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Oleh Malskyy |Eterna Law
Market trends in 2016 can generally be described as volatile and unpre-
dictable. Several deals on the market were quite large and those counsels were lucky to take part in them. Generally, we had a good year. Case volume decreased substantially. There are only a few deals on the market, which are purely cash-based. Debts seem to be prevailing in many areas. Distressed assets and the sale of banks on the rights of demand to further enforce are under collateral prevail on the M&A market or deals that are really small and mid-size in value prevail on the market. It can be basically stated that the M&A market has decreased substantially, continuing its contraction over the last couple of years.
Disclosure procedures are becoming more burning, some due to the general trend of allocating the source of funds, refusal to deal with politically damaged persons and absolute transparency, working with offshore companies, while doing deals the old-fashioned way becomes more and more difficult.
The banking sector also requires substantial disclosure of clients and the sources of funds, which forces transactions to basically be put on hold or dragging on for substantially long periods of time to secure, so that their payment or esquire mechanisms work well.
As for legal practice areas and industries which are developing, I could name corporate law practice, protection of minorities, shareholders agreement are being introduced, which is a substantial move in corporate law.
However, in practice only a few clients are seriously considering reform of such legal structures and introducing mechanisms as a current stage it is mostly survival, and not really a development stage with their businesses. Development of the practice is to be expected, but there are few signs to indicate that the market will develop. Everybody is learning to live in new realities and as I expected, a couple of good deals will be happening next year. We see quite a lot of interest from foreign investors in the agricultural, logistics, transportation sectors and after those newcomers we believe there will be new more positive signs for the economy and legal profession too.
Baker McKenzie traditionally has a strong international client base and has significantly enhanced its positions among Ukrainian clients. Throughout 2016 the firm was particularly active in pharma and healthcare, agribusiness, infrastructure, banking and finance, energy, real estate; acted for private equity funds and financial institutions. The firm is top counsel in the banking sector. The team, as led by partner Ihor Olekhov, completed a complex share sale deal for Eurobank Ergasias S.A. which disposed of its Ukrainian subsidiary, Universal Bank, in favor of TAS Group. Another landmark project is acting as legal counsel to Cargill, a leading international agricultural company, in respect of an agreement between representatives of Cargill and MV Cargo to enable MV Cargo’s construction of a new port terminal in Yuzhny. The Ukrainian team commands an unmatched track record in healthcare M&A. Olha Demianiuk, counsel, received strong market feedback as a strong M&A practitioner, and focuses on advising pharmaceutical and healthcare clients. The team is experienced in privatization and acted as a legal counsel to the State Property Fund of Ukraine in connection with the planned privatization of Odesa Portside Plant. The Kyiv practice has advantage in a support from the established London based and CIS-focused English qualified team. Viacheslav Yakymchuk, M&A and private equity partner, is noted for deep transactional focus. The team has been also strengthened with Andrii Moskalyk, senior associate.
Sayenko Kharenko is among the national leaders with well versed practice covering the full range of M&A and corporate law matters. The key areas of strength include agriculture, financial services, FMCG, healthcare, insurance, IT, media and retail. The team is present across domestic and cross-border M&A, and often acts as a Ukrainian law counsel in terms of global big ticket deals. For example, the team advised Shanghai Giant Network Technology Co. on the Ukrainian aspects of the USD 4.4 billion acquisition of Playtika Ltd. The firm is known for advising landmark transactions for the Ukrainian market, i.e. the team acted as a legal counsel to Aegon Group on the sale of 100% shares in PrJSC Insurance Company Aegon Life Ukraine to TAS Group and supported the sale of shares in the Ukrainian Exchange and PFTS Stock Exchange. The firm commands a sizeable team, which is led by partners Vladimir Sayenko, highly regarded M&A and antitrust expert, and Andrei Liakhov, focused on cross-border corporate transactions and securities regulations. Counsels Svitlana Kheda, Dmytro Korbut, Alina Plyushch and Oleksandr Nikolaichyk were at the forefront of the majority of the projects handled by the firm in 2016.
AVELLUM is among key transactional Ukrainian law firms, enlisted for major international and domestic deals. The team advised Allergan Inc. on Ukrainian law matters in connection with a USD 40.5 billion global sale of part of Allergan’s business to Teva; advised Canada Pension Plan Investment Board on acquisition of a 40% stake in Glencore Agricultural Products. With the exceptionally good standing in corporate finance, the firm is among major counsels for M&A in the banking sector. For example, it advised Raiffeisen Bank International AG and PJSC Raiffeisen Bank Aval in connection with the acquisition of 30% of shares in Aval by the EBRD. In 2016 the firm rendered support on Ukrainian investments abroad, and advised Farmak on the acquisition of a Polish line of business. Managing partner Mykola Stetsenko maintains a reputation of a high-end M&A lawyer, and handles a big scope of transactional mandates on the market. Yuriy Nechayev, counsel, is noted for a very active M&A practice throughout the past year.
