Key projects

Private acquisitions

We assisted Romanian-American Enterprise Fund in connection with the coordinated sale to General Electric Capital Corporation of the client’s entire shareholding in Domenia Credit S.A., Ralfi S.A. and Leasemart Holding B.V., one of the most prominent transactions in the Romanian consumer finance industry.
We assisted Tiriac Group, the majority shareholder in one of Romania's leading private banks, in structuring and implementing a long-term partnership between retail banking and corporate banking operations, resulting in the fourth largest commercial bank in Romania.
We assisted Smithfield Foods, Inc., the world's largest hog producer and processor, to advance in its process of integration and consolidation of its Romanian operations pursuant to simultaneous buy-out transactions intended to acquire full control over a distribution company (Agroalim Distribution SRL) and a logistic services company (Agroalim Logistic SA), as well as with respect to its various acquisitions in Romania (EUR 31 million acquisition of Agrotorvis S.R.L. and Comtim Grup S.R.L., acquisition of Transfrigotren S.A. and Semilem S.A.).
We assisted one of the main worldwide generic producers of pharmaceutical products in a competitive process for the USD 324 million acquisition of one of the leading Romanian pharmaceutical producers, Terapia S.A.
We advised the national oil company in connection with its acquisition of two refinery service companies, Rafiserv Arpechim S.A. and Rafiserv Petrobrazi S.A.
We assisted Societe Genarale Asset Management in the acquisition of a 36.25% stake in Med Life SA, the largest operator of private medical services in the Romanian market.
We assisted Lime Rock Partners, a US based private equity fund, in the acquisition of Expert Petroleum Romania, one of the largest Romanian oil & gas E&P company, specialized in full filed development, redevelopment and mature assets rehabilitation.

Business/ Asset transfers

We assisted Unilever South Central Europe, part of a global consumer goods group, in its acquisition of Napoca Ice Cream Business from Friesland Group as part of its entering on the icecream market in Romania.
We assisted Microsoft Corporation in connection with the acquisition of certain assets of GeCAD Software S.R.L., a leading provider of antivirus scanning technology.
We assisted OMV – Petrom SA, the leading oil company in Romania, in its acquisition of oil service and maintenance business from Petromservice, the dominant supplier on the market.
We advised Ringier Romania in connection with the divestiture of the paid TV Magazines business in Romania and of ProSport Magazine.
We assisted Kraft Foods Romania S.A., a leading multinational food products company, in connection with the acquisition of the business assets of the Supreme Group.

Joint – Ventures / Contractual arrangements

We advise a leading German energy company in connection with the establishment of a joint venture company in electricity generation together with other strategic investors and the Romanian Electricity Generator – Termoelectrica S.A., as part of the Braila Energy Generation Project.
We assisted Vodafone Romania, one of the country’s major mobile telecommunication services providers, in acquiring dealership services networks in certain market regions of Romania and in structuring and implementing the long term and exclusive reorganization of its partnership and dealership networks.
We assisted Aegon in the establishment of a joint venture pension fund management, including by providing advice on regulatory issues and on structuring the transaction, preparing the transaction documents, as well as providing assistance during closing.
We assisted Unifine Foods & Bake Ingredients B.V., one of Europe's foremost suppliers of ingredients for the bakery, icecream and foodservice markets in relation with the establishment of a joint venture for the commencement of its production activity in Romania.
We assisted Basalt Beteiligung und Verwaltungs GMBH in relation with the creation of a joint venture for the expansion, management and operation of its mining activity in Romania.
We assist Campofrio Food Group, the leading processed meats company in Europe, in the process of merging its operations with Caroli Foods Group, one of the largest Romanian fresh cold cuts companies, in the form of a joint venture between their two processed meat businesses in Romania and neighboring territories.

Mergers/ De-mergers/ Spin-offs

We assist Ford Motor Company in the restructuring process of Automobile Craiova, the car manufacturing facility, including the merger and de-merger processes, squeeze out of the minority shareholders and de-listing of Automobile Craiova S.A.
We assisted Citibank in structuring and completing the first cross-border merger ever to take place in Romania (merging Citibank Romania into Citibank Ireland).
We assisted Distrigaz Sud in connection with the implementation of the legal, functional and decision making related to the unbundling of the natural gas distribution activity through a spin-off operation.
We assisted RREEF Real Estate (member of Deutsche Bank Group) with the corporate aspects (spin-off and constitutive documents) in the largest real estate transaction to date in Romania, consisting of the acquisition of two office buildings and two residential buildings, owned by three separate SPVs.
We assist GDF Suez Energy Romania SA in the restructuring of Vital Gaz SA by way of de-merger (split of gas distribution activity and, respectively, gas supply activity and transfer thereof to Distrigaz Sud Retele SRL and GDF Suez Energy Romania SA).

Privatizations – private investors assistance

We represented OMV AG, the leading oil and gas group in Central Europe, in connection with its over EUR 1.5 billion acquisition of a controlling stake in the largest Romanian oil company, Petrom S.A.
We assisted as lead counsel to The Ford Motor Company in one of the largest Romanian mergers and acquisitions transactions of the last years: Ford's acquisition of a majority stake in Romanian car producer Automobile Craiova S.A.
We assisted Gaz de France, France’s leading natural gas supplier, in connection with its successful participation in an international tender for the acquisition of one of the two Romanian major natural gas distribution operators – Distrigaz Sud S.A.
We advised Lafarge S.A., part of the world’s premier construction materials group, in connection with its acquisition and subsequent restructuring of Romania’s largest cement producer.
We represented the Romanian-American Enterprise Fund in connection with its acquisition, together with Raiffeisen Zentralbank Oesterreich, of the majority stake in Banca Agricola S.A.

Privatizations – government entities assistance

We assisted the government privatization authorities in the two phases of privatization of the Banca Comerciala Romana finalized through the sale of the majority interest in Romania’s largest state-owned financial institution to Erste Bank der oesterreichischen Sparkassen AG at EUR 3.75 billion, the largest transaction in Central and Eastern Europe in 2005.
We took part in a consortium led by Bank of America Securities Limited and Central Europe Trust Limited to assist with the sale of the Moldova and Oltenia regional electricity distribution companies, transactions valued at approximately EUR 250 million.
We took part in a consortium led by BNP Paribas assisting with the sale of the Dobrogea and Banat regional electricity distribution companies, transactions valued at approximately EUR 100 million.
As part of an international consortium led by Goldman Sachs International, we advised the seller in connection with the USD 675 million sale to OTE of a controlling interest in Romtelecom, the Romanian national telephone company.
As part of a consortium led by ABN AMRO Hoare Govett, we provided legal advice with respect to the privatization of Banc Post S.A.

Expertise