Avellum

AVELLUM is pleased to announce the promotion of Mykyta Nota to partner effective from 1 January 2022.

AVELLUM acted as the legal counsel to the parties in connection with obtaining merger control clearance from the Antimonopoly Committee of Ukraine for privatisation of Joint Stock Company “First Kyiv Machine-Building Plant” (“Bilshovyk Plant”).

AVELLUM was ranked as a Highly recommended firm in the 2022 edition of Global Competition Review 100 (GCR 100), a comprehensive listing of the world’s best competition practices. 

AVELLUM for the second time researched how the coronavirus outbreak affected the plans of businesses to purchase or sell assets or companies in Ukraine in the next 6 to 12 months. We surveyed over 90 owners, top managers, and heads of legal departments of Ukrainian and international companies in 2021.

On 14 August 2021, the majority of provisions of Law of Ukraine “On Stimulating the Development of the Digital Economy in Ukraine” No. 1667-IX, (“Law”) came into force.

Law of Ukraine “On Amendments to Certain Legislative Acts of Ukraine (Regarding the Unified Legal Fate of Land Plots and Real Estate Located on It)” No. 1174-IX, dated 2 February 2021 (“Law”), comes into force.

AVELLUM acted as the legal counsel to its long-standing client MHP in connection with investment into Ukrainian food-tech start-up Foodz. As a result of two rounds of funding, MHP received a minority stake in Foodz.

AVELLUM conducted a risk-based analysis of the client’s business model in terms of compliance with the newly-introduced regulatory framework and criminal liability risks in Ukraine. The central issue was a criminal investigation into illegal gambling allegations targeting a number of international online gambling companies. Our advice included development of the strategy for liaison with prosecution (including through international legal assistance means) and challenge of web-site blockage orders imposed by Ukrainian courts.

AVELLUM acted as the Ukrainian legal counsel to JSC “Kaspi.kz” (“Kaspi.kz”) in connection with the acquisition of 100% shares in Portmone Group (“Portmone”) by Kaspi Pay, a wholly owned subsidiary of Kaspi.kz.

The long-awaited Law of Ukraine “On amendments to the Land Code of Ukraine and other legislative acts to improve the governance of land relations and their deregulation” No. 1423-IX (“Law”) entered into force (save for certain provisions).

AVELLUM acted as the legal counsel to A-Development – one of the leading Ukrainian developers – on the construction of a real estate complex in the centre of Kyiv in the form of a joint investment with a business partner.

AVELLUM acted as legal counsel to investment company Concorde Capital and its partners on the sale of a 72% stake in a containerboard producing company.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with two loan agreements for a total amount of EUR116 million together constituting official financial support from France to Ukraine aimed at strengthening maritime safety and security of Ukraine.

AVELLUM acted as the Ukrainian legal counsel to its long-standing client Diligent Capital Partners (“DCP”), a private equity manager, acting together with the Dutch entrepreneurial development bank FMO (“FMO”), in connection with the acquisition of a minority stake in the leading Ukrainian feed producer Edinstvo Group. As a result of the transaction, Edinstvo Group obtained the USD20 million financing that it plans to use to construct a soybean processing plant, expand feed additives production capacity and install additional feed packaging lines.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with a USD1.25 billion notes issue with an 8-year maturity priced at 6.875% annual yield.

AVELLUM acted as the Ukrainian legal counsel to (і) the State Road Agency of Ukraine (“Ukravtodor”) on a debut USD700 million issue of 6.25% guaranteed notes due 2028 with a benefit of the sovereign guarantee, and (ii) the Ministry of Finance of Ukraine in connection with the sovereign guarantee. The notes were admitted to listing on the London Stock Exchange.

AVELLUM acted as the Ukrainian legal counsel to DTEK Group in connection with the debt restructuring under the two inter-conditional English schemes of arrangement for DTEK Energy B.V. and DTEK Finance PLC.

AVELLUM acted as the Ukrainian legal counsel to Interpipe Holdings Plc (“Interpipe”) on USD300 million issue of 8.375% guaranteed notes due 2026. The notes were admitted to listing on the Luxembourg Stock Exchange.

