25.10.2016

Arzinger’s team successfully completed its work on a project for the acquisition of shares of the PJSC “Ukrzukorteploizolyatsia” by Zeppelin International AG from the construction holding company TMM

In September 2016, Arzinger’s dedicated team successfully completed its work on a complex project for the acquisition of 98.0014% of shares of the PJSC “Ukrzukorteploizolyatsia” by Zeppelin International AG (the Client) from the construction holding company TMM due to the amicable settlement between the same parties.

The asset acquisition was the final step to enforce the award rendered by the Vienna International Arbitration Centre in favour of the Client in Ukraine with respect to multi-million debts under a foreign economic commodity loan contract. Due to our lawyers’ comprehensive strategic approach as well as their skills of conducting multilateral negotiations the dispute the companies were unable to settle since 2011 was resolved amicably. Also, real results were achieved to meet the Client’s main expectations and needs.

In total, the work on the project lasted for more than a year and included the efforts of our legal practitioners in international dispute resolution and arbitration, corporate law / M&A, real estate and construction, banking and finance, antitrust and competition law.

The project involved 15 lawyers led by Alesya Pavlynska, Senior Associate in Corporate law/M&A, and Oksana Karel, Senior Associate heading the International Litigation and Arbitration Group. The general project manager and team lead was Timur Bondaryev, Managing Partner, Head of Real Estate & Construction and Competition.

Within the project, Arzinger:

  • Represented the Client in Ukrainian courts of three instances in the course of recognition and enforcement of the arbitral award of the Vienna International Arbitration Centre (VIAC);
  • Carried out due diligence on the target company;
  • Provided comprehensive advice on risk elimination and structured the transaction;
  • Drafted transactional documents and security contracts;
  • Participated in numerous negotiations between the parties and successfully contributed to the amicable settlement of the dispute and the closing of the transaction;
  • Prepared the necessary documents and obtained merger clearance from the AMCU;
  • Fully accompanied the closing of the transaction;
  • Advised the Client on various corporate governance issues.

The main specifics of the project were its integrity (Arzinger involved its five practices in cooperation with a Big 4 international auditing firm), duration and complexity of negotiations. With the team of Arzinger, the deal was closed on the terms most favourable for the Client.