Being often named proactive, Ukrainian firm AEQUO rapidly added to its track record of domestic and cross-border transactions with particular industrial extension in agro, banking and finance, consumer and retail, TMT, energy life science and healthcare. In the recent highlight, the team advised Viasat World Limited in the process of acquisition of Viasat Ukraine LLC, a major provider of digital satellite television services in Ukraine, from Modern Times Group. The three-partner strong M&A practice acts on a number of significant domestic deals that effect state of play in various industries. For example, advised Epicenter K, the largest Ukrainian DIY retail chain, on acquisition of a controlling stake in Vinnitsa Agro-Industrial Group. It also offers expertise in restructuring, venture investment, general corporate assignments, and winding up, sanctions regime. The strong roster of local clients (Vodafone Ukraine, Nova Poshta, Starlightmedia Group, Mosquito Mobile, the leading chains of private medical clinics Dobrobut, ATB Market and Novus Ukraine, UBG, NCH Capital) is enhanced with expanding international clientele (George Soros’s Ukrainian Redevelopment Fund, Viasat World Limited, SONAE Group, Trussardi, UniCredit Group, Uralkaliy, Lohika). Yulia Kyrpa, partner, is in front of transactional scope in the banking sector. Anna Babych, partner, head of corporate/M&A, is a non-practicing solicitor (England and Wales), and spent a highly active transactional year. Denis Lysenko, managing partner, is recognized for his extensive background and involvement in antitrust and tax practices.
DLA Piper is experienced in transactional work and general corporate matters. Over the past year the office advised on a number of high profile M&A projects, and expanded its recent transactional portfolio. The office is chosen by international majors and local business groups. Thus, the team advised DCH Group in the transaction of gaining full control over the chain of Karavan trading and entertainment centers via acquisition of stakes from the partners; advised Georgian Industrial Group on acquisition of a 29.29% stake in Ukrainian insulin producer JSC Indar from Polish biotechnological company Bioton S.A. The team often acts in the banking sector, and advised AHBB in a transaction on disposal by UniCredit of 99.9% held in PJSC Ukrsotsbank in exchange for a minority stake in ABHH. Galyna Zagorodniuk, partner, received strong endorsements for handling transaction work. Her focus includes manufacturing, life science, retail, FMCG. Both legal directors Alla Kozachenko and Illya Muchnyk are noted for transactions, general corporate work and securities. Margarita Karpenko, managing partner, supervised the team for many years.
The reputed team of CMS Cameron McKenna showcased its growing transactional performance, and also offers its clientele day-to-day legal support in Ukraine. In the Ukrainian market the office stands out for stellar dedication to energy, wealth expertise in private equity, banks, agriculture and machinery. The busy transactional team advised MV Cargo on the USD 100 million joint venture with Cargill for the construction of a new grain terminal in the Ukrainian Black Sea port of Yuzhny. As a stellar energy practice, the team advised NAFTA a.s. in connection with the establishment of a joint venture with Cub Energy Inc., an upstream oil and gas company. The well-established CEE network enables benefits for regional mandates. The firm provided advice to DECAPTERUS S.A.R.L. on the EUR 175 million sale of Hamé to the food group Orkla. English law expertise is an advantage for cross-border mandates. Notably, the Kyiv-based corporate and private equity partner Graham Conlon received endorsements for strong general corporate expertise during reviews from peers. The key practitioners of the team are Olga Belyakova, Tetyana Dovgan and Vitalii Mainarovych.
With the enhanced cross-border capabilities, Dentons succeed in winning new big stake mandates for cross-border M&A and joint ventures. The office also provides regular corporate advice to subsidiaries of international corporates in Ukraine. Its recent industry focuses include agriculture, energy, infrastructure, financial services, pharmaceuticals, telecommunications and automotive. The office is among the main counsels in the energy sector, and notably it currently advises GESS Consulting on a number of acquisitions in Ukraine’s energy sector; and represented Serinus Energy on the sale of 70% of shares in KUB-Gas to Burisma, a private natural gas producer operating in Ukraine. Others on its client roster include Cub Energy, Henkel, Turkcell, Noble Resources Ukraine, Human Rights Watch. The sizeable team includes 5 partners and 7 dedicated lawyers. The Kyiv practice is led by office managing partner Oleg Batyuk. Adam Mycyk, a US-qualified attorney, is well-recognized for M&A work; Volodymyr Monastyrskyy is highly active in corporate matters, compliance and employment areas.
