B2RLaw has advised long-standing client Johnson Matthey (JM), a leader in sustainable technologies, on its agreement with Axpo Polska Sp. Z.o.o. which will provide renewable electricity to JM’s new factory in Konin, Poland.
JM’s battery cathode materials plant will be powered solely by electricity from renewable sources from day one of production. The factory is expected to commence commissioning in 2022 to supply automotive platforms for production in 2024. This will significantly reduce the plant’s carbon footprint and support Poland’s shift to a lower carbon economy.
The new plant in Konin represents a major step in the commercialisation of eLNO, Johnson Mathey’s family of advanced, nickel-rich cathode materials designed for PHEV/BEV automotive battery applications. With production powered 100% by renewable energy, eLNO has the strong environmental credentials that contribute to a sustainable battery value chain.
B2RLaw has been assisting Johnson Matthey on the construction of its Konin eLNO manufacturing plant which is sited on a 43 hectare plot providing manufacturing capacity of up to 100,000 MT per annum.
B2RLaw’s team assisting Johnson Matthey is led by Senior Partner Rafał Zięba and includes Partners Paweł Gunia and Marcin Huczkowski, Counsel Agnieszka Wojciechowska; Senior Associate
Agnieszka Roztoczyńska – Groele; Associates Jacek Mizgier and Agnieszka Przybyłowicz; and Junior Associate Aleksandra Bartoszewicz.
Rafał Zięba advises, “We congratulate Johnson Matthey on this huge milestone. Not only will JM be producing clean and environmentally friendly technology, but the method of production will be equally clean and sustainable. Poland can only benefit from Johnson Matthey’s plant investment in Konin through the creation of jobs, its contribution to the Polish economy, and its endeavour to make the environment cleaner”.
B2RLaw has advised venture capital funds PKO VC and RKK VC on a joint equity investment into Papukurier Sp. z o.o. (under the brand name PAPU.io), a Polish founded internationally operating POS system that automates processes related to the delivery of food to customers.
PKO VC is a venture capital fund established and fully owned by Polish bank PKO Bank Polski with PLN 200 million to invest in Polish, CEE, Western European and US startup companies, particularly, companies that provide technologies related to the broad industry of finance.
RKK VC is an independent early-stage boutique venture capital fund focused on investing in CEE founded technology startups.
B2RLaw’s team was led by Partner Agnieszka Hajos-Iwańska and included Partner Anna Cichońska; Counsel Paulina Wyrostek; Associate Joanna Markowicz-Maciocha; and Junior Associates Jakub Niemiec Tomasz Michalczyk.
Agnieszka Hajos-Iwańska comments, ”We congratulate our clients PKO VC and RKK VC on this transaction, as well as the team at PAPU.io. This transaction is yet another example of an exponentially growing VC market in Poland and the wider CEE region, and of the underlying technology originating from Poland and CEE. PAPU.io comes at a time when restaurants are closed in many countries around the world, and its system allows these restaurants to remain operating and profitable through deliveries, thereby helping to preserve the restaurant industry during the pandemic. COVID-19 has forced changing attitudes, practices and habits, and restaurant food deliveries is very much here to stay meaning that PAPU.io has an exciting future.”
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.
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