2017 in Dentons Poland – an overview

Last year Dentons served more than 1000 clients and handled close to 3000 matters. Dentons lawyers in Warsaw spent almost 260,000 hours working for clients, including more than 2,000 hours on a pro bono basis.

Dentons featured among the most lauded and awarded law firms in 2017. It won the most practice and lawyer recommendations of all law firms operating in Poland in the Chambers Europe 2017 ranking and was accorded the title of European Law Firm of the Year at the Chambers Europe Awards 2017 gala.

Below is a selection of 20 of the biggest and most interesting cases tackled by Dentons’ lawyers in Warsaw on behalf of Polish and international clients in 2017.

The largest energy transaction in Poland in the last five years

Dentons represented French energy group EDF in the sale of the group’s assets in Poland to PGE Polska Grupa Energetyczna. The transaction was worth upward of €1 billion. PGE acquired four combined heat and power plants in Kraków, Gdańsk, Gdynia and Toruń, a heat distribution network in Toruń, and the Rybnik power plant, as well as EDF’s shares in ZEC Kogeneracja. One of the largest M&A deals in Poland last year.

One of the largest commercial market real estate transactions of the year in Poland

Dentons advised Echo Polska Properties N.V. on the €692 million acquisition of the M1 portfolio of retail properties. The seller is the Chariot Top Group consortium co-managed by Griffin Real Estate through its subsidiaries. The portfolio comprises 12 retail properties with 620 stores and a total gross lettable area of 446,500 sq.m.

One of the largest IPOs on the Warsaw Stock Exchange

Dentons advised the offering managers – including Haitong Bank, mBank, Pekao Investment Banking, Wood&Co, Raiffeisen Centrobank, Mercurius, Trigon and Vestor – on the initial public offering and listing on the Warsaw Stock Exchange of the Polish debt collection company GetBack. The value of the offering was approximately €174 million, making it the third-largest IPO in Poland this year.

Refinancing of the Warsaw Spire – winner of the 2017 MIPIM Awards

Dentons advised a consortium of three German banks – Helaba, Deutsche Pfandbriefbank and Berlin Hyp – on the refinancing of the Warsaw Spire office complex. The value of the loan facility was
€370 million. The prestigious office complex, situated at Europejski Square in Warsaw, consists of the 180m tall Warsaw Spire high-rise tower and two other buildings, comprising jointly 115,000 sq.m. of office space.

Acquisition of a major Polish power plant

Dentons advised ENEA on the acquisition of ENGIE Energia Polska, the owner of the Polaniec Power Plant. The Polaniec power plant, with a capacity of 1.9 GW, consists of seven coal fired units and the world's largest 205 MW biomass fired boiler and accounts for five percent of electricity produced in Poland. The transaction makes ENEA the largest power producer in Poland. The deal was worth more than €290 million.

First European investment of the world’s largest manufacturer of small electric motors

Dentons provided comprehensive legal and tax support to Mabuchi Motor, throughout its investment in a new plant in the Krakow Special Economic Zone in Poland. The plant is scheduled to start production by late 2019, and will reach full capacity in 2023, with planned output of 16 million motors annually. It will create jobs for 400 employees.

One of CEE’s largest cross-border real estate deals of the year

Dentons advised CPI Property Group on the acquisition of a portfolio of 11 retail properties from CBRE Global Investors. The portfolio, with a total leasable area of approximately 265 thousand sq.m., consists of the Ogrody shopping center in Poland; the Olympia Plzen shopping center and Retail Park, Nisa shopping center and Zlatý Anděl in the Czech Republic; the Andrássy Complex, Polus shopping center, Campona shopping center and two Interspar retail warehouses in Hungary; and the Felicia shopping center in Romania.

Tender offer of shares and delisting of Poland’s largest healthcare company

Dentons advised offeror Korporacja Inwestycyjna Polskiej Farmacji on the tender offer for the sale of shares in Pelion, the squeeze-out of the minority shareholders and subsequent delisting of this company. It was one of the largest tender offers for shares of a company listed on the Warsaw Stock Exchange in 2017.

The largest ever rolling stock contract in Poland

Dentons provided advice to Stadler Poland on the public tender for the delivery of 71 regional trains to Koleje Mazowieckie. The trains to be provided are the newest and most energy-efficient FLIRT trains manufactured in the factory in Siedlce. Dentons also advised the consortium of Stadler Poland and Solaris Bus & Coach on a tender procedure for the delivery of 50 trams manufactured in Poland for the Public Transport Company (MPK) in Cracow.

