B2RLaw has advised PE fund Pinova Capital on the Polish aspects of its acquisition of a majority stake of German originating software company Raynet GmbH.
Pinova Capital is an independent private equity firm, with a focus on investments in innovative high-growth SMEs. The firm covers the full private equity spectrum, from growth capital to succession solutions, via a majority or minority shareholding.
Raynet GmbH is a leading and innovative service and solution provider in information technology and specialized in the architecture, implementation and operation of all tasks within Enterprise Application Lifecycle Management. Raynet’s headquarters is in Paderborn, Germany and has additional locations in the USA, Poland and the UK.
B2RLaw’s team was led by Partner Agnieszka Hajos – Iwańska and included Associate Joanna Markowicz – Maciocha and Junior Associate Dominika Guzek.
Agnieszka Hajos – Iwańska advises, “We congratulate the parties on this transaction and thank Pinova for the trust shown in us. Over the last year, B2RLaw’s team has advised on no less than seven M&A transactions involving software companies, with Poland clearly being a hub for software talent.”
B2RLaw has advised Oben Group on its acquisition of Poligal Group. The acquisition includes BOPP and CPP production plants in Portugal and Poland, commercial offices in Germany, and an extensive sales and distribution network throughout Europe. B2RLaw advised on Polish aspects of the transaction.
The Polish plant, located in Skarbimierz, and constructed in 2018 at a cost of EUR 40 million, is Poligal’s largest asset and operation, employing nearly 100 people. The plant has a production capacity of 40,000 tonnes/year of BOPP film.
Oben Group, originating from Ecuador, is the leading manufacturer of plastic films in South America with 11 production plants in 6 countries: Argentina, Chile, Peru, Ecuador, Columbia and El Salvador with a total capacity of over 550,000 tonnes/year. Poligal is one of the leading European manufacturers of plastic films for flexible packaging of consumer products, labels, lamination and a variety of other industrial applications.
B2RLaw’s team was led by M&A Partners Aleksandra Polak and Agnieszka Hajos – Iwańska; and included Partners Anna Cichońska (Employment) and Marcin Huczkowski (IP and Data Protection); Counsels Agnieszka Wojciechowska (Real Estate), Malwina Niczke – Chmura (Commercial Law), Luiza Wyrębkowska (Competition) and Paulina Wyrostek (IP and Data Protection); Associates Krystyna Jakubowska, Radosław Minh Nguyen (both Corporate) and Jacek Mizgier (Real Estate); and Junior Associates Aleksandra Bartoszwicz (Environmental/Real Estate) and Tomasz Granieczny (Corporate).
Aleksandra Polak advises, “This was a complex transaction involving a lot of moving parts and a number of jurisdictions across continents, further complicated by COVID-19 restrictions. The transaction marks a milestone in Oben’s growth as it represents the beginning of the company’s expansion outside of South America and into Europe. By having a production base in Europe, Oben Group will improve its value proposition to its customers by offering a complete portfolio of films for the packaging industry. We congratulate Oben and Poligal”.
B2RLaw is advising Eagle JVCo on its acquisition of a portfolio of purpose-built student housing with around 800 beds including two development sites in Poland.
Eagle JVCo is a EUR 600 million investment vehicle that was established in 2019 by Nuveen Real Estate (on behalf of its parent company, the New York-based TIAA pension fund) and Vienna-based Value One to invest in pan-European purpose-built student accommodation. The portfolio is to be operated by Value One’s student housing platform, Milestone, which now has a portfolio of over 4,600 student beds in operation and under development in Austria, Portugal, Germany, Poland, Italy and the Netherlands.
London headquartered real estate investment manager Nuveen Real Estate currently has around USD 129 billion of assets under management worldwide. The company is to act as the investment advisor to the venture, while Value One and Milestone will provide the origination, development management and operational expertise.
B2RLaw’s team is led by Of Counsel Krzysztof Marzyński (Real Estate), and Counsel Filip Badziak (Finance).
Krzysztof advises, “This is my first transaction at B2RLaw, and a very exciting transaction to begin with in a growing area of Polish real estate. It’s a landmark transaction for the Polish PBSA market. B2RLaw has leading experience in ‘living services’ real estate investments including student housing and PRS. Congratulations to Nuveen, Value One and Milestone!”
