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    • 924 Ukraine Ukraine Chamber of commerce: Professional body: The Ukrainian Chamber of Commerce Kyiv Bar Association and Industry Bieloruskaja Str 30 33 vul Velyka Zhytomyrska 252050 Kyiv 01601 Kyiv Ukraine Ukraine Tel: +380 44 228 8085 Tel: +380 44 212 2911 Fax: +380 44 213 1730 Fax: +380 44 212 3353 Email: ucci@ucci.org.ua Web: www.ucci.org.ua Developments in Ukrainian same time, the SSMA legitimizes the discre- nize Ukrainian laws with EU law, in particu- tion of the state regulatory authority, the State lar EC Council Directive 89/592/EEC. securities law Commission on Securities and Stock Market The SCSSM is authorized to register issues Oleg Zagnitko of Ukraine (SCSSM). This harmonizes the and placements of securities by foreign issuers. Beiten Burkhardt Rechtsanwaltsgesellschaft SSMA as a basic act for securities, with the Ukrainian issuers also need the SCSSM’s Kyiv State Regulation of Securities Market Act approval to place securities abroad, and may adopted in 1997. A new division between apply for approval after their shares are listed Ukrainian legislators sponsored a major reform emissive and non-emissive securities is one of on the Ukrainian stock exchange and only for of the securities market in 2006. They repealed the cornerstones of the new system. Emissive a block of shares complying with the SCSSM’s the Securities and Stock Exchange Act dating securities are subject to disclosure require- regulations. Thus, placing securities abroad back to 1991 during the Soviet time and which ments, whereas non-emissive securities are and placing foreign securities in Ukraine had many amendments supported by a num- not. The list of emissive securities is not com- remain complicated and non-transparent. ber of regulations introduced since. The new prehensive and any security is presumed to be Securities and Stock Market Act (SSMA) is an emissive until it is excluded by law or a case- Market players incorporation of legal provisions combining specific decision of the SCSSM. The SSMA introduces the industry-wide developed market practices, international notion of professional activity in the securities instruments adopted by Ukraine, regulations Security issues market as opposed to non-professional activi- and a forward-looking effort to reform the The SSMA introduces the concept of public ties of issuers, investors and self-regulatory stock market. The SSMA generally follows the placement: to an uncertain circle of sub- organizations. Professional participants are foundation of liberalization laid by the new scribers (investors) via publication in mass defined as such in the SSMA or other laws Civil and Economic Codes in 2003 (both media or any other public announcement. It and must be licensed by the SCSSM. Under effective since 2004). It also touches upon entails publishing the prospectus and specific the SSMA, the following activities are profes- related legal areas and became effective in May reporting and disclosure requirements; the sional: (i) security trading, (ii) asset manage- 2006, save for certain collateral amendments to involvement of an underwriter in a public ment for institutional investors, (iii) deposito- the other laws on securities which will enter placement is subject to regulatory supervision. ry activities, and (iv) stock market organiza- into force in April 2008. The landscape of the Conversely, a private placement is a sale of tion activities. The scope of these professional market has changed and this article touches securities to a previously defined circle of activities can be broken down to as many as upon major structural alterations. investors. Such a vague definition and the 11 different licences: the SSMA replaced the absence of safe harbour rules make the private previous list of seven types of licensed activi- Scope of the market placement a risky venture. Although the ties. The SSMA broadens the definition of securi- SSMA introduces the concept of institutional In particular, underwriting has become an ties. Now any document with the relevant investors, it does not employ the concept for autonomous professional activity and under- details that certifies proprietary rights or a private placement matters. The notion of writers are defined as market players offering monetary claim can be treated as a security. institutional investors is used only for defining services related to subscription to and place- The SSMA provides an extensive classification the professional activities of asset manage- ment of securities issues. Furthermore, the of the forms and types of securities without ment