News (#01-02 January-February 2016)

Deals

Avellum Partners advised Raiffeisen Bank International AG and PJSC Raiffeisen Bank Aval

Avellum Partners acted as legal counsel to Raiffeisen Bank International AG and PJSC Raiffeisen Bank Aval  in connection with acquisition by the European Bank for Reconstruction and Development of a 30% shareholding in PJSC Raiffeisen Bank Aval, one of the leading universal banks in Ukraine.

The transaction concluded between the EBRD and Raiffeisen Bank International AG includes EBRD participating in a UAH 3.15 billion  Tier 1 capital increase in PJSC Raiffeisen Bank Aval.

Avellum Partners team was led by managing partner Mykola Stetsenko, and a counsel, Yuriy Nechayev, with significant support from associates Andriy Romanchuk and Dmytro Tkachuk.

 

DLA Piper advised Bomond Group

DLA Piper advised Bomond Group on obtaining a preliminary lease within the Central Universal Department Store on  Khreschatyk Street. Bomond Group will take a long-term lease of most of the ground floor upon completion of construction. The DLA Piper Ukraine team analysed drafts of the preliminary lease agreement, lease agreement and other contractual documents, supported Bomond Group in negotiations with the landlord, incorporated amendments to the agreements during a number of rounds of negotiations, and arranged the closing of the deal, advising the client on IP, tax and other legal matters. The team was led by Natalia Kochergina, partner, with the key input from Oleg Matiusha, senior associate. Illya Sverdlov, legal director and associate Dmytro Rylovnikov  advised on tax matters. Natalia Pakhomovska, partner,  and Natalia Kirichenko, senior associate,  advised on IP matters.

 

Sayenko Kharenko advised Commerzbank

Sayenko Kharenko — Ukrainian legal advisor to Commerzbank AG (in its capacity as scheme solicitation agent) in connection with a restructuring proposal by PJSC Commercial Bank PrivatBank relating to USD 150 million loan participation notes due 2016 and USD 70 million loan participation notes due 2021, both issued for the purpose of financing subordinated loans to PrivatBank. The proposal included extending the maturity of the notes to 2021 and increasing the coupon rate on the notes to 11%. The restructuring proposal was implemented by way of an English law scheme of arrangement involving a cross-series noteholder approval and subsequent sanctioning by an English court. The proposal received overwhelming support of the noteholders — the scheme was approved by 98.26% in number and 98.95% in terms of the value of the notes at the creditors’ meeting. The Sayenko Kharenko team included counsel Anton Korobeynikov, associates Marta Lozenko, Taras Shyb and Dmytro Vasylyna, and was led by partner Nazar Chernyavsky.

 

Avellum Partners advised on Ukraine’s USD 15 billion sovereign debt restructuring

Avellum Partners acted as Ukrainian counsel for the Ministry of Finance of Ukraine on restructuring of thirteen sovereign and sovereign-guaranteed Eurobonds with an outstanding principal of approximately USD 15 billion. Settlement of the exchange offer involved the restructuring of approximately USD 15 billion of Ukraine’s external debt, achieves a 20% debt reduction for Ukraine (approximately USD 3 billion) and allowed Ukraine to avoid paying any of the previously scheduled USD 8.5 billion of principal falling due under such bonds through to the end of 2018.  

The firm’s team was led by partner, Glib Bondar, with lead associates Artem Shyrkozhukhov and Taras Dmukhovskyy, tax support from associate Vadim Medvedev, and a team of lawyers, including Taras Stadniichuk, Anastasiya Voronova, Pavlo Shevchenko and Orest Franchuk.

 

DLA Piper advised on re-opening of Dior boutique

DLA Piper recently advised a landlord on prolonging a long-term lease with Dior of nearly 500-square-meter premises in a historic building for Dior’s boutique. The DLA Piper Ukraine team drafted lease amendment agreements, assisted the client in negotiations with Dior and arranged the closing of the deal.

