Banking and Finance is one of
the strongest practices of SEE Legal. SEE Legal
members provide legal services to leading international
and local banks and financial companies, including
some of the biggest banks in the region.
SEE Legal members provide comprehensive services
for the banking industry from assistance with
commercial transactions to a variety of issues
such as company formation, financing deals, privatizations,
bankruptcies, and real estate acquisitions, to
name a few. For example, SEE Legal members have
assisted in the privatization of many top-tier
banks in South Eastern Europe, advised on regulatory
and internal compliance, and assisted in the investment
deals of some of the largest and most reputable
names in business. SEE Legal members have acted
as leading counsel in many financing deals - commercial
loans valued at millions of dollars, corporate
and government bond deals, transactions financed
by large international aid institutions, leases,
derivatives, and credit agreements, as well as
in many project finance transactions.
A brief summary of a selection of the recent
experience in Banking and Finance of SEE Legal,
listed alphabetically by jurisdiction, is as follows:
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| Albania
- Counseling the following second-tier banks
and insurance companies:
- Alpha Bank,
- Emporiki Bank - Albania
- International Commercial Bank, a Malaysian-owned
bank
- EFG Eurobank Ergasias
- SIGAL
- Counseling Albanian Partner for Micro-Credits,
a USAID-funded corporation specializing in micro-finance;
- Advising Chemonics Inc. to lend to small
and medium-sized enterprises
- Advising World Vision, a global initiative
on small business micro lending
- Advising Vodafone Albania in a 100 million
USD financing by IFC and EBRD
- Advising Alpha Bank on a 90 million USD financing
in Cement industry by IFC and EBRD
- Advising the Ministry of Finance on the 126
million USD acquisition of the largest bank,
the Savings Bank, by Raiffeisen Bank
- Advising the Ministry of Finance in the sale
of 39 percent of shares in he state insurance
company INSIG
- Advising Lockheed Martin in the financing
of an air traffic management project
- Developed new legislation on (a) secured financing,
(b) financial leasing and (c) insurance
- Developing new National Accounting Standards
- Training credit officers of FEFAD Bank (currently
ProCreditBank), on property, secured financing,
and enforcement of claims
- Advised Matra Systems and Information on financing
of an energy project
- Training professionals on Money Laundering,
under a regional EBRD project to start 2005
Bosnia and Herzegovina
- Advised Privatization Agency of BIH –
Bank Unit on the actual issues of the privatization
of banks in Federation Bosnia and Herzegovina
and have prepared the legal opinions for the
government that have determined the way of privatization
of the largest banks in Bosnia and Herzegovina
- Advise The World bank Mission in Bosnia and
Herzegovina on different aspects of activities
in Bosnia and Herzegovina
- Advised the EBRD on:
- two equity investment in banks of Bosnia
and Herzegovina
- five loan agreements to banks in Bosnia
and Herzegovina
- an equity investment in a BIH company
- advised EBRD on the legal consequences
of merger of local banks to actual Unicredit
Zagrebacka banka d.d. regarding the existing
loan agreements;
- Advised EU:
- Loan Agreement with Bosnia and Herzegovina
- Advised OPEC:
- by concluding Agreement for the encouragement
and Protection of investment between Bosnia
and Herzegovina and The OPEC Fund
- on Line of Credit Agreement with UPI bank
Sarajevo;
- Advised Raiffeisen bank and HVB bank by the
acquisition of three local banks in Bosnia and
Herzegovina
- Advised Raiffeisen bank and HVB bank by the
acquisition of three local banks in Bosnia and
Herzegovina
- Represented HVB in the process of merger of
its two banks in Bosnia and Herzegovina
- Advised HBB bank and Bosnia bank international
on the restructuring of their assets regarding
the ownership of real estates
- Advised HVB, previously Bank Austria, on immovable
property leases, lease terms, site ownership,
employment matters, and loan documents
- Advised HVB bank on the validity and enforceability
of securities and financial documents
- Represented most of the local banks in the
different procedures by Federal banking Agency
Bulgaria
- Privatization of:
- the Bulgarian Post Bank, ranked as the
best deal among the top ten foreign investments
in 1998,
- Hebrosbank, ranked among the best ten
deals for 1999, and
- Bulbank, the biggest privatization to
date in Bulgaria.