International expansion of the leading regional real estate company

Dentons advised Globalworth, a real estate company focused on property investment, on an investment agreement to acquire a controlling stake in the Warsaw-listed Griffin Premium Real Estate (GPRE). The transaction was carried out by way of a tender offer aimed at shareholders of GPRE. This is Globalworth’s first investment outside of Romania. The value of the offering was in excess of €138 million.

Pro bono advice to a breakthrough life sciences startup

Dentons provided pro bono advice to Warsaw Genomics, a life sciences startup which developed a unique methodological approach to genetic testing for cancer genes. The tests cost one-twentieth of the price of similar tests now used around the world, while maintaining high sensitivity. Professor Krystian Jażdżewski, Co-Head of Warsaw Genomics, was the winner of the 2017 Polish Business Roundtable’s Jan Wejchert prize for “Vision and Innovation”, also known as the “Polish Business Oscars”.

Record merger in the CEE commercial property market

Dentons advised Rockcastle Global Real Estate Company on its merger with New Europe Property Investments. The deal led to the formation of the holding company NEPI Rockcastle Plc, the biggest commercial property investor in Central and Eastern Europe and one of the 10 largest companies of its type in Europe in terms of capitalization. In July, NEPI Rockcastle’s shares were successfully floated on the stock exchanges in Johannesburg and Amsterdam. The market capitalization of the new entity exceeds €6 billion.

Construction and financing of windfarms in the Balkans

Dentons advised Enlight Renewable Energy on several investments in the Balkan region, including the construction and multijurisdictional financing of a 49 MW wind farm near the Adriatic port of Split in Croatia, as well as the €142 million multijurisdictional project financing of the 104.5 MW Kovacica Wind Farm in Serbia. Dentons’ team in Poland team led both projects as foreign experts, coordinating the work of local advisors.

Financing one of the largest-ever real estate portfolio transactions in Poland

Dentons advised HSBC Bank plc on  €635 million of real estate finance investment facilities to Chariot Top Group. The investment facilities were used by Chariot Top Group to acquire a portfolio of 28 real estate assets consisting of nine M1 shopping centers, twelve hypermarkets, four power parks and three standalone DIY stores.

Annex to a public procurement contract for construction of an energy unit in Elektrownia Kozienice power plant

Dentons advised Polimex-Mostostal, acting in consortium with Mitsubishi Hitachi Power Systems Europe, on the negotiation of an annex to extend the deadline for construction of a 1075 MW critical energy unit in Enea Wytwarzanie-Elektrownia Kozienice power plant in Poland. The Annex extended the completion date by five months. The total cost of the new unit is approx. €1.2 billion. The unit has already started commercial operations.

Acquisition of a major shopping center in Poland

Dentons advised Union Investment on the acquisition of Magnolia Park shopping center located in Wrocław, Poland’s fourth largest city. Sold by Blackstone for approximately €380 million, it is the latest addition to the portfolio of UniImmo: Europa, Union Investment’s real estate fund. Magnolia Park is one of the top ten shopping centers in Poland offering a total of 100,000 sq.m. of retail space. With 241 shops, it attracts more than 11 million visitors a year.

International expansion of Poland’s leading power generation equipment company

Dentons supported Rafako in a tender procedure and contract to build two coal-fired power units on the Indonesian island of Lombok. The contract is worth approximately €200 million. Rafako, a Warsaw listed company, is a general contractor which builds power units, and is Europe’s largest manufacturer of steam and water boilers used in power generation.
New documentation for the Polish WIBID and WIBOR Reference Rates
Dentons assisted GPW Benchmark in preparing new documentation for the WIBID (Warsaw Interbank Offer Bid Rate) and WIBOR (Warsaw Interbank Offered Rate) reference rates, effective as of February 1, 2018. The documentation constitutes another step in the process of harmonizing the WIBID and WIBOR reference rates with EU requirements.

Record tender offer for shares of an alloy wheel manufacturer

Dentons advised Uniwheels AG, a German alloy wheel manufacturer, with respect to review of the strategic options made by its majority shareholder. We supported the client in negotiating a Business Combination Agreement with Superior Industries International, which announced a tender offer for all shares in Uniwheels AG. The transaction creates the second largest manufacturer of alloy wheels for the automotive market. It was the largest tender offer announced last year for shares in a company listed on the Warsaw Stock Exchange.

Three successfully litigated cases before the Supreme Court

Dentons represented DZ Polska (previously DZ Bank Polska) in three cases heard by the Supreme Court, all of them ending with favorable rulings. One of the cases concerned the consequences of a seizure of shares in enforcement proceedings after the shares had been disposed of by the debtor, while the other two were for legal transactions to be declared ineffective.

Keywords Dentons, 2017