Asters stands out through its impressive roster of clients active across a range of industries: banking and finance, food processing and agriculture, energy, real estate and construction, pharmaceuticals, telecommunications, automotive. The firm often acts as a local counsel in the course of global mergers, cross-border and domestic deals, establishment of JVs, corporate restructurings, and had a renowned expertise for a wide scope of regulatory work, corporate governance and compliance. The firm is very visible for its many years of work with financial institutions; acted as a legal counsel for the EBRD in connection with acquisition of 40% of the share capital in UkrSibbank, the capital increase of UkrSibbank by UAH 3.29 billion and ‘debt to equity’ swap. Asters regularly supports a wide array of international names on corporate matters, including market entries and exits. The practice advises Molson Coors, Visa, Wizz Air, Monsanto, Boeing Ukraine, ED&F Man Holdings, Tyco Electronics, Arysta LifeScience SAS and others. The practice featured the involvement of five firm partners, namely Armen Khachaturyan (known for many years practice in banking and finance, and energy), Vadym Samoilenko (renowned corporate lawyer), Oleksiy Didkovskiy (managing partner referred for general corporate expertise, telecom projects and dispute resolution). Svitlana Chepurna and Oleksiy Demyanenko actively handled recent corporate instructions of clients.
The Ukrainian office of Jeantet, a French international law firm, facilitates advice on multijurisdictional transactions, evolving M&A, JVs, intra-group sale, corporate restructuring, corporate governance, structuring of distribution of dividends. The firm commands a solid portfolio of international clients, especially of French origin. Jeantet acted as a legal advisor to Logoplaste on pre-closing restructuring of its operations in Ukraine, sale of a Ukrainian subsidiary. The office is a port of call for global deals and, in particular, the team gave advice to Micro Focus International plc relating to acquisition of a number of IT companies, including one located in Ukraine. Illya Tkachuk, counsel, is a seasoned practitioner and key figure in the practice.
Market newcomer Kinstellar, which launched in March 2016, assembled a group of experienced corporate practitioners, and possesses the practice among its cores. Throughout the past year the office actively attracted solid mandates, including M&A, establishment of JVs, corporate governance issues. Notably, the office was present across global acquisitions, in particular, advising Arkema S.A., a leading specialty chemicals and advanced materials company, on its acquisition of shares in DBEW Holding B.V.; McCormick Inc., a US-listed company and largest producer of spices, proprietary seasoning blends, herbs, extracts, sauces and marinades, on the M&A deal related to acquisition of Italian company Enrico Giotti S.p.A., an Italian spice house. Other publishable clients are Ferrexpo, Hemo Medika, Mitsubishi, UBER, Ukrbud. Additionally, the team tapped to advising Ukrainian state authorities on corporate reforms related to Ukrainian state enterprises. Kyiv office managing partner Kostiantyn Likarchuk leads the team, which includes Iryna Nikolayevska, counsel, head of the department, and Olena Kuchynska, managing associate.
Arzinger is active right across M&A and restructuring projects. Recent practice highlights involve representation of the leading telecommunications operators in the CIS market in connection with the acquisition of a systems integration business and the subsequent reorganization of the relevant group. The firm gives advice to a Ukrainian investment company on investments in a number of businesses; and advised Zeppelin International AG in acquisition of shares in one of the assets of TMM Group, a local construction firm. Arzinger’s clients come from the agrarian, food processing, real estate, pharma and telecom sectors. Anna Zorya is the lead partner. Managing partner Timur Bondaryev contributes with his wealth of commercial expertise, and heads the firm’s strong real estate practice.
The fast-growing Integrites, an international law firm of Ukrainian origin, continued completion of its network and transactional capacities. The firm’s recent portfolio encompasses domestic and cross-border M&A, comprehensive structuring mandates. The firm advised Dragon Capital on acquisitions of logistics centres in Kyiv Region. Well regarded as a bright transactional lawyer Svyatoslav Sheremeta (previously — co-head of Legal Department at Dragon Capital) joined as a partner to head the corporate and M&A section. Dr. Julian Ries is another Munich-based dedicated partner.
Operating as an independent Ukrainian law firm, Redcliffe Partners preserves its presence in transactional work and continues to get mandates from multinational companies. The firm advised EM&F Group on the sale of Smyk, a leading retailer of children’s apparel, toys and accessories in Poland, to Bridgepoint, an international private equity fund. Another highlight is advising Yildirim Group, one of the leading globally diversified industrial groups in Turkey, on all legal aspects relating to the participation in the privatization of Ukraine’s Odesa Port Plant. Redcliffe is one of the most frequently hired counsels by the EBRD, and advised the EBRD on an increase of a shareholding in Ukraine-based Raiffeisen Bank Aval. The firm is developing its compliance offering and hired Ario Dehghani counsel, who moved from Hogan Lovells to lead the dedicated niche. The sizeable force is led by partners Dmytro Fedoruk (M&A) and Rob Shantz (corporate). Zoryana Sozanska-Matviychuk, counsel, is another important name in this practice.
