B2RLaw has advised Vox Financial Partners, a global consulting firm that supports financial institutions in the planning, resourcing, and delivery of complex regulatory change, on its 100% equity acquisition of Delv Global, a business and technology change consultancy that specializes in data and financial project delivery. In combination, the companies will offer end-to-end risk, data, and regulatory change management services for financial institutions worldwide.
Founded in 2008, Delv designs and delivers innovative data solutions, business analysis, program management, and quality assurance. The Delv team comprises top industry performers who specialize in solving challenges in data, technology, regulations, and innovation across finance, risk, product control, operations, treasury, and front office.
According to Vox, “Delv’s Poland-based “nearshore” project teams neatly complement Vox’s rapidly growing Belfast-based Service Delivery Centre to create a deeper pool of highly skilled specialists to support a broader range of projects and business processes for financial institutions.”
B2RLaw worked alongside Northern Irish law firm Cleaver Fulton Rankin.
B2RLaw’s team was led by Radosław Minh Nguyen and supervised by Aleksandra Polak. The team included Anna Cichońska, Marcin Huczkowski, Agnieszka Wojciechowska, Aleksandra Bartoszewicz, Jakub Niemiec and Małgorzata Tomaka.
Radosław advises, “Congratulations to Vox Financial Partners and Delv Global on this exciting combination. It’s especially pleasing to see that this gives the Polish-based Delv team an increased platform to approach the global market. We thank the Vox team for trusting in us to support them on this important transaction which further demonstrates our cross-border M&A capabilities”.
Krzysztof Marzyński, a senior real estate and construction specialist, has joined B2RLaw as Of-Counsel.
Krzysztof has over 16 years of experience in advising both international and domestic real estate market players on various real estate and construction law related matters. His core area of expertise is advising on real estate transactions, asset management and the development of properties. He has advised on countless transactions relating to the whole range of real estate asset class including offices, logistics, retail and hospitality as well as, of late, on alternative or niche market areas such as PBSA, PRS, co-living, timberland and farmland. Krzysztof has participated in and led on the largest investments concerning the Polish timberland and farmland markets.
His clients include investment and asset managers, private equity real estate funds, family offices and developers, originating from various parts of the world, including Europe, the US, Asia, Middle East and Africa.
Krzysztof is adept and known for guiding new international investors to the Polish market. Krzysztof gained his experience at both international and Polish firms. Krzysztof started his career at PwC (2004-2007). Subsequently, for 10 years, he was a member of the well regarded Polish legal real estate teams – firstly at Clifford Chance (2007-2010; as Associate) and then as part of a team move to Salans/Dentons (2010-2017; as Associate/Senior Associate). In 2017-2020 he became a Partner at Crido Legal where he headed the highly ranked Real Estate and Construction Law practice.
B2RLaw has also increased its real estate capability by hiring Weronika Nowosielska from DZP following the recent hires of Junior Associates Karolina Zajkowska and Tomasz Husiatyński to its Disputes practice group. Anna Skopicz-Radkiewicz has also joined as an Associate in the Corporate practice group.
Senior Partner Rafal Zięba comments, “We are thrilled to have Krzysztof working with us at B2RLaw. Krzysztof brings a wealth of real estate transaction and construction expertise, as well as valued organization skills as the previous leader of a highly ranked real estate practice. I’m very pleased to have the opportunity to closely work with Krzysztof, having him on the same side of the table, as opposed to the opposite. Krzysztof has particular expertise in new niche areas of real estate such as student accommodation and resi-for-rent which complements our offering. Since our launch in June of this year, B2RLaw has been extremely busy which is an encouraging sign for the market and economy in general. As a sign of this, B2RLaw is delighted to welcome Anna Skopicz-Radkiewicz, Karolina Zajkowska, Tomasz Husiatyński and Weronika Nowosielska to the team and we wish them the best with their future B2RLaw careers.”
B2RLaw has advised CEE venture capital fund Next Road Ventures on its venture capital investment in SaaS tool TrustMate.