- Performed due diligence on five of the largest
Bulgarian banks:
- Bulgarian Post Bank
- Expressbank
- Hebrosbank
- Bulbank
- United Bulgarian Bank.
- Advised on the establishment and licensing
of a local branch of ING Bank;
- Advised on the incorporation of a local subsidiary
of Demirbank, Turkey;
- Advised a syndicate of major international
banks and financial institutions (including
EBRD and Citibank) in connection with the financing
of the privatisation of the Bulgarian Telecommunications
Company (BTC) (2003-2004);
- Advises a banking syndicate, which finances
BTC’s operations post-privatization (2005);
- Advising on the provision of a syndicated
loan by international banks to an international
group of companies operating in the oil and
gas sector in Bulgaria;
- Look after custodian issues for:
- Bank of New York
- Citibank
- JP Morgan Chase
- Northern Trust
- Bank of America
- State Street Bank
- Brown Brothers Harriman,
- Melon Trust.
- Corporate secretary for Bulgarian Post Bank
and Bulbank;
- Advise on various regulatory and internal
compliance for local and international banks
in respect of their activity in Bulgaria (including
for instance on legal implications of Internet
based online banking services by Citibank in
Bulgaria);
- Draft rules and procedures for major local
banks such as Board Rules, Credit Rules, Banking
Secrecy Procedures, Money Laundering Procedures;
- Advised:
- on the rescheduling of the Bulgarian state
debt owed to the London Club, the institutional
creditor,
- JP Morgan and Salomon Smith Barney as
Joint Lead Managers on the global exchange
by the Republic of Bulgaria of its Brady
bonds for US Dollar-denominated and EURO-denominated
bonds and cash (value EURO 2 billion).
- Advised Chase Manhattan and Morgan Stanley
as the lead managers of the first issue by the
Republic of Bulgaria of Eurobonds of aggregate
principal amount EURO 250 million;
- Advised the Ministry of Finance of the Republic
of Bulgaria on derivative transactions under
the ISDA Master Agreement with the IBRD and
JP Morgan;
- Advised on the inaugural issue of Bulgarian
Eurobonds, the first major private placement
of corporate bonds by a Bulgarian corporation;
- Advised on:
- the first lease of a Western aircraft
to the Bulgarian national air carrier;
- the financings of motor vessels;
- the financings of Neftochim;
- equity and debt trading in Bulgaria by
foreign banks including Citibank.
- Advised ENEL on a €580 million project
finance transaction involving the modernization
of existing power generation units (Maritsa
East 3 Project) and on ENEL’s potential
interest in the € 1 billion Maritsa East
1 Project involving the construction under project
finance terms of a new power generation plant
- Advised a consortium of Italian and local
banks in respect of the financing (under project
finance terms) of the successful bidder in a
tender for issuance of a regional license for
gas distribution.
- Advised AIG, Inc. on the incorporation and/or
licensing of their life and general insurance
operations in Bulgaria;
- Advised Deutsche Structured Finance GmbH
on lease agreements for two Boeings 737 with
the national flag-carrier (Bulgaria Air) (2004);
- Advised Bulbank on the financing of the private
acquisition of the largest department store
in Bulgaria (TZUM) (2004);
Croatia
- Advised Hypo Alpe Adria Bank in the biggest
capital markets transaction in 2004 related
to a private equity fund;
- Advised a consortium of investors in the
project finance of the construction of the two
biggest motor highways in Croatia;
- Advised the Croatian government in the World
Bank-funded reconstruction of the biggest port
in Croatia;
- Local counsel on a regular basis to two banks
in Croatia;
- Counsel to one of the largest Croatian banks
on financial market transaction.