EVERLEGAL is a transactional focus team, proactively wining international and local clients, with the primary focus on oil and gas, renewable, agribusiness, IT and pharma. This dynamic firm is experienced in structuring cross-border M&As and JVs, and extended its recent portfolio with private equity funds. In particular, the team advised a Ukrainian agricultural holding in connection with the acquisition of a foreign-owned agricultural business in Ukraine; advised on the sale of a minority stake in a web-based, digital market research business to a Ukrainian investor. The energy practice represented a Ukrainian developer of renewable energy projects on setting up a joint venture with a large Ukrainian industrial and investment group in relation to development of several renewable energy projects. The practice is led by Yevheniy Deyneko, managing partner. Another corporate partner, Andriy Olenyuk, is involved extensively in renewable energy matters.
The highly regarded corporate practice of Vasil Kisil & Partners regularly handles corporate work, representing clients from aviation, real estate, construction, agrarian, pharmaceuticals, financial, telecom sectors. It was active lately in corporate and restructuring issues, cross-border and domestic M&A, as well as assistance with privatization matters. The firm advised the concern NICMAS (formerly known as UkrRosMetal) on the corporate restructuring of its group which included more than 30 Ukrainian and foreign companies; advised CEN Biotech Inc. with the intra-group restructuring of the participation structure in Ukrainian subsidiaries. The firm worked as a local counsel to MTG, a Swedish mediaholding, on the sale of its Ukrainian pay-TV channel business subsidiary Viasat Ukraine, LLC to Viasat World Limited. The projects are led by counsels Volodymyr Igonin and Anna Sisetska. Partner Alexander Borodkin, who is also known for his extensive track record of real estate projects, heads the practice.
Wolf Theiss is continuously involved in supporting both inbound and outbound investments. Amongst the leading sectors of clients’ interest and projects are banking, insurance, renewable energy, mining and agriculture. With its established CEE network, the firm is mandated for regional M&A. For example, it advised OSRAM, a leading global bulb producer, on the carve-out of the traditional light bulb business to separate it from a new brand, LEDVANCE, in the production of halogen bulbs, energy-saving bulbs and certain LED. Given the established presence in the energy sector, its office provided advice to AMIC on the EUR 3.8 million acquisition of two Ukrainian companies that are engaged in the business of operation of refueling stations in Ukrainian airports. Oksana Volynets, Olena Kravtsova, Olga Ivlyeva, Sergii Zheka are guided by Kyiv managing partner Taras Dumych.
Eterna Law (previously known as AstapovLawyers international law group) is traditionally present across regional CIS mandates. Having added two offices — in Latvia (Riga) and Germany (Düsseldorf) after the merger with Baltic Business Group, the amalgamated team entered the European market. The firm rendered advice to energy and telecom players, a slew of IT companies and startups, FCMG, pharma industries. In terms of scope, it retained focus on M&A and JV transactional work, investment structuring, cross-border restructuring, sensitive issues that have arisen out of the status of Crimea and sanctions, as well as giving advice on privatization in Ukraine (potential privatization of Odesa port). At present the team advises Show4Me, the British startup, crowd funding platform. Other clients include Dior and AFK Systema. Additionally, the team members are enlisted for their expertise within high stake corporate disputes. The team is led partner by Oleh Malskyy, renowned rainmaker. Maksym Uslystyi, head of the Kazakhstan branch, was promoted to partner.
Corporate and M&A practice is one of the key legal practices of EY in Ukraine. The team has solid experience of general Ukrainian corporate law matters, local and cross-border private M&A deals, including those governed by English law. The practice works closely with other service lines and possesses a “one-stop shop” approach. Further strength includes advisory on corporate governance and private equity. EY develops a financial and operational performance improvement program and corporate development plan for the Kyiv Metro System. The team has recently had plenty of instructions on liquidations and exits from the Ukrainian market. On the M&A front, EY has advised Altran, a global leader in engineering and R&D services, on acquisition of Lohika, a software engineering services firm; and rendered advice to Euroins Insurance Group in connection with the acquisition of HDI Strakhuvannya from Talanx International. Albert Sych, partner, is at the fore of the practice. The projects involve other partners Vladimir Kotenko and Igor Chufarov, Iryna Kalyta, director, Bogdan Malnev, senior associate.