companies in the securities market. SSMA mandates the separation of broker and limiting their issue. It also contains a sample The SSMA also introduces general con- dealer activities by security traders. Licences list of the securities that can be floated in the cepts and rules for circulating insider infor- for depository activities present another inno- market and prescribes six groups of securities: mation and for advertising securities. It pro- vation; however, the new wording defines the (i) equity securities, (ii) debt securities, (iii) vides criteria for a fraudulent issue of securi- scope of custodian (zberihach) activities as mortgage securities, (iv) privatization securi- ties (again, the documents and procedures are part of the activities of a depository institu- ties, (v) derivatives, and (vi) title securities (i.e. to be established by the SCSSM) and autho- tion (depozitarij). At the same time, a special certifying rights of disposal to certain assets). rizes the SCSSM to suspend and invalidate an act on the national depository system pre- Unlike before, the SSMA avoids exhaus- issue that is, in its opinion, fraudulent. These serves the previously established procedures, tive classifications and listings, giving way to provisions and concepts were absent from the although the regulator recently announced market practices and streamlining the securi- previous law and they are intended to harmo- plans to reform the national depository sys- ties market into recognizable areas. At the tem as well. www.iflr1000.com 2008 EDITION
    • Banking and finance | Ukraine 925 The SSMA redefines the legal status of Banking and finance Baker & McKenzie traders and allows them to act as guarantors Baker & McKenzie is still regarded as the and sureties in transactions where they are Recommended firms “strongest banking and finance” firm in the present as security traders. Moreover, the Tier 1 Ukrainian market according to its peers and SSMA provides clear rules for a business enti- Baker & McKenzie clients. Headed by the “brilliant” Serhiy ty to combine different types of professional Chorny, the firm had another busy year, and activities in the securities market. Tier 2 acted on all aspects of loan transactions, on Chadbourne & Parke behalf of both borrowers and lenders. Self-regulatory organizations Magister & Partners Among recent highlights, the firm advised The SSMA codifies provisions on self-regula- Sayenko Kharenko the Metinvest Group on a $400 million pre- tory organizations and provides general rules Shevchenko Didkovskiy & Partners export loan facility from BNP Paribas to mod- for establishing and operating such amalga- ernize the Pivnichny and Tsentralny mining mations. Prior to the SSMA, only the self-reg- Tier 3 and ore processing plants. In March 2007, ulatory organization of depository institutions BC Toms & Co Chorny and his team acted for System Capital had specific status under Ukrainian law. Now, Beiten Burkhardt Management as borrower in relation to a each type of professional activity can be repre- DLA Piper $400 million secured term loan facility sented by its own self-regulatory organization Gide Loyrette Nouel arranged by BNP Paribas. (four such organizations are expected). A self- Grischenko & Partners Mittal Steel is one of Baker & McKenzie’s regulatory organization must be registered by Salans regular clients, and the firm advised it in a and operate in close connection with the The Silecky Firm $200 million loan arranged by the EBRD. SCSSM. The SCSSM can delegate to a self- This was used to finance a loan to Mittal Steel regulatory organization authorities in the Tier 4 Kryvyi Rih, which is one of the largest metal- respective professional area such as: (i) licens- Ilyashev & Partners lurgical mills in Europe. The firm also repre- ing of market players; (ii) certification of pro- Vasil Kisil & Partners sented BNP Paribas Finance in a $80 million fessionals working in the market; (iii) inspec- loan facility to a joint-stock innovation bank tions for compliance with laws and profes- The Ukrainian legal market is going through – UkrSibBank. sional standards by licensed market players an interesting period. There has been a steady On the debt side, PrivatBank, a large (whether members of the organization or increase in banking and finance transactions, Ukrainian commercial bank, consulted the not); (iv) filing requests to the SCSSM to sus- and international interest is also growing. firm in connection with the issuance of $500 pend or revoke the licence of any professional Ukrainian banks are being targeted by inter- million 8% guaranteed notes due 2012 by player; and (v) research, study, provide gener- national and European banks – TAS- UBS. The offering was the bank’s first under al opinions on trends in and data on the rele- Kommerzbank, for example, went to Rule 144A. Meanwhile, the firm acted for vant field of professional activities (which will Swedbank while Pekao, a Polish banking Bank Finance and Credit on its debut $100 become a basis for further legislative and reg- group, bought out HVB Bank Ukraine. million Eurobond issuance of 10.375% loan ulatory policies). At its discretion the SCSSM The foreigners’ interest is justifiable – participation notes due 2010, which were list- may also delegate other functions to a self-reg- Ukrainian banks are lending at a ferocious ed on the Irish Stock Exchange. This offering ulatory organization. Therefore, control over a rate, using syndication as a means to generate was arranged by Deutsche Bank, UBS self-regulatory organization may set trends for more funds. And global financial institutions Investment Bank and VTB Europe in the development of the relevant professional like the European Bank for Reconstruction December 2006. activities for years to come. and Development and the International The “ever so versatile” Serhiy Chorny and Each self-regulatory organization must Financial Corporation are also playing a cru- his team also guided Myronivsky represent over half the professional players in cial role in the sector. Hliboproduct on its $250 million offering of the market. New rules for combining profes- Meanwhile, Ukrainian companies are 10.25% senior notes due 2011, listed on the sional activities allow one entity to have mem- starting to spread their wings abroad. Several London Stock Exchange. This was the first bership in more than one self-regulatory orga- have listed shares on foreign stock markets issue of high-yield bonds in the international nization (for example, a depository institution like the Alternative Investment Market (Aim) markets to finance Ukrainian borrowers, that also acts as a registrar and a clearing house in the UK and the Warsaw Stock Exchange in allowing the client unprecedented access to can become a member of three organizations). Poland. foreign investment. Such simple membership criteria may, howev- The debt market is also maturing. There One of Baker & McKenzie’s most complex er, become controversial over time. The num- was a time when only large companies would deals included acting on the first cross-border ber of effective licences is subject to frequent issue Eurobonds, but with cheaper funding securitization of a mortgage loan portfolio change and, not least, the simple quantitative available, this market is opening up to all. from Ukraine. The firm represented criteria seem very tempting for manipulators, But not all the practice areas are so rosy. PrivatBank and this securitization was struc- especially when professional standards and Project finance contractors, and their lawyers, tured as a true sale of the mortgage loan port- licences are at stake. are still waiting for their chance to really break folio to a special-purpose vehicle. The pur- into the market. That day might not be far chase price was set at $180 million and the away – along with Poland, Ukraine has been notes were listed on the Irish Stock Exchange. selected as the venue for the 2012 Uefa The equity market hasn’t quite taken off in European Football Championship, bringing a Ukraine in the last three years, but there were number of potential concessions. a few initial public offerings (IPOs). The firm helped Astarta, a leading Ukrainian sugar pro- ducer, on its IPO on the Warsaw Stock Exchange. 2008 EDITION www.iflr1000.com
    • 926 Ukraine | Banking and finance XXI Century Investments was also advised The banking and finance department May 2006, including the head of the interna- by partner James Hitch on post-IPO issues headed by partner Olga Khoroshylova acted tional loans department from a leading after its debut on Aim, only the second for Credit Suisse, Deutsche Bank and UBS in Ukrainian bank. Ukrainian entity to list on the market. The the issuance of $350 million 7.65% loan par- During the last 12 months, the firm par- real-estate developer raised $139 million ticipation notes due 2011 in September 2006. ticipated in some of the country’s largest bank through the placement of new shares and Apart from this the firm advised on a $150 syndications. In May 2007, the firm advised global depository receipts (GDRs). million issuance of loan participation notes in HSBC, Standard Bank, BayernLB and DZ The firm also acted for Ferrexpo in its IPO November 2006 for the purpose of