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Małgorzata Stefaniak made partner at act BSWW

Małgorzata Stefaniak, legal counsel, has joined the group of act BSWW’s partners.

She has been with the firm since 2016.

Małgorzata is an expert in capital markets law, providing legal advice to listed companies, investment companies, investment fund companies and alternative investment management companies. She advises on public and private issues of securities, acquisitions of major blocks of shares and compliance with disclosure requirements. She also handles procedures before the Polish Financial Supervision Authority (KNF), including ones involving the grant or extension of capital market licenses or imposition of fines on supervised entities.

“Małgorzata Stefaniak has in-depth knowledge and vast experience in capital markets law. Clients thoroughly appreciate her skills and commitment. I am pleased to welcome her among the law firm’s partners,” says Piotr Wojnar, Managing Partner and Head of Capital Markets Practice at act BSWW.

Capital markets law is one of act BSWW’s core strengths.

act BSWW advises Finnish developer, YIT, on purchase of highly sought-after land in Sadyba

Finland’s leading developer, YIT Development, has purchased a land lot located at Nałęczowska street in Sadyba (a neighborhood of Warsaw), with an eye on building nearly 300 apartments in Q4 2019 as part of Nordic Sadyba project.

“We are proud to have succeeded in buying yet another appealing land lot in the Mokotów district of Warsaw. It is located in the historic section of Mokotów, called Miasto-Ogród Sadyba, that has long been famous for its characteristic buildings and unique ambience of the time when this part of city was home to military officers. This location is about to have access to fully-shaped urban amenities, convenient transport services and numerous green areas. In 2019, this project, together with the land lot in Bemowo district (purchased earlier), opens the way for YIT to build a total of almost 1,000 apartments,” says Tomasz Konarski, CEO of YIT in Poland.

act BSWW provided the developer with a full range of legal services with respect to this transaction. Their scope covered all transaction stages, from due diligence review of the land, through support during transaction negotiations, to acquisition of a pending investment project with a building permit.

The transaction has been handled by a team made up of Michał Wielhorski (team leader, Manging Partner at act BSWW), Michał Sołtyszewski (Partner), Mateusz Prokopiuk (Senior Associate) and Anita Woźniak (Senior Associate).

“We are more than glad to have earned the trust of the Client, who has chosen us to handle yet another of its major Poland-based projects,” says Michał Wielhorski. “We have long experience advising YIT on complex transactions, the most recent including purchase of land designed for Nordic Bemowo project and acquisition of Parkur Tower office complex,” he adds.

YIT is Finland’s leading developer, operating in 11 countries: Finland, Russia, Scandinavia, the Baltic states, the Czech Republic, Poland and Slovakia.

The company has been operating in Warsaw for over 3 years. Its first project, Nordic Mokotów, involved the construction of 340 apartments at the junction of Sikorskiego and Pory streets, with the last building, comprising 124 apartments, pending completion. Progress is also being made at Aroma Park residential estate, offering over 400 apartments. For now, the first two stages of the project, with a total of 171 apartments, are being implemented. In addition, YIT intends to build 400 apartments as part of Parkur Residence estate, with further 600 offered by Nordic Bemowo estate at the crossing of Lazurowa and Batalionów Chłopskich streets.

act BSWW advises Strabag Real Estate on hotel sale

act BSWW consulted Strabag Real Estate on a transaction involving the sale of a downtown Warsaw hotel.

Motel One at Tamka street features 12,700 m2 of usable area, eleven levels and over 300 rooms. The Fryderyk Chopin Museum is located nearby.

The scope of the law firm’s services included due diligence audit and acquisition of land on which the hotel was supposed to emerge, as well as drafting and negotiations of the construction works agreement, subsequently followed by the building’s forward purchase.

The project was handled by Marek Wojnar (attorney-at-law and Managing Partner at act BSWW) and Marta Kosiedowska (legal counsel, Partner).

“This is Poland’s first Motel One (developed by our Client) that follows the new standards set by this hotel chain,” says Marta Kosiedowska.

“This is yet another large transaction that we have handled for Strabag Group. It gave us an extra boost of satisfaction since it was carried out in the hotel property market that requires vast knowledge and extensive skills. We are pleased that that the Client placed its trust in us with respect to this project that turned out to be a success,” adds Marek Wojnar.

act BSWW advised Echo Investment on its Łódź-based project

Echo Investment, Poland’s leading developer, has laid the cornerstone for Fuzja, a section of Łódź that will combine modern urban features with the historical spirit of Księży Młyn (a complex of textile factories). The company has started restoring the former Scheibler factory.

The multi-stage project will see the development of residential, commercial and urban spaces. The investment area covers 7.7 hectares. The mixed-use project will offer approx. 90,000 m2, seamlessly blending different types of spaces into one development. This is going to be a new landmark in Łódź.