Crido Legal and Linklaters also advise on the transaction.
In its first year, B2RLaw has been ranked as the No.1 most active law firm for venture capital in Central and Eastern Europe by Pitchbook in its 2020 Annual Global League Tables.
B2RLaw has also been ranked as the 23rd most active law firm in Europe for venture capital, and the 17th most active law firm representing venture capital investors.
2020 marked another record year on the Polish venture capital market and despite the uncertain environment, 2020 was undoubtedly the best year in the Polish startup scene. According to a report by PFR Ventures, the total value of the Polish VC market reached EUR 477 million in 2020, compared to EUR 295 million in 2019, representing a 70% year on year growth. In fact, the value of the Polish VC market was higher in 2020, than the years 2013 – 2019 combined.
Examples of the transactions that B2RLaw advised on in 2020 include:
• Learn Capital on its USD 80 million Series D investment in Polish founded online learning platform Brainly.
• PKO BP (PKO VC – FIZAN) on a joint PLN 17 million follow-on financing round in e-signature solution Autenti Sp. z o.o., involving three banks – PKO BP, Alior Bank and BNP Paribas and two Venture Capital funds – Innovation Nest VC and Black Pearls VC.
• SuperScale Poland and Ivan Trančik in a multi-party computer games venture capital transaction related to the investment of Level-Up First S.àr.l. (a Luxembourg venture capital fund) and a number of international angel investors into SuperScale.
• VC fund KnowledgeHub on its investment process concerning medical technology company Genomtec S.A.
• FinTech company SMEO on a transaction involving capital injection into the company from international VC fund Finch Capital and Polish investment fund Precapital.
• 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 food delivery POS system.
• CEE venture capital fund Next Road Ventures on its venture capital investment in SaaS tool TrustMate.
• The founders of proptech company WalkSee sp.z o.o. on an investment made by EVIG Alfa Venture Capital into the company.
• Life Science Innovation Fund on its investment in telemedical company AIDLAB.
• Apis Venture sp. z o.o., a venture capital fund from Warsaw, with regards its investment in Byte Barrel sp. z o.o., a Polish video games developer.
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 comments, “This is absolutely fantastic news and a remarkable achievement, all the more that this has been accomplished in less than a year of our joint operations as B2RLaw, and in the difficult times of COVID-19. The B2RLaw brand has started to appear amongst the most recognized and reputable and international names in the venture capital industry. I could not be prouder of the B2RLaw team. We also wish to thank our clients for the trust shown. 2020 was a difficult year for everyone. One of the few positives is that we have been forced to rely more on technology than ever before, and as such we have seen a surge in transactions in the technology space. This is likely to occur for the longer term future. B2RLaw’s transaction practice is the foremost team for the exciting tech sector covering a number of niche areas such as computer games, fintech, biotech, agritech, proptech, energytech, smart cities and mobility, to name a few”.
B2RLaw has advised FinTech company SMEO on a transaction involving capital injection into the company from international VC fund Finch Capital and Polish investment fund Precapital. The value of the round was in excess of PLN 21 million representing one of the largest VC rounds in a Polish fintech company.
SMEO, founded by Michał Pawlik, is a Polish originating company which provides invoice factoring services to businesses. SMEO started operating in April 2017 in Warsaw. For nearly four years, the company has processed invoices to a total amount of over PLN 355 million, with companies from the construction, IT, e-commerce, on-line marketing and trade industries predominantly using SMEO’s services. The combined capital injection from Finch Capital and PreCapital, allows the company to further grow in Poland, and allows for international expansion.
Finch Capital is a VC fund which invests in two regions – in Europe in the areas of artificial intelligence and fintech and in Central and Eastern Asia in solutions for the agricultural industry, education, transport and fintech. The fund is particularly familiar and has industry knowledge of the fintech market, having invested in Twisto and Symmetrical in Poland. This provides great added value to SMEO. Precapital is a private investment fund from Poland.
B2RLaw’s team was overseen by Senior Partner Rafał Stroiński and included Partner Szymon Syp, Senior Associate Teresa Pilecka and Associate Krystyna Jakubowska.