funding Bank in a $500 million syndicated loan for of shares on the London Stock Exchange. This loans to the state export-import bank of Raiffeisen Bank Aval, the second-largest was one of the first full listings for a Ukrainian Ukraine, Ukreximbank. ABN Amro and Ukrainian bank. Meanwhile, partner Michael company in the UK and in all it raised $2.3 Credit Suisse International also took the firm’s Kharenko, who was called “a very impressive billion. counsel in a similar transaction which lawyer” by a rival, advised Credit Suisse in a involved the issuance of $400 million loan $550 million financing to Naftogas. Leading lawyers participation notes to fund a loan to Elsewhere, the firm advised the IFC in a Serhiy Chorny Ukrsotsbank. $350 million secured financing to Industrial James Hitch Elsewhere, the firm acted for the issuer Union of Donbass, one of the largest industri- Alfa Bank in a $160 million loan participation al groups in Ukraine. notes transaction in December 2006, along Some of the firm’s regular clients are Chadbourne & Parke with a $185 million additional issuance of Barclays Capital, Citigroup, ING, Merrill Chadbourne & Parke was again involved in loan participation notes in March 2007. Lynch, Standard Bank, Commerzbank, DZ some of the key banking and finance deals in Magister & Partners had an eventful year Bank, Morgan Stanley, and Renaissance the last year and maintains its second-tier in equity, advising Deutsche Bank Trust Capital. In the capital markets, the firm position. The firm however still has some of Company Americas on the issuance of GDRs advised Credit Suisse, Deutsche Bank and the country’s most talented lawyers in Adam by Motor Sich in December 2006. On the UBS in a $1 billion Eurobond placement by Mycyk, Jaroslawa Johnson and Sergiy IPO front, the firm acted for a Ukrainian the Government of Ukraine. It also acted for Onishchenko. dairy group in its initial listing. The firm also UBS in a £500 million Eurobond placement In deals this year, the firm advised EBRD acted for Fozzy Group, a well known retail issued by PrivatBank. In another Eurobond in connection with the opening of its $200 chain in Ukraine, on an issuance of credit- offering by UkrSibBank the firm acted as legal million credit line to be used by Ukrainian linked notes arranged by Alfa Bank. At the counsel to BNP Paribas, HSBC and UBS. banks for lending purposes to Ukrainian busi- time of writing, Magister & Partners was rep- nesses. Chadbourne & Parke advised the same resenting Nadra Bank on a proposed offering Leading lawyers client in the equity financing of the Uksnab, a of denominated debt securities, to be arranged Michael Kharenko refrigeration company, and in the financing of by HSBC and UBS. The firm has also provid- Vladimir Sayenko the Ukrainian subsidiary of Barlinek. ed assistance to the Ministry of Finance of The International Finance Corporation Ukraine in all external state borrowings. (IFC) also uses the firm’s services often, and The firm advised the state-owned oil and Shevchenko Didkovskiy & partner Jaroslawa Johnson and her team gas exploration company NJSC Naftogaz of Partners advised it in a $100 million loan to a large Ukraine on three of its financing facilities this According to rivals, Shevchenko Didkovskiy supermarket chain. The firm also helped IFC year. The first was a $550 million term loan & Partners is “a good law firm with great cre- in a $70 million loan to Delta-Wilmar for the facility extended by Credit Suisse in dentials”. “We see are beginning to see quite construction and development of a crude November 2006, and the other two were a often on the other side in the last few years,” palm oil refinery in Ukraine. Other highlights $500 million syndicated facility and a $200 added a competitor. include the firm’s advice to an American million bridge financing, both provided by Led by Armen Khachaturyan, the firm had investment fund in a $30 million financing ABN Amro. an active year in the banking and finance sec- which included the acquisition of the bonds Finally, one transaction that showed the tor, a highlight being its assistance to the IFC issued by Ukraine’s Delta Bank. firm’s talent in project finance was its advice to when it provided a $3.5 million loan facility the State Road Administration of Ukraine, to Biocon. This was the first investment by Leading lawyers Ukravtodor, on the financing of a road con- the IFC into the public health sector of Jaroslawa Johnson struction programme as part of the Kyiv- Ukraine, and was finalized on May 2006. A Adam Mycyk Odessa Highway project. transaction involved the firm’s assistance to the EBRD in