International Legal Center EUCON centers its practice around supporting Polish investors in Ukraine, as well as expansion of Ukrainian firms into Poland. It has become the primary choice among domestic counsels for those Ukrainian businesses that entered Poland, and rendered developed investment models and corporate structuring for outsourcing of production facilities to Poland. Other areas of expertise include general corporate and regulatory matters, corporate compliance and shareholders disputes. Among the active clients are Amica Wronki, S.A., Plastics-Ukraine, Hans Einhell Ukraine, AEROMEX, and some new ones, in particular, IPR Group, World of High Technologies; EU VegOils Group, Agrocenter Poland. The firm operates through two offices, with the one in Kyiv headed by Yaroslav Romanchuk, and the Warsaw one by Ihor Yatsenko.
The sizeable commercial, corporate and M&A practice of ILF (Inyurpolis Law Firm) follows an industry-wise approach. Clients include major IT sector players; highly sophisticated companies of industrial and household chemicals, retail, cosmetics industries; agrarian companies focused on selective agriculture and alternative energy. The team’s offering ranges from business structuring, high-profile contracts, as well as corporate acquisitions and asset deals (e.g. Hemo Medika Group, BASF, DCH, Provectus). Stand-out features of the practice are its PPP expertise with the recent focus on the healthcare sector, support of sophisticated technology contracts, while the recent M&A focus falls within the agrarian sector. The practice is co-headed by two partners, Anton Zinchuk (mostly known for dynamic work in IT) and Artem Naumov (agribusiness dedication). Tetiana Gavrysh, managing partner, contributes with her wealth of general expertise to the most complicated corporate instructions.
Given its established presence running into many years on the market, the legal team of KPMG Ukraine enhances its positions by rendering advice on M&A, restructuring, compliance. The team is particularly noted for handling tax advisory. M&A side is featured with supporting deals in the agrarian, IT, energy sectors. The team supported Huurre Group Oy, European freezing equipment manufacturer, in an exit strategy through a management buy-out of a Ukrainian subsidiary. In the past year the legal team, as guided by Yuriy Katser, senior counsel, head of legal, was consistently chosen for corporate and business restructuring, for a range of industries, i.e. Volvo Ukraine, Medochemie, Cloudberry Mobile AS, Sanoma Media Russia & CEE B.V., Hearst Communications, Inc, ACP Ukraine and others. Oleg Chayka, director, handles M&A tax advisory and international corporate taxation.
Attorneys Association PwC Legal, a member of PwC’s international network of firms, benefits from its broader capabilities and geographical reach. The legal team enjoys an impressive client base (Dyckerhoff Ukraine, JT International Ukraine, Oriflame Cosmetics Ukraine, LG Electronics, Honda Motor Europe Limited, Toshiba Corporation, Oschadbank). The office is a point of choice for many international industry leaders with their business operations in Ukraine, as structuring investments and winding up, corporate governance, restructuring, and facilitating advice on acquisitions and joint ventures. The team supported a series of M&A projects of different sizes and industries (including FMCG, banking, auto, technologies). PwC Legal was mandated by Bohnenkamp, AG to support the Ukrainian part of a transaction related to its partial acquisition of Starco Group business, including two Ukrainian subsidiaries of Starco. The practice is led by Andrey Pronchenko, managing partner, supported by team members Alexey Katasonov, Igor Yatsyshyn, Anna Lypska, Olga Melnychenko and Vladimir Zabudskiy.
In 2016 Spenser & Kauffmann rapidly extended its capacities as a domestic law firm, expanding its scope of projects. In a recent highlight the firm advised on corporate restructuring, structuring of M&A, regulatory and securities advice, and is supported by its litigation force. The firm is active in agribusiness, renewable energy, technology, finance, construction, automotive. Among the clients to note are Yuyue Home Textile Со., Agrospetsservis, UKRAVTO, Alfa Bank, Metal — Service, Yandex.Taxi Ukraine, Gillsoft Technology. Regular client UKRAVTO, a major carmaker, distributor and services provider in Ukraine, enlisted for advice on corporate restructuring and development of a new optimal corporate model; Yuyue Home Textile Со, Chinese textile company, has received support for an investment project to construct a factory producing and processing flax. The team leaders are Igor Chernysheko, partner, head of corporate, and Nickolas Likhachov, counsel, head of M&A, banking and finance. Managing partner Valentyn Zagariya is known for experience in structuring investment funds and international corporate restructurings.