The long-awaited Law of Ukraine “On amendments to the Land Code of Ukraine and other legislative acts to improve the governance of land relations and their deregulation” No. 1423-IX (“Law”) entered into force (save for certain provisions).

AVELLUM acted as the legal counsel to A-Development – one of the leading Ukrainian developers – on the construction of a real estate complex in the centre of Kyiv in the form of a joint investment with a business partner.

AVELLUM acted as legal counsel to investment company Concorde Capital and its partners on the sale of a 72% stake in a containerboard producing company.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with two loan agreements for a total amount of EUR116 million together constituting official financial support from France to Ukraine aimed at strengthening maritime safety and security of Ukraine.

AVELLUM acted as the Ukrainian legal counsel to its long-standing client Diligent Capital Partners (“DCP”), a private equity manager, acting together with the Dutch entrepreneurial development bank FMO (“FMO”), in connection with the acquisition of a minority stake in the leading Ukrainian feed producer Edinstvo Group. As a result of the transaction, Edinstvo Group obtained the USD20 million financing that it plans to use to construct a soybean processing plant, expand feed additives production capacity and install additional feed packaging lines.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with a USD1.25 billion notes issue with an 8-year maturity priced at 6.875% annual yield.

Implementation of large-scale infrastructure projects is one of the key priorities of the Government for the upcoming years. The prospects of the infrastructure development look promising, and the sheer number of investment opportunities Ukraine can offer rises steadily.

AVELLUM assisted with the preparation and negotiation of the transaction documents and coordinated completion of the entire transaction. Notably, AVELLUM team advised on the disposal of the stake to Horizon Capital in 2018-2019.

Proceeds from the EBRD loan will be used to finance the procurement of 50 new metro cars (as well as related services and equipment). These metro cars will carry passengers on one of the Kyiv underground rail network lines. Such an upgrade of the Kyiv metro rolling stock is expected to encourage more people to use modern and efficient public transport instead of their private cars, reducing traffic congestion in Kyiv.

AVELLUM provided full legal support to the client in negotiating and drafting the transaction documents.

The PSA law, despite its comparatively rare usage, complies with the best industry practices and provides the parties with enough instruments to ensure, that the signed PSA will suit their needs. At the same time, the PSA industry receives less attention from the State and, therefore, is less successful in Ukraine, especially comparing to the recent concession reform, which drew an unprecedented amount of foreign investments into Ukrainian seaport infrastructure.

AVELLUM acted as the legal advisor to Furshet, a Ukrainian supermarket chain, on obtaining merger control clearance from the Antimonopoly Committee of Ukraine for the acquisition of control over Furshet’s retail assets by Fozzy Group.

Based on the data from the Organization for Economic Co-operation and Development (OECD), the world economy should say “gracias” to multinational enterprises (MNEs) for approximately 50% of the global exports, 33% of the world’s GDP, and 25% of the global employment. Huge amounts of capital moving back and forth between MNEs have eventually appeared on the radar of tax authorities in various jurisdictions. As a result, the OECD launched a massive plan to counteract aggressive tax planning called base erosion and profit shifting (BEPS) action plan.

AVELLUM advised on all largest private and sovereign Eurobond issuances and liability management transactions out of Ukraine in 2020. Despite the global turbulence during the year, we are proud to close 2020 with the following successful Eurobond offerings and liability management transactions:

AVELLUM acted as the Ukrainian legal counsel to Metinvest B.V. on:

AVELLUM acted as the Ukrainian legal counsel to major shareholders of AXDRAFT, a Ukrainian document automation company, on its sale to Onit. We advised on tax and corporate structuring, as well as transactional matters pertaining to major shareholders.

AVELLUM acted as the legal advisor to LLC “LVN Limited”, a part of Nemiroff Group (“Nemiroff”) on obtaining merger control clearance of the Antimonopoly Committee of Ukraine (“AMCU”) for the privatisation of a part of assets of Ukrainian State-Owned Enterprise of Alcohol and Liquor Industry “Ukrspyrt” (“Ukrspyrt”).

  AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine on the issuance by Ukraine of its new USD2 billion 7.253% senior notes due 2033 (“New Eurobonds”). The new issuance was combined with Ukraine’s first ever switch tender offer in relation to its outstanding USD-denominated 7.75% senior notes due 2021 and USD-denominated 7.75% senior notes due 2022. The New Eurobonds were admitted to trading on the regulated market of Euronext Dublin.

Mykola Stetsenko, managing partner, AVELLUM Foreign investors often have misperceptions about doing business in Ukraine. Below, I debunk the 5 most common myths, as well as 3 more that reflect the mot recent improvements in the business climate.

AVELLUM acted as the Ukrainian legal counsel to Argus Media Ltd on the acquisition of Agritel International, a subsidiary of Agritel, an expert provider of information, consulting, and forecasting on agricultural and agro-industrial markets.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with:

AVELLUM jointly with AGA Partners successfully represented a major CEE-based mining machinery producer in four disputes with a Hong Kong company before the ICAC at the Ukrainian Chamber of Commerce and Industry. The disputes arose under four separate contracts for the supply of mining machinery and equipment to Ukraine amounting to a total of almost EUR6 million.

AVELLUM successfully represented a Swiss agri-trading company (“Buyer”) in a London-based commodity arbitration initiated by one of major Ukrainian agricultural holdings (“Seller”). The dispute arose based on an Ex Works sale contract and concerned an alleged failure of the Buyer to make a payment.

AVELLUM acted as the legal counsel to UDP, a leading Ukrainian development company, on the acquisition of a 33.35% stake in Ocean Plaza, one of the largest shopping and entertainment centres in Ukraine and Europe.

AVELLUM acted as the Ukrainian legal counsel to the Black Sea Trade and Development Bank (“BSTDB”) in connection with a long-term secured loan to Limited Liability Company “Butsefal” and Prometey Swiss SA in the total amount of up to USD10 million.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a long term secured loan to Limited Liability Company “Novi Biznes Poglyady” (“NBP”) in the total amount of up to EUR52.5 million.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine on the second breakthrough issuance of Ukraine’s euro-denominated notes.

AVELLUM acted as the Ukrainian legal counsel to the Netherlands based Van Leeuwen Pipe and Tube Group on the acquisition of BENTELER Distribution Ukraine, a part of the international distribution division of BENTELER International AG.

AVELLUM acted as the legal counsel to UFUTURE on obtaining a merger control clearance of the Antimonopoly Committee of Ukraine for the partial sale of its stake in LvivTech.City.

AVELLUM acted as the Ukrainian legal counsel to Metinvest B.V. on:

AVELLUM acted as the legal counsel to Investment Capital Ukraine (“ICU”) on the sale of the remaining stake in alternative energy projects with total capacity over 200 MW to VR Capital Group (“VR”). The transaction covered the following solar power plants jointly developed by ICU and VR:

AVELLUM acted as the legal counsel to sellers on the sale of Smart Plaza Obolon, a newly constructed shopping and entertainment center in Kyiv. URE Holding Limited, a company from Dragon Capital Group, acquired the properties.

AVELLUM acted as the Ukrainian legal counsel to the joint lead managers, Citigroup Global Markets Limited and Deutsche Bank AG, London Branch, with respect to EUR600 million and USD335 million Eurobond offering of Naftogaz of Ukraine.

AVELLUM acted as the Ukrainian legal counsel to Cornerstone Partners, a co-owner of IT Kontrakt, a Polish IT Company, on the acquisition of CoreValue, a US-headquartered IT service provider with Ukrainian roots.

AVELLUM secured a favourable award to the client in a dispute at the GAFTA arbitration for a total amount of more than EUR1.5 million.

AVELLUM acted as the Ukrainian legal counsel to GROUPE ATLANTIC, a leading French HVAC company, on the acquisition of SST Group’s electric underfloor heating and water leakage control systems business.