Founded in mid-2018, Polish originating Trustmate allows customers to collect and manage customers’ reviews online, increase web traffic, attract more clients and increase conversion. After becoming the market leader in Poland, TrustMate is starting to scale its solution in other CEE countries with the aim of being a regional leader in the near future.
B2RLaw’s team that advised on the transaction was led by Partner Szymon Syp, and included Senior Associate Iga Wojtczak – Opala and Junior Associate Tomasz Michalczyk.
B2RLaw has advised founders Paweł Malon and Marek Jakubów on the formation of Warsaw based Search Fund, Stability Capital.
A Search Fund is an investment vehicle through which entrepreneurs raise funds from investors in order to acquire a company in which they wish to take an active, day-to-day leadership role. The concept of a Search Fund originated in 1984 in the US at Stanford University. Over the past 35 years, 408 funds have been raised globally, 325 in the US, and 83 in the rest of the world. Some 13 of those were in the UK, and only 22 in the whole of continental Europe. Whilst seeing significant growth in interest recently, Search Funds remain rare in the CEE market. They do however provide an increasingly attractive exit alternative for entrepreneurs and business owners given the focus, flexibility and long-term investment horizon.
Stability Capital has been formed with a diverse investor base including Poland based Adamed Technology, Global funds Relay Investments, Vonzeo Capital, Housatonic Partners, Kinderhook Partners and Ambit Partners; and European investors Afinum Management and AI Global. The team is further complemented by a number of experienced investors, managers and advisors.
US and specialist legal advice was provided by international law firm Sidley Austin LLP.
B2RLaw’s team was led by Senior Partner Rafał Stroiński and included Partners Szymon Syp, Tomasz Zaleski, Senior Associate Piotr Leonarski and Associate Radosław Minh Nguyen.
Rafał Stroiński comments, “Congratulations to Paweł Malon and Marek Jakubów on the formation of this innovative type of fund and for trusting in our expertise in advising on rare and/or ground-breaking transactions. Our team has unique experience in establishing Search Funds having previously advised on the establishment of such specific funds, as well as fund formation generally”.
B2RLaw has advised Atende, one of the leading capital groups in the IT sector in Poland, on the 100% sale of subsidiary Atende Software to Custodia Capital for PLN 52.5 million.
Atende Capital Group, a Warsaw Stock Exchange listed company, was founded in 2012, and provides advanced solutions in the field of IT infrastructure and innovative software. The Group specializes in the integration of ICT, combining the offer of world-class suppliers, building new generation computer networks and data centres. Atende also provides leading solutions in the area of cybersecurity. An increasingly important part of Atende’s business is cloud computing and managed services.
Atende Software focuses on the development of innovative technologies relating to multimedia, Smart Grid and cybersecurity. The company has developed the largest online video distribution network in Poland. On the basis of its redGalaxy platform, the company provides services for supporting the entire process of publishing multimedia on the internet.
Custodia Capital is a Polish originating private equity fund focusing on investing in small and mid-sized companies in the CEE region.
B2RLaw’s team was led by Partner Przemysław Krzemieniecki and included Partner Szymon Syp and Senior Associate Iga Wojtczak – Opala.
Przemysław Krzemieniecki advises, “We have seen a significant uptick in M&A activity in Q4 of 2020, following the slow-down caused by the impact of COVID-19. The months of November and December have been extremely busy. We congratulate Atende and Custodia Capital on this transaction, which highlights our capabilities in assisting on M&A transactions involving public listed companies.”
B2RLaw has advised US VC fund Learn Capital on its USD 80 million Series D investment in Polish founded online learning platform Brainly.
To date, Krakow originating Brainly has raised USD 150 million in total, more than any other Polish start-up.
Brainly is the world’s largest online learning platform that helps students and parents learn remotely. In this Series D round, the company was supported by its existing investors Learn Capital as lead investor, and VC funds Prosus Ventures, Runa Capital, General Catalyst Partners and MantaRay owned by Sebastian Kulczyk. Funds raised by the transaction would be allocated to the development of new products and its global expansion with a growing presence in Brazil and Indonesia, among others.