“Echo Investment’s strategy focuses on the so-called ‘destinations,’ i.e. locations that help cities grow, where people can work, live and spend their free time. While creating them, we make sure to respect their history. The investment project at Tymienieckiego street in Łódź is going to be one of them. It will cover nearly eight hectares on the site of the former Scheibler factory, with the historical power plant situated in its heart,” says Nicklas Lindberg.

The project will be made up of 20 buildings serving different functions, 14 of which are tastefully restored historical buildings. The historical building of the former power plant will be the beating heart of this area. The project also includes urban squares, common areas and green zones, with a total area of almost 4 ha.

act BSWW was advising Echo Investment on the acquisition of Elektrownia RE sp. z o.o., the company that owned the investment property. The scope of legal consulting services covered all stages of the transaction: legal and tax due diligence audit of the company and the property, followed by support in negotiations of transaction-related documents (incl. the share purchase agreement).

The law firm’s team was made up of Michał Wielhorski (team leader, Managing Partner at act BSWW), Katarzyna Marzec (Partner) and Mateusz Prokopiuk (Senior Associate).

“We are glad to advise on real estate projects that involve urban renewal. Thanks to them, historical sections of cities regain their former glory, turning into unique and bustling venues,” says Michał Wielhorski.

Practitioners’ Guide for M&A in Europe

A practical guide for international investors, managers and lawyers in English about the most important topics in cross-border transactions for the most relevant economies in continental Europe.

The guide, written by experienced act legal M&A lawyers, offers short and practical answers to legal, tax and financial issues that investors face connected to cross-border and domestic investments. In this comprehensive handbook we do not quote legal norms but briefly and comprehensively summarize the different aspects to be considered in a M&A transaction:

  • most important non-legal soft triggers for a successful acquisition
  • players in M&A transactions and transaction cost triggers
  • main transaction documents
  • purchase price
  • key employment issues and influence of employees and trade unions in a transaction
  • relevant types of legal entities
  • tax aspects
  • formal requirements for a transaction
  • share deal vs. asset deal
  • other special types of transactions
  • obligations / liabilities due to negotiations
  • disclosure obligations in connection with a transaction
  • legal restrictions on acquisitions
  • distressed transactions and acquisitions out of insolvency

Click here to receive a free sample of the M&A practitioners’ guide.

act BSWW advises Adventum on acquisition of Poznań Financial Centre

Adventum, a real estate investment fund operating internationally, has acquired Poznań Financial Centre (PFC), marking the first investment the fund has made in Poland.

act BSWW was advising Adventum throughout the transaction involving the acquisition of shares in PFC. The scope of legal services included a due diligence audit of the real estate, preparation of transaction-related documents, as well as support in negotiations and transaction advisory.

The law firm’s project team was made up of Marek Wojnar (Managing Partner, attorney-at-law), Marta Kosiedowska (Partner, legal counsel), Mateusz Prokopiuk (Senior Associate, attorney-at-law) and Katarzyna Góra (Senior Associate, attorney-at-law).

“We appreciate having been given the chance to advise Adventum on their first acquisition in Poland. We hope it is the first in a string of successful projects,” says Marta Kosiedowska.

“Supporting a new player entering the Polish market is especially exciting. We are happy to be handling the Client’s subsequent transactions,” adds Marek Wojnar.

Poznań Financial Centre is an office building situated in the Old Town of Poznań. The seventeen-floor building has 18,000 sq.m. of gross leaseable area.

act BSWW advises Rank Progress on land acquisition for new investment project

act BSWW has consulted on Rank Progress’ purchase of nearly 8 hectares of investment land worth over PLN 27m net.

On June 26, 2019, Progress XVIII sp. z o.o. – S.K.A., a subsidiary of Rank Progress S.A., entered into a preliminary agreement for acquisition of ownership title to a land lot of 7.9 ha with a view to developing a shopping mall.

The property is located in Otwock. The transaction value is PLN 27.6m.

The law firm’s team was led by Michał Wielhorski, Managing Partner. It was also made up of Katarzyna Marzec – Partner, and Mateusz Prokopiuk – Senior Associate.
“Rank Progress runs a range of investment projects involving acquisition of land in promising locations in various towns and smaller cities for the purpose of retail developments intended for lease or sale,” says Michał Wielhorski. “This is yet another project of this kind, on which we advise our Client,” he adds.

Rank Progress is an investment and development company which has become a market leader when it comes to construction of retail spaces. It is listed on the Warsaw Stock Exchange.

act BSWW breakfast: New obligations of companies and liability of their corporate bodies

Compliance in practice:
How to stay safe? How to implement efficient procedures?