Ilyashev & Partners, a Ukrainian law firm that recently added a new office in Tallinn (Estonia), possesses recognized dispute expertise. The firm acts in high value shareholders disputes, property rights, corporate recovery and insolvency. The firm raised cross-border transactional visibility, corporate restructuring and reorganization. In the client list are BTA Bank, SE Antonov, Algol Ukraine, ArcelorMittal Kryvyi Rih, Group DF, Ukrplastic, Ukrrichflot, E Winter Capital Advіsоrs, Danone, ISTIL Management, Olam Ukraine. It advises Port of Vitino on restructuring of the group of companies in order to minimize risks associated with its bankruptcy. Partners Mikhail Ilyashev and Roman Marchenko are the main figures.
Gramatskiy & Partners enjoys a loyal following of its long-standing clients, advising across a wide spectrum of their assignments, in particular, share capital increase, shares transfer and sale, corporate governance and control, corporate structuring and restructuring. The M&A performance of the firm centers to intra-group transactions and restructuring within holding structures. Amongst notable highlights is advising Fun Food Family on acquiring shares in several restaurant chains; and covering a full range of corporate matters for its client — City Capital Group in course of widely known projects ART ZAVOD PLATFORMA and FOOD FESTIVAL PROJECT. The head of the 8-lawyer strong practice is Yuriy Zabiyaka. It benefits from the leading name of Ernest Gramatskiy, a renowned general practitioner.
GOLAW, a Ukrainian law firm, is focused on regular advice to local and foreign companies on everyday doing business issues. The corporate practice maintains established following from such international names, like Red Bull, Marks & Spencer, GAP, Zara, Bershka, Oysho, Stradivarius, Massimo Dutti, Merkator Medical and others. Corporate structuring, governance and restructuring matters, as well as corporate rights purchase is part of the workflow of late. The firm expanded its geographical reach by establishing two regional offices in Lviv and Odesa. The key practitioners of the corporate practice are Maksym Lebedev and Iryna Kalnytska, supervised by senior partner Sergiy Oberkovych.
MORIS GROUP renders advice to clients from the agrarian, building and energy sectors, and is increasingly often seen in private clients and asset management assignments. The firm represented Ivano-Frankivsktsement Eternit on the purchase of shares in Lopatyn Peat Briquettes Plant. The group rendered legal support for restructuring the holding company CemInWest and handled multijurisdictional structuring of an individual’s private capital. The group is traditionally active in litigation and represents Lukor PJSC, LUKOIL Group, in a corporate dispute on recognizing a client’s decisions in general shareholders’ meetings as invalid. The firm started complex advisory on behalf of the Football Federation of Ukraine. The practice is co-headed by two partners, namely Maryan Martynyuk and Oleg Paryliak.
Established in October 2015, N&D (since 2016 an independent Ukrainian law firm, previously a member of Andreas Neocleous & Co International LLC) has corporate and M&A among its core offerings. The firm was active on the market in 2016 in providing legal advice to Ukrainian companies on several M&A deals complicated by multiparty ownership rights. Thus, the team gave advice to a big agricultural company on acquisition of a plant; provided buy side deal support on investment in a coffee processing and manufacturing plant. Another important highlight was advising a group of private investors on investing in a project on construction and management of a large transshipment grain terminal. The team is led by managing partner Andriy Dovbenko.
VB PARTNERS is engaged in corporate structuring/restructuring, corporate governance advice, market exits and divestments, as well as representation in specific litigation. The firm is a constant choice by established clientele out of CIS industrial groups. The team recently rendered legal support on acquisition of business for the production of electric transformers and represented an investment fund in a dispute regarding collection of dividends. Partners Denys Bugay and Oleksandr Lukyanenko are the primary contacts of this team.
The team of Sytnyk & Partners (previously part of Schoenherr Ukraine) has a following of German speaking clients, mandating it for corporate work. In a recent highlight the firm advised MANN+HUMMEL on a broad range of Ukrainian law following acquisition of filter production business of Affinia Group. Recent work includes advising a large German based media, services and education company, on restructuring of the businesses of its Ukrainian subsidiary and further spin-off procedure implementation. Artem Sokurov, counsel, and Denys Sytnyk, managing partner, are the primary contacts.
Given its bold footprint in domestic litigation, EQUITY (called FCLEX up till June 2017) law firm is in the main seen in shareholder disputes and resolution of corporate conflicts. The firm regularly acts for industrial and energy incentive majors, in particular, represented the interests of Ferrexpo Poltava Mining in corporate dispute lasting since 2005. Another sound representation is acting for investor Andriy Adamovskiy in a dispute with a former partner, namely Estonian investor Hillar Teder, regarding the shopping center in Kyiv Sky Mall. In this past year the firm became increasingly involved in the creation, reorganization and liquidation of legal entities. Viktor Barsuk, Andrey Nikitin and Oleg Malinevskiy are the points of contact.
