Kategorie: News

act legal Poland (legal advisor) and Upper Finance Med Consulting(transactional advisor) supported Silver Dental Clinic’s owners during the sale process.

Silver Dental Clinic offers highly specialized services, including a unique range of orthodontist ones. The clinic makes use of advanced digital technology. It is made up of 6 units, a radiology lab with digital diagnostic equipment, an orthodontic lab and a training room.

Transaction-related legal services for the dental clinic’s former owners were provided by act legal Poland. The scope of the law firm’s works included negotiations covering the sale of shares, lease of premises in which the clinic runs its operations, and support in deal closing.

The project was handled by Piotr Smołuch (attorney-at-law, Managing Partner) and Sebastian Sury (attorney-at-law, Partner).

“For some time now, we have seen the growing popularity of private dental services and their increasing market share,” says Piotr Smołuch.

“This is yet another instance of our cooperation with Upper Finance,” adds Sebastian Sury.

The Polish dental market is currently worth PLN 11bn and despite accounting for just 3% of the European market, it has the potential to keep growing at the pace of approx. 10% year-to-year. This growth is propelled primarily by the rapidly increasing popularity of private services that make up as much as 80% of the dental market. Only a third of Poles use National Health Fund (NFZ)-reimbursed services, while public spending on this medical segment constitutes just 2.5% of NFZ’s budget.

“The increasing share of private spending on dental care is related to easier access to technology that improves patients’ comfort and meets a broad array of their needs. This trend is further promoted by the fact that the society is becoming richer and more aware of a simple truth that a beautiful smile often comes with a successful life,” says Joanna Szyman, Deputy President at Upper Finance Med Consulting.

Upper Finance Med Consulting experts have taken note of the ongoing process of market consolidation by investors:

“This trend is perfectly understandable, given the highly dispersed nature of the Polish market, quick technological growth, cut-throat competition from large medical groups, and challenging expectations of patients. Investors appreciate clinics in which highly advanced services, incl. orthodontics, form a large share,” says Marcin Śmigielski, Project Manager at Upper Finance Med Consulting.

act legal Germany supports ADAC with the launch of its new online travel portal. It bundles the travel agency activities of the 18 ADAC regional clubs in a global web presence – not only for members.

Dr. Florian Wäßle, LL.M. and Anna Gatzweiler support the largest automobile club in Europe with the preparation, negotiation and review of all necessary contracts, including IT project contracts, provider contracts and coordination with all regional associations and the ADAC e.V. in Munich as well as all contractual partners and service providers.

act legal Poland (BSWW) has consulted Heli Aviation Service Sp. z o.o. on the purchase of the state-of-the-art AW169 helicopter manufactured by Leonardo S.p.A., an Italian company that is the worldwide industry leader (formerly AgustaWestland). Belonging to the AWFamily of products, the AW169 is the latest-generation 4.5 tonne class twin-engine helicopter.

Lawyers from act legal Poland were supporting Heli Aviation Service Sp. z o.o. throughout the process of helicopter acquisition. The scope of services included support in negotiations and deal closing, as well as delivery and registration of the first AW169 model in Poland. The project was handled by Marek Wojnar, attorney-at-law and one of the Managing Partners leading the law firm’s Italian Desk. He was supported by Magdalena Piotrowska, trainee legal counsel.

“We are pleased with the confidence our partners placed in us. Purchase of a helicopter is generally a challenging transaction, even more so when it has to be carried out under complex actual or legal circumstances. In this case, we had to cooperate (among others) with a partnering law firm from the UK. This is yet another example of a comprehensive range of activities taken by our Italian Desk which does not only work with Italian investors in Poland, but also supports Polish investors in their transactions in Italy,” says Marek Wojnar.

In April a new member belonging to the Wallis-group entered into the Hungarian car-sharing market, which provides its exclusive services as a member of the internationally recognized and well-known DriveNow-franchise that has formerly proved in many European countries.

From act legal Hungary Dr. Márton Karika (managing partner, attorney-at-law), Dr. Gábor Horváth (attorney-at-law) and Dr. Tibor Nyitrai (junior associate) assisted DriveNow with the preparation of the complete legal documentation necessary for the Hungarian market entry and service operation.

act legal Poland (BSWW) has advised on Rank Progress’ sale of over 8 hectares of investment land worth more than PLN 75m net.

On May 09, 2019, Rank Progress S.A. entered into another amending annex to the investment agreement with Vantage Development S.A., aimed at defining the rules and stages of a joint investment project involving a residential estate with complementary retail and office functions, i.e. Port Popowice in Wrocław. The document specifies the principles of joint venture’s acquisition of perpetual usufruct to land and partners’ additional financial contributions.

Additionally, act legal Poland was supporting Rank Progress S.A. with respect to return assignment of the investment land by BOŚ S.A.

Michał Wielhorski, Managing Partner, acted as the team leader. The team was made up of Mateusz Prokopiuk, Senior Associate, and Małgorzata Wąsowska, Partner and Head of Tax.