Rafał Stroiński advises, “We started the year 2020 advising on one of the largest VC investments in a Polish fintech company (Autenti) and closed the year in similar vein. This affirms our position as a leading law firm for the fintech industry, especially in relation to transactions concerning fintech companies. We congratulate SMEO, Finch Capital and Precapital.”
B2RLaw Jankowski Stroiński Zięba & Partners has advised an international real estate developer on the acquisition of a residential project in the centre of Krakow.
The planned investment consists of 28,000 m2 of residential and commercial space with a total project value of PLN 260 million. B2RLaw’s services comprised assistance in acquisition of a property with a complicated legal status due its rich history, including the drafting and negotiation of complex transaction documentation.
B2RLaw’s transaction team was supervised by Rafał Zięba, Senior Partner, and consisted of Partners Tomasz Zaleski (Tax) and Marcin Huczkowski (IP); and Senior Associates Aleksandra Karteczka – Gurgul (Real Estate) and Piotr Leonarski (Tax).
B2RLaw has advised Proteon Pharmaceuticals on a strategic partnership with Skretting aimed at providing functional solutions to tackle health challenges in the aquaculture industry.
The companies will collaborate on developing products using bacteriophage technology to support aquaculture farmers as part of a holistic health strategy. The companies will work in a parallel R&D pipeline on the project.
The Partnership allows Proteon to grow its product portfolio in aquaculture and expand its presence worldwide. Both Proteon Pharmaceuticals and Skretting predict that the technology will become a valuable component of integrated management strategies on-farm with both feed and water applications under investigation.
Proteon Pharmaceuticals is a Polish originating biotech company with a vision to develop natural feed additives that help remove antibiotics from the food chain and improve animal and human health. The Company uses precision biology for microbiome protection to improve animal and human health, increasing environmental sustainability and eliminating the unnecessary use of antibiotics.
Norwegian company, Skretting is the world’s largest producer of feeds for farmed fish. The Company has operations on five continents and produces 2.5 million tonnes of feed annually, for more than sixty species of fish. Skretting has 3,500 employees worldwide. Skretting has an R&D unit known as Skretting Aquaculture Research Centre (ARC) with the main objective to provide research and technical support regarding fish and shrimp feed. It has 140 employees representing 25 nationalities.
B2RLaw’s team advising Proteon Pharmaceuticals was led by Partner George Havaris and included Counsels Paulina Wyrostek and Malwina Niczke – Chmura.
George Havaris advises, “Proteon Pharmaceuticals is a Polish company that is well on the path to being a global leader in its field of operation. Animal health is a little-known industry in the wider public eye. However, animal health is fundamental to the health and well-being of humans. We congratulate Proteon and Skretting on this exciting Partnership and we look forward to continuing our support to Proteon on its growth path”.
B2RLaw has advised Ambulero, Inc., a biotechnology company developing cell and gene therapy treatments for patients suffering from vascular disease on funding of up to USD 5.5 million received from from Orphinic Scientific.
As part of the investment, and with the help of B2RLaw, Ambulero and Orphinic formed a Polish subsidiary (Ambulero Sp. z o.o.) that will lead clinical testing of a novel gene therapy for a serious vascular disease in Europe. The disease is rare in the US but more common in certain parts of Central and Eastern Europe.
Ambulero is a biotechnology company dedicated to advancing a platform of cell and gene therapies to treat serious vascular diseases. The company is a 2019 spin-out of the University of Miami co-founded by Robert L. Buchanan, Randy Berholtz, Omaida C. Velazquez and Jun Zhao-Liu. It holds an exclusive license from the University of Miami to develop and commercialize research from the laboratories of Drs. Omaida C. Velazquez and Jun Zhao-Liu.
With offices in Palo Alto, California and Warsaw, Poland, Orphinic Scientific is an innovative drug development and investment company focused on mid-market opportunities and orphan drugs in late preclinical research and Phase 1 or 2.
B2RLaw’s team was led by Partner Szymon Syp and included Senior Associate Iga Wojtczak – Opala and Junior Associate Jakub Niemiec.
Szymon Syp advises, “We congratulate Ambulero and Orphinic Scientific on this transaction. Ambulero’s important work means that people that suffer from serious vascular disease (which at best, causes severe discomfort and at worst, can result in death) can live in comfort with the knowledge that innovative treatment is on the horizon. We wish Ambulero the best of luck on its future clinical testing”.
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.”
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