Brainly is an example of a tech company whose growth has accelerated during the COVID-19 pandemic, with its user base having grown 75% since April 2020.
Learn Capital is a venture capital fund concentrating exclusively on the global education technology sector. The fund invests in innovative learning content, platforms, and services.
B2RLaw advised on Polish aspects of the transaction working closely with US counsel Gunderson Dettmer. Orrick Herrington & Sutcliffe advised Brainly.
B2RLaw’s team included M&A/PE/VC Partners Agnieszka Hajos – Iwańska and George Havaris, Counsel Paulina Wyrostek, Partner Marcin Huczkowski and Junior Associate Tomasz Michalczyk advising on IP and Data Protection aspects, with the team overseen by Partner Roman Iwański who also provided Commercial Law advice.
B2RLaw Partner George Havaris, advises, “This transaction cements B2RLaw as the go-to law firm for VC transactions involving Poland and the wider CEE region. This deal is the second largest ever VC fundraising achieved by a Polish founded company, meaning that our team of lawyers has advised on the two largest ever VC transactions involving Polish founded technology companies. As a firm that strongly supports Polish technology companies, its especially pleasing to see Polish companies reaching the heights of international tech peers. We congratulate Brainly, Learn Capital and all other parties involved.”
B2RLaw has advised a consortium of banks, Goldman Sachs International and Barclays as global coordinators and joint bookrunners, and HSBC and NatWest Markets as joint bookrunners on Boparan Finance plc’s GBP 475 high yield Senior Secured Notes offering.
Boparan Finance plc is a subsidiary of the 2 Sisters Food Group, a UK originating food and restaurant holding group, and the largest food company in the UK by turnover supplying retailers such as Aldi and Tesco. It is one of the largest chicken producers in Europe. The company owns 44 manufacturing sites in the UK, Ireland Netherlands and Poland. The business is controlled by two shareholders, Ranjit Singh Boparan its president and board member, and Baljinder Kaur Boparan, his wife.
The new financing package also includes a new GBP 80 million revolving credit facility. The notes offering and new revolving credit facility are part of a full structure recapitalization of the group.
B2RLaw provided full Polish advice to the banks, working closely with lead international counsel to the banks, Ropes & Gray. Paul Hastings acted as lead international counsel to the Company.
B2RLaw’s team was led by Partner Szymon Syp with Partner Przemysław Krzemieniecki and Senior Associate Iga Wojtczak – Opala in support.
Szymon advises, “we are very pleased to have worked on this transaction and congratulate all the parties and advisors involved. This year has been especially tough on the food production and restaurant industries. However, the recent announcement of COVID-19 vaccines being highly effective has meant that the international bond market is hot now, as markets see light at the end of what has been a long dark tunnel. This bond issue will help 2 Sisters Food Group continue its operations and prosper.”
B2R’s real estate team has advised Skanska Residential Development, one of Europe’s largest developers, on a complicated, multi-entity transaction consisting of the acquisition of two properties in the Włochy district of Warsaw.
The purchased property shall be used for the purposes of a residential investment complex consisting of 179 flats (around 10,000 m2 of usable floor area). The value of the project, with construction costs, amounts to PLN 80 million.
B2R’s lawyers advised on legal and tax aspects of the transaction, including transaction structuring, negotiation of the transaction documentation and support in closing the transaction. The B2R team was overseen by Rafał Zięba, Senior Partner, Head of the Real Estate practice, and led by Counsel Agnieszka Wojciechowska, with Senior Associate Aleksandra Karteczka – Gurgul and Associate Natalia Leszko, in support.
We are pleased to advise that B2RLaw has been short-listed by the prestigious international legal magazine with the largest global readership – ‘The Lawyer’ in the category ‘Law Firm of the Year: Central Europe’ for its annual European Awards 2020.