providing a $23 million secured Leading lawyers loan facility to OJSC Farmak, a Ukrainian Magister & Partners Olga Khoroshylova pharmaceutical manufacturer. Elsewhere, the Magister & Partners has had one of its most Oleh Marchenko firm helped Citigroup Global Markets and successful years and has also always been Merrill Lynch in a secured loan facility pro- regarded as “different from all the other local vided to be granted to a group of electronics firms”. One client called Magister & Partners Sayenko Kharenko companies. a “solution-driven firm”, adding: “They know Sayenko Kharenko was described by a rival as On the regulatory side, Shevchenko what they want to do with a particular case, “one of the most aggressive and upcoming Didkovskiy & Partners advised Swedbank and and they know how to put it into practice. Ukrainian firms” and, as can be seen by its Credit Suisse respectively on Ukrainian bank- They are always available and are widely expe- deals, the firm is beginning to make a huge ing law in connection with the establishment rienced in the banking and the finance sec- impact on the market. The firm hired four of a branch in Ukraine. Other clients the firm tor.” associates to join the finance department since www.iflr1000.com 2008 EDITION
    • Mergers and acquisitions | Ukraine 927 advised on similar issues were the SEB Group Ilyashev & Partners And market observers feel that the M&A and Raiffeisen. Ilyashev & Partners enters the IFLR1000 market will continue to grow. One partner A highlight for the firm was its advice to rankings in this edition after recommenda- said: “The growth in the last few years has ABN Amro and Morgan Stanley as the lead tions from its peers and clients. In 2007 the been in a way quite unexpected, especially if managers in a $250 million high-yield firm advised ProCredit Bank, a Ukrainian you look at what the situation used to be two Eurobond issue by OJSC Myronivsky Bank affiliated to the EBRD, on the acquisi- to three years ago.” Hliboproduct, a poultry producer. The firm tion of a building in Kyiv. Secondly, the firm also guided Citigroup and Standard Bank in a represented a large Italian investment compa- $100 million Eurobond issue by Bank Forum ny in entering the Ukrainian market by start- Baker & McKenzie in November 2006. ing a investment project in the western region Baker & McKenzie is particularly proficient of Ukraine. The Ministry of Health of in corporate and M&A matters. One rival Leading lawyers Ukraine, Eli Lilly, Antanov, Metro Cash & said that Baker & McKenzie “has all the top Armen Khachaturyan Carry and Altimo are among the firm’s other specialists”, and with the “excellent” James clients. Hitch and Olexander Martinenko co-heading this department, the firm is lauded by its com- DLA Piper Mergers and acquisitions petition and clients. DLA Piper is starting to make its presence felt The firm is advising TAS-Kommerzbank in the market after appearing on a string of Recommended firms in connection with the sale of the bank’s successful transactions, and moves up to tier Tier 1 shares to Swedbank for $750 million. The three in the rankings. Oleksandr Kurdydyk, Baker & McKenzie transaction is expected to close by the end of who leads the projects and finance practice, Chadbourne & Parke 2007 and it includes an additional payment of was singled out by peers as “an easy person to Magister & Partners up to $250 million, payable in three years, work with”. On the deals front, the firm Sayenko Kharenko depending on the bank’s financial perfor- advised an international financial institution mance. on loan and security documentation with Tier 2 Another deal that caught the attention of respect to its debt financing of Istil, a Grischenko & Partners the market was the firm’s assistance to Avlita Ukrainian steel mill. Shevchenko Didkovskiy & Partners Stevedoring, part of the Litat Group, in the DLA Piper also acted for Raiffeisen sale of 100% of its shares to MetalUkr, a Zentralbank Österreich on the provision of a Tier 3 Cyprus subsidiary of MetInvest. The firm loan facility to a Ukrainian car retailer, and BC Toms & Co helped the same client in relation to the sale of advised Yioula Glassworks on its loan acquisi- Beiten Burkhardt Marine Industrial Complex, a ship repair and tion from the EBRD. DLA Piper maintenance plant, again to MetalUkr. In At the time of writing, the firm was repre- Frishberg & Partners December 2006, the firm helped Fortis close senting an international bank with headquar- Gide Loyrette Nouel its acquisition of Etalon Life, a Ukrainian life ters in Finland in providing a 25 million Ilyashev & Partners insurance