, the selling shareholders remain strategic shareholders of the company (with Maciej Popowicz holding 31.39% and Arkadiusz Pernal holding 14.54% of the shares) and intend to continue to support its further development.

The transaction team comprised: Paweł Zdort (managing partner), Ewa Bober (corporate department partner), and Arkadiusz Karwala (associate).

Active Ownership Capital invests in Polski Bank Komórek Macierzystych

Posted on by Kancelaria

The law firm Rymarz Zdort advised the Active Ownership Capital fund in connection with its investment in Polski Bank Komórek Macierzystych (the Polish Stem Cell Bank).

The firm’s support included advising the client on optimising the transaction structure, increasing the share capital of PBKM through the issue of shares for the benefit of an entity from Active Ownership Capital’s group, and a follow-on tender offer for 66% of shares in PBKM.

Work on the project was personally managed by Paweł Rymarz, managing partner and by Jacek Zawadzki, a partner in the firm’s corporate department. The team comprised Aleksander Jakubisiak (associate) and Michał Szczepański (associate).

Vectra takes over Multimedia Polska

Posted on by Kancelaria

Rymarz Zdort provided comprehensive legal services to the Vectra group in connection with the takeover of Multimedia Polska S.A.

The services provided by Rymarz Zdort included advice on the acquisition of 100% of the shares in Multimedia, the procurement of financing for the acquisition of the shares in Multimedia, which financing was extended by a consortium of Polish and international financial institutions, as well as the refinancing of the existing indebtedness of the Vectra and Multimedia groups. In the course of the transaction, the President of the Competition and Consumer Protection Office issued a merger clearance decision that included, in addition to a structural condition concerning the sale of the chain in eight cities, an unprecedented condition based on which consumers were entitled to switch their operator in 13 other locations.

The transaction, which took more than one and a half years to complete, was closed on 31 January 2020. Following the transaction, the expanded Vectra group is able to provide services to more than 1.7 million subscribers and reach 4.4 million households, which is more than the existing market leader, UPC Polska.

“We are immensely proud that the client placed their trust in us in connection with a transaction that was highly complex and required in-depth expertise in various areas of the law. Being able to advise on a transaction with that level of complexity confirms our firm’s leading position on the legal services market in the area of M&A and acquisition finance, as well as our capacity for providing comprehensive legal services. We are pleased to have been able to support Vectra in a project that will change the Polish cable operator market by creating a new leader on such market”, said Paweł Zdort, a managing partner of the firm.

The transaction team was led by Paweł Zdort and Jacek Zawadzki, partners from the corporate and M&A departments. The team included Monika Kierepa, a corporate partner and the individual who coordinated the work of the team that conducted the due diligence of the Multimedia group, as well as Leszek Cyganiewicz (senior associate), Aleksander Jakubisiak (associate), and Monika Michałowska (associate).

Comprehensive acquisition finance and refinancing advice was coordinated by Marcin Iwaniszyn, a partner and the head of the banking and finance practice. The team comprised Jerzy Rostworowski (senior associate), Dr Jakub Rachwol (counsel), and Robert Smigielski (associate).

The antimonopoly team was headed by Iwona Her, a partner and the head of the competition protection practice. The team further comprised Leszek Cyganiewicz (senior associate), Irmina Trybalska (counsel), and Weronika Szyszka (associate).

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

Posted on by Kancelaria

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

Posted on by Kancelaria

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

Posted on by Kancelaria

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

Posted on by Kancelaria

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.

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