The Lawyer European Awards was the first initiative of its kind to reward and celebrate excellence across the European legal market. The awards scheme attracts entries from hundreds of independent law firms headquartered in Europe, and global firms across the Continent. Each year The Lawyer European Awards showcases the impressive achievements of Europe’s finest within the legal industry and 2020 marks its 11th year.
The shortlist is picked by an elite judging panel comprised of in-house counsel and international law firm senior and managing partners, which select the short-list on the basis of a number of factors including how the firms have managed the pressures of the economic environment while maintaining high levels of client service, as well as firms that clearly articulate their strategy and vision for the future, both in terms of significant developments in the past year and planned investment. Other factors considered include:
• Initiatives in diversity, employee development or sustainability,
• Use of technology and improvement in processes and operations that enhance service delivery to clients,
• Client work,
• Financial performance.
The Lawyer is a leading weekly British magazine for commercial lawyers and in-house counsel, first published in 1987.
Ordinarily the winner would be announced at an awards ceremony in London. However, due to COVID-19 the awards ceremony will be held online on 1st December 2020.
Senior Partner Rafał Zięba states, “Given the large number of entrants, being short-listed itself is a great achievement – in effect meaning that we are amongst the six best law firms in Central Europe. This is quite an achievement in view that B2RLaw as a brand, did not exist one year ago in view of our merger earlier this year. We are very pleased that our early achievements as B2R have been recognised across Europe and we look forward to continue to excel in areas such as firm development, improving the client experience, enhancing diversity and employee development and our use of technology.”
Senior Partner Bartłomiej Jankowski adds, “2020 has been a very difficult year for everyone. I’m absolutely delighted that in this difficult year, B2RLaw has been short-listed for this coveted award. Thanks to the hard work and dedication of the whole team, we have been able to push the boundaries to provide the best service possible to our clients, in an efficient and flexible way. It has very much been a team effort, both prior and after our merger. We continue to strive to help businesses in industries that have been severely impacted by COVID-19 and we dedicate this nomination to those clients that have turned to us in their time of need.”
In its first full three months since announcing its merger on 21st June 2020, B2RLaw has been ranked by Pitchbook in its Q3 2020 League Tables, as the most active law firm for venture capital in Poland and the wider CEE. Moreover, the firm has been ranked as the 9th most active law firm advising venture capital investors in the whole of Europe.
This success is against a backdrop where European VC funding was at a near record in Q3 2020. After an easing in venture activity in H1 2020, European funding was back at near record levels in Q3. European startups and scaleups raised EUR 10.5 billion in Q3 2020, the second highest total for a single quarter ever, after Q2 2019.
In Poland, according to a report by PFR Ventures, Q3 of 2020, saw PLN 707 million worth of VC transactions, which represented a record quarter for the Polish market. To put that into context, the value of VC transactions in Q3 of 2020 was higher than the value of the whole of the years 2015 – 2018 combined. In total, 88 transactions were conducted between July and September 2020, with 80 funds involved.
Pitchbook’s league tables are widely regarded in the venture capital community as the leading and most comprehensive ranking of global VC activity. The tables detail top investors by region, firm headquarters, AUM and more, as well as the most active law firms and acquirers of VC-backed companies.
Rafał Stroiński, Senior Partner and Head of B2RLaw’s Corporate Practice Group advises, “When we merged to form B2RLaw we knew that one of the key synergies between the legacy firms JS Legal Jankowski, Stroiński i Partnerzy and Zięba & Partners was that both firms had a strong focus on transactions (whether that be venture capital, general M&A, private equity and capital markets) in the technology space. One of our strategies upon merging was to be the go-to law firm in Poland and the wider CEE for transactions relating to the technology industry. It’s very pleasing that this strategy is coming to fruition and in our first three months of operation, we have been trusted to act for more venture capital funds investing in technology, than any other law firm in the CEE region. B2RLaw’s highly experienced team has been deeply involved in the venture capital scene since its early days, and its satisfying to see that we are now considered the dependable law firm for the VC market. We combine an accomplished and skilled transaction team with great understanding of technology”.
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