On 18 June 2019 we hosted the meeting combined with a discussion on how to get ready for the changes and take relevant actions.

Agenda:

  • Draft amendments to criminal law and their impact on business operations – requirement to introduce internal policies
  • Collective entity’s liability for offences – allocation of liability and ways to avoid it
  • Impact of a collective entity’s offence on potential criminal proceedings against members of its internal bodies
  • What is compliance? Definition and role of compliance in business operations
  • Practical aspects of implementation of compliance policies (internal regulations, training, manuals, bylaws, etc.)
  • Who is a whistleblower? Definition and protection of whistleblowers in light of the suggested amendments

Buma constructs new buildings in Kraków

Buma constructs three new buildings as part of DOT Office in Kraków

In total, DOT Office in about to feature over 100,000 m2 of modern A-class office space, of which 63,000 m2 has already been developed.

“Buma Group is completing the ninth building of DOT office complex located in the Special Economic Zone named Kraków Technology Park,” says Michał Wielhorski, Managing Partner at act BSWW (law firm).

Business operations in the complex can be run on preferential conditions. DOT Office’s neighbors are research and scientific units of the Jagiellonian University, as well as independent international business institutions. There is also a surface parking lot nearby, operating in the “Park & Ride” model, as well as a strategic public transport hub, Czerwone Maki, with an option to quickly reach the city center by tram. The developer pays a lot of attention to external areas – there are relax zones between the buildings, allowing employees to rest among green plants. DOT Office has a kindergarten, clinic, fitness club, hair salon, grocery store, bakery, cafe, several restaurants, newsstand, ATM, parcel pick-up/drop-off point and bike parking racks.

“For years, we have been supporting Buma Group in a comprehensive range of legal aspects of its investment projects – from transaction-related issues, through financing, to leasing,” says Michał Wielhorski.

act BSWW assisted Buma Group in acquisition of land for DOT Office project (legal due diligence, transaction advisory), development and financing (construction and investment credit facilities). It is now supporting the Client in the leasing process.

act BSWW’s team is led by Michał Wielhorski, Managing Partner, who runs the law firm’s real estate practice. Leasing services are provided by Alicja Sołtyszewska, Partner, specializing in lease agreements.

act BSWW has also performed legal consulting services with respect to other office complexes developed by Buma Group: Green Office (21,300 m2), Tertium Business Park (39,900 m2), Aleja Pokoju 5 (13,000 m2) and Quattro Business Park (48,800 m2). The law firm is also handling two ongoing projects, Cu Office (23,500 m2) and Wadowicka 3 (31,200 m2). The scope of legal advisory covers the whole investment cycle.

act BSWW and Upper Finance advise on Silver Dental Clinic’s sale to Lux Med Group

Lux Med Group acquired 100% shares in Silver Dental Clinic. act BSWW (legal advisor) and Upper Finance Med Consulting (transactional advisor) supported the clinic’s owners during the sale process.

Silver Dental Clinic offers highly specialized services, including a unique range of orthodontist ones. The clinic makes use of advanced digital technology. It is made up of 6 units, a radiology lab with digital diagnostic equipment, an orthodontic lab and a training room.

Transaction-related legal services for the dental clinic’s former owners were provided by act BSWW. The scope of the law firm’s works included negotiations covering the sale of shares, lease of premises in which the clinic runs its operations, and support in deal closing.

The project was handled by Piotr Smołuch (attorney-at-law, Managing Partner) and Sebastian Sury (attorney-at-law, Partner).

“For some time now, we have seen the growing popularity of private dental services and their increasing market share,” says Piotr Smołuch.

“This is yet another instance of our cooperation with Upper Finance,” adds Sebastian Sury.

The Polish dental market is currently worth PLN 11bn and despite accounting for just 3% of the European market, it has the potential to keep growing at the pace of approx. 10% year-to-year. This growth is propelled primarily by the rapidly increasing popularity of private services that make up as much as 80% of the dental market. Only a third of Poles use National Health Fund (NFZ)-reimbursed services, while public spending on this medical segment constitutes just 2.5% of NFZ’s budget.

“The increasing share of private spending on dental care is related to easier access to technology that improves patients’ comfort and meets a broad array of their needs. This trend is further promoted by the fact that the society is becoming richer and more aware of a simple truth that a beautiful smile often comes with a successful life,” says Joanna Szyman, Deputy President at Upper Finance Med Consulting.

Upper Finance Med Consulting experts have taken note of the ongoing process of market consolidation by investors:

“This trend is perfectly understandable, given the highly dispersed nature of the Polish market, quick technological growth, cut-throat competition from large medical groups, and challenging expectations of patients. Investors appreciate clinics in which highly advanced services, incl. orthodontics, form a large share,” says Marcin Śmigielski, Project Manager at Upper Finance Med Consulting.