company. loan to a municipality of Odessa, in particular Salans Other deals the firm was involved in advising on the validity and enforceability of Sergiy Koziakov & Partners include its advice to the media arm of a guarantee under Ukrainian law. The Silecky Firm Norwegian listed company, with respect to The firm has also put in impressive work Vasil Kisil & Partners the acquisition of shares in two Ukrainian in the equity capital markets. In October regional publishers and a regional daily news- 2006 the firm advised Olympic Tier 4 paper. Entertainment Group on the IPO of it Konnov & Sozanovsky The firm also advised AS Watson Group, Ukrainian subsidiary. It also enabled a Proxen the retail and manufacturing division of Cypriot company on the listing of its shares Salkom Hutchison Whampoa on the acquisition of a on Aim. Finally, a Ukrainian energy company 65% ownership interest in DC Ukraine, a was using the firm’s services in its pre-IPO M&A has never been stronger in Ukraine, retail chain. restructuring and financing process at the with both international and domestic compa- The firm went on to impress the market time of writing. nies showing more of a hunger, and the trans- when it counselled PepsiAmericas and Although project finance is not yet a actions are getting more complex and refined. PepsiCo in their $542 million joint acquisi- vibrant practice area in Ukraine, DLA Piper Foreign investment in Ukraine is also tion of 80% of the shares of Sandora, a was quite active in the category. The firm increasing, and the country is now being Ukrainian juice company. This is the largest advised a European company in financing the looked at as a favourable and liable European acquisition in the Ukrainian beverage market acquisition of a Cyprus- and Seychelles-based market. There has been lots of activity on the by value, and is now waiting for approval by holding of a Ukrainian company owning banking sector especially with the proposed the country’s competition authority. stakes in Ukrainian gas distribution compa- acquisition Ukrsotsbank and the sale of TAS- James Hitch also advised Horizon Capital, nies. In August 2007, the firm was acting for Kommerzbank, HVB Bank Ukraine and the manager of the Emerging Europe Growth a foreign investor in a joint-venture equity Bank Prestige. Fund, a private-equity fund investing in and debt transaction which involved the The food and beverage sector is witnessing Ukraine and Moldova, when it sold its shares financing of a construction of a coal handling a lot of movement as well. PepsiCo has in the Shostka City Milk Factory to terminal at the Yuzhny Port in Odessa. acquired its stake in a regional juice producer Fromageries Bel in May 2007. and even Coca-Cola is in the process of taking One of the firm’s more innovative M&A Leading lawyers over a domestic drinks producer. deals in the last year included advising HVB, Oleksandr Kurdydyk part of the UniCredit Group, in the 85 mil- 2008 EDITION www.iflr1000.com
    • 928 Ukraine | Mergers and acquisitions lion sale of HVB Bank Ukraine to Bank Italian banking group is now waiting for the on a healthy number of deals. The firm Pekao. This transaction marked the integra- approval from the National Bank of Ukraine advised Swedbank on the acquisition of tion of the UniCredit Group’s Ukrainian and the country’s anti-monopoly committee 99.99% of shares of TAS-Kommerzbank, one banks. for the acquisition to proceed. The firm also of the largest Ukrainian banks. The firm par- acted for Produits Laitiers on its 14 million ticipated in the establishment of the joint Leading lawyers purchase of Rodich, a dairy products compa- ownership of the Damen Shipyards Okean in James Hitch ny. Ukraine by its client Damen Shipyards Olexander Martinenko Finally, the firm advised Ringier on regula- Group, along with another shipbuilding com- tory matters relating to its establishment of pany. the Free Media Ukraine publishing house, Other work has seen Shevchenko Chadbourne & Parke and the launch of one of the first foreign- Didkovskiy & Partners act for Getin Holding Chadbourne & Parke suffered a setback when owned newspapers in Ukraine. in the acquisition of 81.88% of shares of Volodymyr Baibarza joined Magister & Prykarpattya, a joint-stock commercial bank. Partners in May 2007, and peers believe it Leading lawyers The firm worked on the establishment of one would have “some sort of impact” on the firm. Volodymyr Baibarza of the world’s largest aluminium corporations But the practice has done pretty well in the Andrew Mac with the merger of client Rusal, Sual last 12 months to maintain its first-tier posi- International and the