Our traditionally strong position in the Ukrainian legal market was reconfirmed in 2019 edition of the Ukrainian Law Firms. A Handbook for Foreign Clients by Yuridicheskaya Praktika. AVELLUM’s recognition in 2019 now extends to 20 researched practices compared to 16 practices last year. 9 AVELLUM lawyers were listed as leading individuals or notable practitioners. 

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine on another milestone Eurobond deal. The issue by Ukraine of EUR1 billion notes with a 7-year tenor marks the first euro-denominated offering Ukraine has made in almost 15 years.

AVELLUM acted as the legal counsel to SM Invest Construction B.V., a solar PV plants developer, on the sale of shares in the holding company, which owns the underlying assets to develop a 148MW solar power plant in Mykolaiv region. Scatec Solar, a leading and globally acting solar energy producer, acted as the purchaser.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a long term senior secured loan to Limited Liability Company “Zunami” (“Zunami”) in the total amount of up to EUR3 million.           

AVELLUM acted as the legal counsel to Dobrobut, the leading private healthcare services provider in Ukraine, and its shareholders on the disposal of a minority stake in Dobrobut to Horizon Capital.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”>) and Nederlandse Financierings – Maatschappij voor Ontwikkelingslanden N.V. (“FMO”) in connection with a senior secured loan to LLC “Chysta Enerhiia-2011” in the total amount of up to EUR 24.5 million (and each 50%).

AVELLUM acted as the legal counsel to Investment Capital Ukraine (“ICU”) on the complex M&A transaction involving:

The GAFTA Board of Appeal satisfied in full the Client’s claim of approximately USD150,000 seeking compensation for damages specified in a washout agreement that were caused by the failure to comply with the contract.

AVELLUM secured a favourable award for the client in the International Commercial Arbitration Court at the Ukrainian Chamber of Commerce and Industry (“ICAC”) for a total amount of almost USD200,000.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a senior secured loan of up to EUR2.6 million to Negabarit-Service LLC (“Company”), a Ukrainian leader in the oversized and complex auto cargo transportations.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine in connection with two syndicated EUR-denominated facilities arranged by Deutsche Bank in December 2018 and March 2019 for the total amount equivalent to approximately USD1 billion.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) and the Black Sea Trade and Development Bank ("BSTDB") in connection with senior secured loans in the total amount of up to EUR36.3 million to Rengy Bioenergo LLC (“Loans”).

AVELLUM acted as the legal counsel on the merger of Public Joint Stock Company “MTB Bank” (“MTB Bank”) and Public Joint Stock Company “Commercial Bank “Center” (“Bank Center”). The merger was conducted under a simplified procedure introduced by the Law of Ukraine “On Simplifying Reorganisation and Capitalisation Procedures for Banks”, which became effective on 29 April 2017 (“Law”).

AVELLUM acted as the legal counsel to its longstanding client Kernel Holding S.A. (“Kernel”) on the acquisition of 100% of shares in Rail Transit Kargo Ukraine (“RTK-Ukraine”) worth, based on the enterprise value, USD64 million.

AVELLUM acted as the legal counsel to SM Invest Construction B.V., a solar PV plants developer, on the sale of shares in the holding company, which owns the underlying assets to develop a 120MW solar power plant in Mykolaiv region. Scatec Solar, a leading and globally acting solar energy producer, acted as the purchaser.

AVELLUM advised the client on minorities squeeze-out procedure followed by the successful corporate reorganisation of “Jacobs Douwe Egberts Ukraina” from a private joint stock company to a limited liability company.

AVELLUM successfully represented the client's interests in GAFTA arbitration in the dispute with a Swiss trading company. As the result of 8 months long arbitral proceedings, the tribunal satisfied demands of our client in full, for a total amount of over USD200,000.

AVELLUM acted as the legal counsel to EVO Group, the internet company behind Ukraine’s leading marketplace Prom.ua, in connection with its merger with Rozetka, the leading online retailer based in Ukraine.