The team was led by Natalia Kochergina, partner, with the key input from Oleg Matiusha, senior associate. Legal director, Illya Sverdlov, advised on tax matters.

 

Asters advised China Development Bank

Asters acted as a legal counsel to China Development Bank in connection with a number of agreements on the long-term strategic partnership with Ukrtelecom and Huawei Technologies.

Ukrtelecom will receive financial support from CDB and the technological support from Huawei to modernize its telecommunications network in Ukraine. At the first stage of the long-term partnership Ukrtelecom expects to receive credit from CDB amounting to USD 50 million, with repayment of the loans to be completed by the end of 2022. Asters’ banking and finance team advising on the project consisted of partner Iryna Pokanay, counsel Gabriel Aslanian and associate Inna Bondarenko.

 

Wolf Theiss advised Vienna Insurance Group

Wolf Theiss advised Vienna Insurance Group (VIG) on the acqusition and consolidation of a 100% shareholding in Ukrainian Insurance Company Globus. The firm’s Ukrainian office advised and represented VIG in the transaction to acqure a 20% shareholding in the Ukrainian Insurance Company Globus. 

The Wolf  Theiss team was led by Oksana Volynets, the head of banking and finance practice, and included associates Anna Kvederis and Olena Kravtsova, working under the supervision of the managing partner of the Kiev office, Taras Dumych.

 

Àvellum Partners advised city of Kiev on its Eurobonds Restructuring

Avellum Partners acted as Ukrainian counsel to the city of Kiev on the restructuring of its USD 250 million 8% loan participation notes due 2015 and USD 300 million 9.375% loan participation notes due 2016.

The city of Kiev offered its creditors the opportunity to exchange the 2015 notes and the 2016 notes for sovereign notes and GDP-linked securities. This Eurobond debt restructuring was structured as the exchange offer of 2015 notes and the exchange offer and consent solicitation of 2016 notes. As a result of the settlement of this operation, the City of Kiev’s liabilities were reduced by a total of USD 448,851,000 (USD 148,851,000 from the 2015 Notes and USD 300 million from the 2016 Notes).

The team from Avellum Partners was led by partner Glib Bondar, aided by lead associates Artem Shyrkozhukhov and Taras Dmukhovskyy with significant support from other associates, including Taras Stadniichuk, Anastasiya Voronova, Pavlo Shevchenko and Orest Franchuk.

 

Sayenko Kharenko — Ukrainian legal counsel to Infracapital

Sayenko Kharenko — Ukrainian legal counsel to Infracapital, advised on the acquisition of utility company GGE a.s. from Grafobal Group (GGE) and pre-completion restructuring of GGE’s Ukrainian assets.

Infracapital is a leading European infrastructure investor, managed by M&G Investment Management Limited, the European investment management arm of Prudential plc. GGE operates within the energy sector in Central and South-Eastern Europe.  Sayenko Kharenko worked closely with the Allen & Overy team managing the whole transaction and providing advice on English law matters. Sayenko Kharenko’s team for the transaction included senior associate Oleksandr Nikolaichyk and associate Oksana Andronyk. Antitrust advice was provided by partner Dmitry Taranyk and associate Julia Kuyda. The project was supervised by partner Vladimir Sayenko.

 

Integrites — legal advisor to VTB Bank

International law firm Integrites acted for VTB Bank on increasing its share capital in the amount of around USD 680 million. The decision to carry out the capital increase was made to ensure continued sustainable development of PJSC VTB Bank on the Ukrainian market. After completion of the recapitalization, the bank has been ranked third by size of authorized capital among Ukrainian banks.

The team conducted complex legal support to all corporate, approval and compliance procedures related to recapitalization of the bank through the private placement of additional shares including holding of the General Meeting of Shareholders, approval by the National Bank of Ukraine, registration of share issue stipulated by the regulations of the NBU and the National Commission on Securities and Stock Market (NCSSM). The project was implemented by a team of lawyers of the banking and finance practice under the leadership of partners Ruslan Bernatsky and Vsevolod Volkov.

 

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