Greenberg Traurig has provided advice on Cyfrowy Polsat's acquisition of Polkomtel, the operator of the “Plus” mobile network.
The transaction creates what Greenberg Traurig describes as "the largest media and telecommunication group in the region and one of the largest corporations in Poland."
Greenberg Traurig advised Cyfrowy Polsat on all aspects of the transaction, starting from negotiating investment agreements with shareholders of Metelem (the parent entity of Polkomtel), including the European Bank for Reconstruction and Development. Based on the agreements Cyfrowy Polsat acquired shares in Metelem in exchange for its own new shares with a total issue price close to PLN 6.15 billion. Subsequently, Greenberg Traurig provided advice on the issue of the new shares and in negotiating an agreement with the minority shareholders of the company, as well as in drafting the prospectus for the purpose of having the new shares admitted to trading on the Warsaw Stock Exchange. The final workstream was to refinance the existing indebtedness of Cyfrowy Polsat. From a consortium of more than 20 financial institutions led by ING, PKO BP and Societe Generale, the Company raised new loans totaling PLN 3 billion, which enabled it to repay its existing term loan facility and Senior Secured Notes (totaling in excess of PLN 1.9 billion as at the end of 2013).
The advice provided by Greenberg Traurig also included changes in the debt structure of the Metelem group following its takeover by Cyfrowy Polsat, in respect of the intended repayment of the debt under the PIK Notes (more than USD 260 million).
"We are happy to have worked for our long-term client, assisting in the creation of Poland’s largest media and telecommunication group. Our involvement in the takeover of Polkomtel by Cyfrowy Polsat was a natural consequence of our participation in Polkomtel’s acquisition in 2011, which was Poland’s largest leveraged buyout transaction. We are even more pleased that after nearly ten months of efforts, consisting of a range of extremely complex M&A and financing components, the project has been closed in line with the timetable and to the satisfaction of the client’s business expectations” said Jaroslaw Grzesiak, Managing Partner of the Warsaw office of Greenberg Traurig, who led the team of Warsaw and London lawyers on the deal.
Legal issues related to the acquisition of Metelem and the issue of shares by Cyfrowy Polsat were coordinated by Partners Stephen Horvath, Rafal Sienski, and Pawel Piotrowski, and firm attorneys Paulina Kimla, Nicky Maan, Christopher Ives, and Mateusz Zalenski. Issues related to debt refinancing were coordinated by Partner Andrzej Wysokinski, with support from Partners Emma Menzies and Frank Adams, and attorneys Paulina Kimla, Magdalena Bachleda-Ksiedzularz, Gary Bellingham, and Godric Shoesmith.