“We have been advising Rank Progress from the very start of its joint venture with Vantage Development, covering the highly ambitious and unique project of Port Popowice,” says Michał Wielhorski.

Port Popowice combines a former inland port with sophisticated architecture, contemporary design and functional spaces. The project, whose implementation is going to take roughly 10 years, involves development of approx. 2,500 apartments, modern office areas (14,500 m2) and commercial premises (17,000 m2). The renewed dock is going to be the heart of the whole project.

act legal Germany advises Tristan Fund on the acquisition of a five-storey office with a nine-storey tower section for around €64 million. The property with a rental area of around 24,000 m² is located in Heidelberg’s Bahnstadt, which is the town’s most established central business district. In addition, research and development areas are available in three separate halls. Tristan Capital Partners aquired the commercial property from Roland Ernst Grundstücks-Fonds 8 GmbH & Co. KG, Heidelberg – a former Falk-fond company.

Constantin Plenge, Executive Director at Tristan, said in Tristan’s press release: “Heidelberg is a very attractive office market for Tristan’s institutional investor clients, as in recent years the city has been characterised by low vacancy rates, robust rental growth and rising capital values. This investment is located in the prime office district and offers significant opportunities to add further value through active asset management.”

The transaction was structured as an asset deal. One of the main difficulties of the transaction was that one of the anchor tenants in the property had a right of first refusal on two of the three halls, which he has since exercised, which now requires a division of the complex technical infrastructure of the property.

The team of act legal Germany, AC Tischendorf, was headed by Dr. Tara Kamiyar-Müller and Dr. Matthias Müller, MBA, who were supported by Jessica Zenz-Spitzweg.

A consortium of investors together with the management acquired the business operations of rewards arvato services GmbH, a group company of Arvato Bertelsmann, by way of an asset deal. 

The parties agreed not to disclose the purchase price. The transaction has already been consummated.

Arvato, being a division of Bertelsmann, is an internationally active services company. Its approximately 30,000 employees in nearly 30 countries develop and implement innovative solutions for business customers from around the world. These include SCM solutions, financial services and IT services.

The acquired business unit, now operating under the firm name Coloyal GmbH, develops and operates individual programs to identify, gain and bind loyal end consumers, business clients or employees.

The company’s international clients include commercial enterprises, airlines, financial service providers, insurances, and consumer goods as well as car manufacturers.

Counsel investors: 

act legal Germany: 

Dr. Sven Tischendorf, MBA; Fabian Brocke, LL.M. (both Corporate/M&A), Marcus Columbu (Commercial); Dr. Stephan Schwilden, MBA (Employment); Dr. Florian Wäßle, LL.M. (IP, Data Protection); Sarah Landsberg (Real Estate); Dr. Nina Honstetter (Corporate/ M&A)

Background: 

act legal Germany has a long-standing client relationship with the investor consortium, advising the client(s) comprehensively for many years. The firm has advised the consortium on several transactions in the past. 

The renowned Compliance expert Dr. Thomas Altenbach has become part of act legal Germany in April 2019.

He claims: “I am very much looking forward to working at act legal Germany. Together with a great team, we want to establish tailor-made solutions for compliance and corporate defence and further strengthen the firm’s visibility in this area.”

Dr. Thomas Altenbach is specialized in the conception and implementation of compliance management systems, in supporting the implementation of digital solutions connected to AI (LegalTech) as well as advising prestigious technology, manufacturing or financial services companies on corporate defence.

He built his reputation as head of legal and compliance at Daimler and as head of litigation and internal investigations Germany and later EMEA Financial Crime Compliance at Deutsche Bank.

External press releases (in German only):

• Article in Juve
• Article in LTO

Michal Pálinkás was named a partner of act legal Czech Republic (ŘANDA HAVEL LEGAL) on 1 April 2019. Michal has been working at act legal Czech Republic since 2008. Currently he focuses on corporate law and M&A. 

Michal has contributed to a whole range of acquisitions, especially in the areas of internet services, commerce, industry and TMT. He has a superior grasp of the legalities of operating companies, actively participates in meetings of all company bodies and implements diverse types of changes in companies, including transformation of companies. Besides his native language Slovak, Michal is proficient in Czech, English and Hungarian.

„Michal is an excellent lawyer and thanks to his experience and working enthusiasm he is a great asset to the firm and its clients. I am delighted that he has decided to continue with his professional career in our firm,“ says Martin Řanda, Managing Partner of ŘANDA HAVEL LEGAL.

act legal Germany „distinguishes itself strongly from other law firms through its personal support and the practicability of its solutions“ – we are very happy about the recommendations in The Legal500 EMEA 2019 in “restructuring” and “employment”. Congratulations to the recommended lawyers Dr. Sven Tischendorf, MBA, Dr. Stephan Schwilden, MBA, Dr. Matthias Müller, MBA and Fabian Brocke, LL.M.

The Legal500 also underlines the importance of act legal: “with the formation of a partnership alliance with act legal in May 2017, the team’s workload has become increasingly international”.

Read the full ranking for employment here and for restructuring here.