The Ukrainian office of Peterka & Partners, a Czech law firm with a sharp CEE regional focus, utilises comprehensive corporate offering, from incorporation, corporate governance and shareholders representation, M&A. The firm advised Tikkurila on the sale of its subsidiaries in Ukraine and Belarus to FarbaHouse OÜ. The main contacts are
Tatiana Timchenko, partner, and Taras Utiralov, managing associate.
Law Offices of OMP preserves its primary dedication to agrarian clients. The office is enlisted for sectoral investments, corporate structuring, M&A. The firm recently rendered complex legal support to Vinnytsia Agro-Industrial Group on the sale of company assets to Epicenter K. This dedicated partner team includes Yaroslav Sverdlichenko, Igor Ogorodniychuk, Kyryll Levterov.
Lexwell & Partners, a local team with regular popularity among industrial majors, particularly active in energy and infrastructure projects recently; advises on general corporate issues and M&A. The firm acted for Yura-Cement-Fabriken AG (CRH Group) in the acquisition of a 49% stake in LLC Cement on the territory of Ukraine from CIMENTO E PRODUTOS ASSOCIADOS, S.A.; gave advice to Amstar on gaining control over the client’s Ukrainian companies. Andrey Kolupaev is the main point of contact in the firm.
KM Partners commands a notable strength in corporate restructurings, M&A and divestment projects, as well as seamless tax advisory enabling the mitigation of transfer pricing risks during transactions on the territory of Ukraine. Among the team’s key features is M&A within the focus on the individual business functions (such as manufacturing, logistics, sales) and further optimization of organizational and operational expenses. The clients come from agriculture, energy, technology, manufacturing. Partners Alexander Minin and Maxim Oleksiuk are the key contacts.
LCF Law Group is predominantly known as a domestic litigation force, instructed for handling corporate disputes, property rights controversies, corporate governance and control. This past year the group expanded its offering with corporate advice within investment projects, notable in field of infrastructure. The industrial coverage of clients extends to banking, finance, agriculture, energy. Counsels Julia Atamanova and Olena Volianska, Artem Stoyanov, senior partner, are involved in the practice. Anna Ogrenchuk, managing partner, is the key contact.
SDM Partners consider the practice to be among its cores, being enlisted for corporate restructuring, structuring investments and joint venture projects, as well as a Ukrainian counsel within multijurisdictional projects. The firm rendered advice to clients from banking and finance, machinery, medicine, food industries on corporate restructuring relating to announcing Crimea a free economic zone. Dmytro Syrota and Ilya Soykis are the primary contacts.
ANK Law Office, a renowned legal player in Odesa Region, reported on increasing number of client queries on determining the ultimate beneficial owners, especially in case of attraction of external financing or restructuring of existing loans. The firm has also traditionally acted in projects related to business restructuring and related regulatory work. The major clients in 2016 are HPC Ukraina, HHLA, GNT Group, VA Intertrading, IQ Martrade Holding GmbH, STRABAG, JC Risoil Terminal. Maxim Karpenko, lead partner, is supported by Maxim Kyrylyuk and Elena Koch.
The corporate and M&A practice of ECOVIS Bondar & Bondar is a choice for such primary industries as insurance, agricultural, aviation, real estate sectors. Among the notable clients are Ukraine International Airlines, Reso Group, LLC Interavia, Yara International ASA, Amadeus Group, Lufthansa Group, Aerohandling, Danske Commodities, Europcar Ukraine, Bionorica SE (Germany), OPower Inc. (USA), Advent International. M&A and restructuring featured in the firm’s portfolio. It represented a group of private investors in connection with acquisition and corporate restructuring of its gold ore business in Africa. The lead partners are Oleg Bondar and Oleksandra Nikitina.
Ante Law Firm is one of the brightest teams in the aviation sector. The firm successfully represents one of the shareholders involved in a corporate conflict surrounding a Ukrainian airline. Moreover, in 2016 the team performed a full audit of corporate structure and relations in a group of four companies — Technomedex group, and was enlisted by the Council of Europe’s office in Ukraine for corporate structure analysis of media entities in Ukraine and drafting an audition commission statute for the Ukrainian public broadcasting company. Reputed in the aviation field, Andriy Guck is lead partner and the firm’s main rainmaker.
Aleksey Pukha and Partners regularly advises on entry to the Ukrainian market and structuring foreign investments. Over the past year the firm supported large Belarusian construction company Silbud on entry to the Ukrainian market of technical equipment, registration of investments and subsidiary company; legal support for a Bulgarian medical clinic Q-well on signing of investment contracts, registration of subsidiary company to provide plastic surgery services. Aleksey Pukha is the main contact.