AVELLUM is happy to announce that Viktoriia Morozova has joined the firm’s Energy and Infrastructure practice as an of counsel.

AVELLUM is happy to announce the promotion of Vadim Medvedev to partner effective from 1 January 2019. Vadim leads the firm’s tax practice and has an outstanding track record in the areas of international tax planning, transaction structuring, and succession planning matters. Vadim is also highly praised for successfully representing clients in tax litigation cases.

AVELLUM acted as the Ukrainian legal counsel to Private Joint Stock Company with Foreign Investments “Slobozhanska Budivelna Keramika” (“SBK”) in connection with the restructuring and refinancing of SBK’s debt, valued at approximately EUR20 million. Atlas Advisors, an independent investment banking firm, acted as the exclusive financial advisor to the SBK’s shareholders in connection with the restructuring of the credit portfolio, attraction of financing for the debt’s refinancing, and buy-out of SBK’s shares.

AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine on the USD2 billion sovereign Eurobond issue consisting of two tranches with 5.5 and 10-year tenor. J.P. Morgan Securities, Goldman Sachs, BNP Paribas, and Citigroup acted as joint lead managers on the transaction.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a senior secured loan of up to EUR1.3 million to Private Higher Educational Establishment "Kyiv Medical University" (“KMU”).

AVELLUM represented a Swiss Company (“Claimant”) in GAFTA arbitration dispute under CIF sale contract with an Egyptian company (“Respondent”) regarding compensation of damages in the form of demurrage and interest for the late payment for the goods.

AVELLUM represented UK citizen in Supreme Court dispute regarding return of wrongfully retained child to England. AVELLUM successfully represented a UK citizen in the Supreme Court of Ukraine (“Supreme Court”) in a dispute regarding the return of a wrongfully retained child to England.

AVELLUM advises Ukrainian investment firm on establishment of yet another joint venture in renewable energy sector

AVELLUM advises Diligent Capital Partners on acquisition of 16% equity stake in Allseeds

AVELLUM acted as the Ukrainian legal counsel to a private equity vehicle managed by responsAbility Investments AG (“responsAbility”) in connection with the acquisition of a shareholding in Bank Lviv. Bank Lviv is the first investment project of responsAbility in Ukraine. Further on, responsAbility intends to increase its stake in the bank to 51%.

AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a senior secured loan of up to EUR10 million (with an option to incease the loan up to EUR25 million) to Private Joint-Stock Company “Kyiv Cardboard and Paper Mill” (“KCPM”).

AVELLUM and A.G.A. Partners announced that two law firms have agreed to combine effective 9 July 2018. This strategic combination brings together renowned transactional practice of AVELLUM and experienced dispute resolution practice of A.G.A. Partners.

AVELLUM acted as the Ukrainian legal counsel to Uber on obtaining a merger control clearance from the Antimonopoly Committee of Ukraine for the creation of a joint venture with Yandex. The new company is valued at USD3.8 billion.

AVELLUM Advises Ukrainian Investment Firm on Establishment of Joint Venture in Renewable Energy Sector AVELLUM acted as the legal counsel to Investment Capital Ukraine (“ICU”) on the establishment of a joint venture with VR Capital Group to develop a 63.8 MW solar power plant in Khmelnytskyi region.

AVELLUM advises EBRD on UAH/EUR multi-currency loan to Nova Poshta AVELLUM acted as the Ukrainian legal counsel to the European Bank for Reconstruction and Development (“EBRD”) in connection with a senior secured loan of up to EUR9.5 million to Limited Liability Company “Nova Poshta” (“Nova Poshta”).

AVELLUM advises Nordcurrent on acquisition of Blam! Games Studios AVELLUM acted as the Ukrainian legal counsel to Nordcurrent on the acquisition of Blam! Games Studios. Nordcurrent is the largest game development studio in the Baltic region. Blam! Games Studios is a Ukrainian game development and animation studio, which has been cooperating with Nordcurrent since 2014.

