News (#11 November 2018)

DEALS

Sayenko Kharenko advised Mriya Agro Holding

Sayenko Kharenko has advised Mriya Agro Holding for several years in connection with restructuring of USD1.1 billion worth of debt. A total of 13 unsecured bank loans, 7 suppliers credits, 1 ECP programme and 2 Eurobond issues were restructured in a single secured debt instrument. Due to this unprecedented restructuring, the total debt of the new Mriya Group has been reduced from USD1.1 billion to USD309.5 million.

The deal involved not only billion dollar debt restructuring, but also a complex corporate reorganisation of the Mriya Group. Successful restructuring was followed by the subsequent sale of Mriya Groups Ukrainian farming assets including infrastructure facilities, machinery, and companies leasing agriculture land plots to SALIC UK Ltd (Saudi Agricultural and Livestock Investment Company, United Kingdom). Upon completion of the sale, Mriya Agro Holding will continue to operate in Ukraine alongside SALICs subsidiary, Continental Farmers Group (CFG).

The Sayenko Kharenko team included lawyers from the banking and finance, corporate, bankruptcy and debt restructuring, litigation and competition practices. Partners Anton Korobeynikov and Alina Plyushch wereprimarily responsible for the project.

Baker McKenzie assisted Monsanto

Baker McKenzies Kyiv office provided full legal support to Monsanto, which has now become a part of Bayer group, at all stages of theseeds processing facility construction project in Ukraine.

The scope of Baker McKenzies work included real estate, project financing, and regulatory and competition issues. The Kyiv team supported the project for more than five years right from its very inception. The firms lawyers conducted legal due diligence, advised on various legal issues relating to construction, land, project financing, regulatory permits and licenses, as well as assisted in obtaining AMCU approvals for the project, and more.

Baker McKenzies Kyiv team was led by managing partnerSerhiy Piontkovsky, partnerHennadiy Voytsitskyiwho acted as project manager, and partnerOksana Simonova,with key input from associateElmaz Abkhairova, and expert input from senior associatesHanna ShtepaandOlha Mikheievaand associatesAnna Smyrnovaand Khrystyna Knygynytska.

Asters legal counsel to VR Capital Group

Asters acted as a legal counsel to VR Capital Group on its acquisition of 50% of outstanding shares in PVK Energy Investments from ICU, an independent asset management, private equity and investment advisory firm specializing in the emerging markets of Central and Eastern Europe. Asters team supported its client on all major aspects of the deal.
The project team included partner Yaroslav Petrov, counsel Anzhelika Livitska, senior associates Marta Halabala, Oleh Furmanchuk and Oleksandr Tselevych, associates Diana Kondratieva, Olena Nikolenko and Olena Yasentiuk advising on corporate and regulatory aspects, and counsel Tetiana Vovk and associate Pavlo Verbolyuk advising on antitrust aspects.

EY Ukraine advised Horizon Capital

EY Ukraine advised the investment company Horizon Capital in connection with the acquisition of a minority stake in the IT-company Intellias.

EYs multidisciplinary team acted as an advisor to the buyer. Specifically, EY conducted legal, tax and financial due diligence on the target companies, participated in negotiations and preparation of transaction documents, and provided deal signing and closing support. In addition, EY provided support to the client in connection with obtaining the necessary permit from the Antimonopoly Committee of Ukraine.

EY Ukraines legal team was led by Igor Chufarov, partner, with support from Bogdan Malnev and Vitalii Pustovyi, senior associates, as well as associates Daria Tkachenko and Andrii Moskaliuk.

Wolf Theiss legal counsel to Munich RE

Wolf Theiss Kyiv, together with colleagues from Wolf Theiss Austria, Croatia, Hungary, Slovenia and Slovakia acted as a legal counsel to Munich RE (Münchener Rückversicherungs-Gesellschaft) in M&A transaction for the sale of its insurance subsidiaries in Ukraine and other CEE countries.

Wolf Theiss provided Munich RE with full legal support in all transactional matters and the tender process for the sale of its Ukrainian subsidiary to Euroins Insurance Group AG, and advised on negotiation and execution of transactional documents, fulfillment of the conditions precedent and closure of the transaction.

The Ukrainian team, as led by Oksana Volynets, senior associate and head of banking & finance, consisted of Mykhailo Razuvaiev, Olga Ivlyeva,associates,and was supervised by Taras Dumych, partner and head of corporate and M&A.

AEQUO advised EBRD on USD 20 million secured loan to Astarta Group

AEQUO acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development in connection with a USD 20 million secured loan granted to Ukrainian subsidiaries of Astarta Group. The proceeds from the loan will be used for Astartas working capital needs.

AEQUO lawyers assisted with the drafting and execution of the financing documentation, numerous security agreements and issued a legal opinion for the EBRD. Beyond Ukrainian legislation, the project included English, Dutch and Cypriot law matters.

The AEQUO project team included senior associate Bohdan Dmukhovskyy and associate Glib Bukharin, who worked under the supervision of Yulia Kyrpa, partner and head of banking & finance practice at the firm.

Baker McKenzie advised Diligent Capital Partners

Baker McKenzie has assisted with the successful formation of a private equity fund vehicle in
Luxembourg and sourcing financing for the joint acquisition of a 16% equity stake in Allseeds S.A. by the Dutch development bank FMO and private equity manager Diligent Capital Partners.

The investment was made to realize Allseeds expansion plans of adding to its business line oilseed crushing and trans-shipment capacities, as well as to enable other value-added processing of vegetable oils and their by-products.

The transaction involved the legal and tax structuring of the private equity fund vehicle to support investment in the target business as well as other future transactions with key input from partner
Catherine Martougin,senior associateAli Bouhrarafrom the private equity team and tax directorAmar Hamouchefrom the tax practice groupof Baker McKenzie Luxembourg. It was project-managed by senior associate Andrii Moskalykunder the overall supervision of partner Viacheslav Yakymchukfrom the corporate and M&A practice.

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