Juscutum Attorneys Association has recently performed on a vast scale in restructuring of clients for further entry to the EU market, supporting IT Team and Mobius; and structuring clients corporate structures for further investments, like Geozilla, PiBox, Letyshops and others. The team also acts on asset and share deals. The corporate practice is led by Ruslan Redka.
Throughout the past year Lavrynovych & Partners received instruction for shares acquisitions, cross-border corporate structuring, business reorganizations, ownership issues and traditional strength of the firm in the field of dispute resolution. Partner Olena Zubchenko is the main point of contact.
Gryphon Legal is noted for its focus in the financial sector, being a legal advisor of banks and financial, factoring, insurance and other types of companies regarding corporate structuring, business restructuring; optimization of the ownership structure, sectoral acquisitions. The firm offers tax planning support and compliance, handles a wide scope of regulatory work, supporting banks, financial, factoring, insurance companies. Helen Lynnyk is the main point of contact.
ENGARDE provides corporate law support to clients on a daily basis and performs transactional work. The 5-lawyer practice is led by two partners, Andriy Vyshnevsky and Roman Ognevyuk.
Advice Group is among the active counsels operating in Lviv and Western regions. During 2016 the team provided legal services to Ericpol LLC, Ukrainian PJSC Ericsson subsidiary on executive body structure amendment. Anton Podilchak, managing partner, is the main contact.
Dmitrieva & Partners advises agricultural, energy, industrial, shipping clientele on corporate and M&A assignments.
A review by peers revealed a number of names referenced for expertise in corporate and M&A, namely Peter Teluk and Olena Bilozor (Salkom — Squire Patton Boggs), Maria
Orlyk (CMS Reich-Rohrwig Hainz).
Foreign Counsels / Regional Desks
Allen & Overy is one of the most active international counsels working, among others, on Ukrainian deals. Most recently, the London-based team, which includes partner Simon Toms and senior associate William Samengo-Turner, advised Shanghai Giant Network Technology Co. Ltd on the USD 4.4 billion consortium-led acquisition of Playtika and subsidiaries, the online social and mobile gaming arm of Caesars Interactive Entertainment. Budapest-based partner Hugh Owen heads Allen & Overy’s South Eastern Europe Desk. The key partners are located in Hungary, Slovakia, Poland, Russia, UK and Germany.
In 2016 Herbert Smith Freehills has been increasingly visible throughout corporate finance mandates evolving in Ukraine. Around 20 lawyers across the global network are involved in Ukrainian matters. Evgeny Zelensky, partner and Margarita Slavina, senior associate, advised MHP S.A. on the exchange of grain growing assets Voronezh Agro in Voronezh Region of the Russian Federation for Agrokultura in the Lviv, Ternopil and Ivano-Frankivsk Regions of Ukraine. Key partners Evgeny Zelensky and Tomasz Wozniak are based in Moscow and London, respectively.
Linklaters is among key foreign advisors on cross-border M&A transactions. The team in Warsaw, guided by partner Daniel Cousens, advised UniCredit on English law matters in the course of disposal of a 99.9% stake in PJSC Ukrsotsbank, an asset of UniCredit Group in Ukraine, in exchange for a minority stake (9.9%) in ABH Holdings S.A.
- Oleg Batyuk (Dentons)
- Olha Demianiuk (Baker McKenzie)
- Yevheniy Deyneko (EVERLEGAL)
- Oleksiy Didkovskiy (Asters)
- Taras Dumych (Wolf Theiss)
- Dmytro Fedoruk (Redcliffe Partners)
- Ernest Gramatskiy (Gramatskiy & Partners)
- Margarita Karpenko (DLA Piper Ukraine)
- Armen Khachaturyan (Asters)
- Andrei Kolupaev (Lexwell & Partners)
- Alla Kozachenko (DLA Piper Ukraine)
- Andrei Liakhov (Sayenko Kharenko)
- Denis Lysenko (AEQUO)
- Oleh Malskyy (Eterna Law)
- Volodymyr Monastyrskyy (Dentons)
- Illya Muchnyk(DLA Piper Ukraine)
- Adam Mycyk (Dentons)
- Yuriy Nechayev (AVELLUM)
- Iryna Nikolayevska (Kinstellar)
- Alina Plyushch (Sayenko Kharenko)
- Vadym Samoilenko (Asters)
- Svyatoslav Sheremeta (Integrites)
- Anna Sisetska (Vasil Kisil & Partners)
- Albert Sych (EY Ukraine)
- Illya Tkachuk (Jeantet)
- Valentyn Zagariya (Spenser & Kauffmann)
- Galyna Zagorodniuk (DLA Piper Ukraine)
- Anna Zorya (Arzinger)