AVELLUM Advises Joint Lead Managers on Issue of Hryvnia Denominated Eurobonds by Ukreximbank AVELLUM acted as the Ukrainian legal counsel to the joint lead managers with respect to UAH4.051 billion Eurobond offering by Joint Stock Company “The State Export-Import Bank of Ukraine (“Ukreximbank”).

AVELLUM Advises MHP on USD550 Million Eurobond Issue AVELLUM acted as the Ukrainian legal counsel to MHP SE (“MHP”) on USD550 million, 8 year, 6.95% Eurobond issue with the benefit of the guarantees from its Ukrainian subsidiaries. The joint lead managers on the transaction were J.P. Morgan Securities plc, London Branch of ING Bank N.V., and UBS Limited.

AVELLUM Advises on Largest Refinancing for Metinvest AVELLUM acted as the Ukrainian legal counsel to Metinvest Group (“Metinvest”) on the successful refinancing of its USD2,271 million debt consisting of USD1,592 million issue of new eurobonds (“new eurobonds”) and the amendment and restatement of its pre-export finance (“PXF”) facility allowing to secure USD765 million in the PXF facility.

AVELLUM Advises Horizon Capital on Disposal of Stake in Ergopack Group AVELLUM acted as the lead legal counsel to Horizon Capital and certain individuals on the disposal of 90% stake in Ergopack Group in favour of Sarantis Group.

AVELLUM Advises Ukrzaliznytsia on USD1 Billion Collaboration with General Electric AVELLUM acted as the Ukrainian legal counsel to Public Joint Stock Company “Ukrainian Railway” (“Ukrzaliznytsia”) on a USD1 billion collaboration with General Electric Company (“GE”). The project aims at renovating and modernising the locomotive fleet of Ukrzaliznytsia through a long-term joint collaboration for the supply of up to 225 new locomotives and modernisation of 75 currently operating locomotives. In 2018-2019, GE is expected to supply 30 new locomotives to Ukrzaliznytsia through a financial lease agreement with Joint Stock Company “The State Export-Import Bank of Ukraine”.

AVELLUM Advises Ministry of Finance of Ukraine on State-Guaranteed USD250 Million Loan to Energoatom AVELLUM acted as the Ukrainian legal counsel to the Ministry of Finance of Ukraine on the state-guaranteed USD250 million loan extended to State Enterprise National Nuclear Energy Generating Company “Energoatom”.=

AVELLUM Advises Shareholder of PJSC “Commercial Bank “Center” on Increasing Its Charter Capital AVELLUM advised Public Joint Stock Company “Commercial Bank “Center” (“PJSC CB “Center”), a regional Ukrainian bank, and its sole shareholder Mr. Hamed Alikhani on increasing the charter capital of PJSC CB “Center” to UAH200 million. AVELLUM advised the clients on a number of corporate, regulatory, and securities issues related to increasing the charter capital, and on further acquisition of new shares in PJSC CB “Center”.

AVELLUM Promotes New Partner and Counsels AVELLUM is pleased to announce senior promotions. Yuriy Nechayev was promoted to a partner at Corporate/M&A practice. In his new role, Yuriy will continue focusing on M&A, corporate law, and private equity.

AVELLUM Advises Deere & Company on Employment Issues Related to Acquisition of Wirtgen Group AVELLUM acted as the Ukrainian legal advisor to Deere & Company (“Deere”) on Ukrainian employment matters related to the USD5.2 billion acquisition of the Wirtgen Group.

AVELLUM ADVISES ING ON USD100 MILLION PRE-EXPORT LOAN FACILITY TO MHP AVELLUM acted as a Ukrainian legal counsel to ING Bank N.V. (“ING”) on a USD100 million secured pre-export revolving loan facility (“Loan”) to Myronivsky Hliboproduct Group (“MHP”), provided by ING together with Crédit Agricole Corporate and Investment Bank.

AVELLUM Advises AGCO on Merger Control and Concerted Practices Clearances for Acquisition of Precision Planting and Assets Owned by Monsanto Argentina and Monsanto Do Brasil