alumina business of tion. “It has lost Baibarza, but it is a well man- Glencore International. aged firm; it will be interesting to see how it Sayenko Kharenko At the time of writing, the firm was advis- copes,” said one rival partner. So far there Sayenko Kharenko is “the smart guy” on the ing a large brewery company in connection haven’t been many problems for the firm and market according to a rival, and the firm had with a planned acquisition of a leading its three partners and 16 associates from the an extremely active year in M&A in the last Ukrainian beer producer. Lastly, the firm was M&A department have the skill and contacts year. Name partner Vladimir Sayenko, along also in the process of advising a Swiss glass to retain their market standing. with Dmitry Taranik, acted for Arcapita Bank producer in connection with the acquisition Managing partner Jaroslawa Johnson and on Ukrainian aspects of the 650 million of shares of a Ukrainian glass plant. her team advised Amberger Kaolinwerke on acquisition of Paroc, a Finnish insulation the acquisition and subsequent restructuring products manufacturer. Michael Kharenko Leading lawyers of five Kaolin companies. Elsewhere, Asnova was also mentioned by a rival as a “great Armen Khachaturyan Holding consulted Chadbourne & Parke in lawyer to work with”. relation to a sale of a 65% stake in DC Other recent highlights included the firm’s Ukraine, a health and beauty retailer. assistance to Cosmote-Mobile DLA Piper Other highlights include advice to Crédit Telecommunications on its acquisition of DLA Piper is growing steadily in Ukraine, Agricole in a $254 million purchase of Index Germanos and its advice to Japan Tobacco on and was involved in several outstanding M&A Bank and the $140 million acquisition of the acquisition of Gallaher Group and a deals this year. The firm acted for the share- Morskoy Transportniy Bank on behalf of its tobacco factory in Ukraine. holders of a large Ukrainian financial group in client Marfin Popular Bank. The M&A market is seeing a lot of activi- the structuring and negotiation process for its ty, and Sayenko Kharenko is clearly benefiting sale to a foreign strategic investor. On anoth- Leading lawyers from this trend. The firm advised the share- er deal, the firm advised a Ukrainian industri- Jaroslawa Johnson holders of Alba Ukraine on the purchase of al group on legal issues relating to the estab- Adam Mycyk shares in Alba Ukraine from the EBRD and lishment of a holding company to control a other investors. Apart from this, the firm also Ukrainian commercial bank. Finally, DLA helped Itron acquire Actaris Metering Systems Piper conducted due diligence on the pre- Magister & Partners and its Ukrainian subsidiaries. acquisition of a Ukrainian bank on behalf of a Magister & Partners makes its way to the top Lastly, the firm advised LBO France British investment bank. tier after a successful year, and with the mar- Gestion on the 690 million acquisition of ket expanding, local firms like Magister are Cegelec Holdings and Total on the Ukrainian Leading lawyers making more of an impact on the market. In aspects of the acquisition of Cepsa, including Oleksandr Kurdydyk May 2007, the firm bolstered its practice, antitrust clearance in Ukraine. when Volodymyr Baibarza joined the firm as a Some of the clients the firm advised in the partner. Baibarza is one of the most respected last year were Aker Yards, Bank Austria Ilyashev & Partners personalities in the market, with more than Creditanstalt, Bank of New York Corporate Ilyashev & Partners makes it way to tier three 25 years of experience. Trustee Services, Finansbank, Metalloinvest for the first time in the IFLR1000 on the back One client recommended Andrew Mac and Orica. of some impressive mandates. The firm repre- and Roman Kolos as the firm’s premier M&A sented an Italian investment company on its lawyers. The duo, along with Oksana Leading lawyers entrance in the Ukrainian market and helped Ilchenko, advised Erste Bank der Österreichis- Michael Kharenko the same client in launching an investment chen Sparkassen in its $180 million acquisi- Vladimir Sayenko project in western Ukraine. The firm also tion of 100% of the share capital in Bank helped Metro Cash & Carry when it launched Prestige. its business in Kyiv, Dnepropetrovsk and Another key deal that the firm was work- Shevchenko Didkovskiy & Kharkiv. ing on in mid-2007 was the proposed acquisi- Partners tion of Ukrsotsbank by its client Banca Intesa, Shevchenko Didkovskiy & Partners had estimated to be worth $1.5 billion. The another consistent year in which it appeared www.iflr1000.com 2008 EDITION