Greece
Advised in strategic sales and partnerships; in
particular, the drafting of Share and Purchase Agreements
and their negotiations, and the drafting of relevant
representations and warranties:
- On behalf of the BRITISH POST OFFICE, legal
counsels in the relevant bid, negotiations and
execution of the agreement for its appointment
as a development advisor to the HELLENIC POST
OFFICE (ELTA) for the period 1998-2000:
- internal reorganization and modernization
of ELTA through EU funding within the context
of the operational plan "Post-Office";
- Advised in the merger between the COMMERCIAL
INSURANCE Company and the HELLINOVRETANIKI LIFE
ASSURANCE S.A., which resulted in ALPHA INSURANCE
Company;
- Advised in the acquisition by HELLENIC BOTTLING
COMPANY (3E) of COCA-COLA BEVERAGES Ltd, an
anchor bottler of the COCA-COLA Company listed
on the London Stock Exchange, and advised in
the secondary offering of 3E´s shares
on the London and Sydney Stock Exchanges;
- Advised in the acquisition by HELLENIC BOTTLING
COMPANY (3E) of MOLINO BEVERAGES HOLDING S.A.,
an international anchor bottler of The Coca-Cola
Company;
- In 1999, advised in the sale of AGET-HERACLES
and HALKIS CEMENT, one of the largest Greek
industrial groups specialized in the cement
and building materials businesses, by CALCEMENTO
to BRITISH CEMENT INDUSTRIES (BCI);
- In 2000, advised in the sale of 24,000,000
shares of COSMOTE (one of the three Mobile Telecommunications
Companies in Greece) by TELENOR-B-INVEST, simultaneously
with the public offering and listing of the
shares of COSMOTE on the Athens Stock Exchange;
- In 2004, advised in the sale by Christos Rokas
and Georgios Rokas of 4,314,335 shares in METAL
INDUSTRY OF ARCADIA C. ROKAS, S.A., the largest
wind energy company in Greece, to IBERDROLA,
S.A.;
Rendered advice in Initial Public Offerings, particularly
in the context of privatisation:
- In 1992, on behalf of FRANCE TELECOM participated
in the first privatisation project of OTE, the
Greek public telecommunications operator:
- participated in the negotiations and
drafting of the agreements and licenses,
and
- o carried out the legal due diligence
on OTE and submitted a report to France
Telecom.
- For the account of the Hellenic Republic,
as the sole shareholder in the PUBLIC POWER
CORPORATION ("PPC"), and in cooperation with
the financial advisors ABN AMRO, NM Rothschild
& Sons, Goldman Sachs, Alpha Bank S.A. and National
Bank of Greece S.A.:
- acted as legal counsel in the public offering
and the subsequent listing of PPC on the
Athens and London Stock Exchanges in 2000
- 2001, and
- conducted the due diligence on the company
for the purposes of the LSE listing.
- For the account of the Hellenic Republic,
as the major shareholder in the PUBLIC POWER
CORPORATION ("PPC"), and in cooperation
with the financial advisors UBS Warburg, Deutsche
Bank AG, Alpha Bank S.A. and National Bank of
Greece S.A.:
- acted as legal counsel in the secondary
combined offering of PPC and the subsequent
listing on the Athens and London Stock Exchanges
in 2002, and
- conducted the due diligence on the company
for the purposes of the LSE listing of the
new GDRs.
- In 1998, advised in the share offering of
NATIONAL BANK OF GREECE ("NBG"), owned by the
Hellenic Republic, to institutional investors
in Greece and abroad;
- In 1999, advised in the share offering of
NATIONAL BANK OF GREECE ("NBG"), owned
by the Hellenic Republic, to institutional and
retail investors in Greece and abroad, and in
the listing of NBG shares on the New York Stock
Exchange.
- In June 1999, advised in the listing of ALPHA
BANK shares on the London Stock Exchange following
a GRD 31.5 bn international offer to investors;
- Advised in the EURO 300 million international
offer concerning EFG EUROBANK´s shares
through the issue of bonds and exchangeable
instruments;
Legal counsel in three out of a total of four securitization
projects in Greece:
- For the account of the Hellenic Republic and
the Consignments Depositary Loan Fund (Originator),
and in cooperation with the advisors Allen&Overy,
NBG Intīl Ltd., Freshfields, acted as legal
counsel in connection with the securitisation
of the Republic's future receivables from the
Consignments Depositary Loan Fund;
- For the account of Fitch, Ibca Duff &
Phelps and in cooperation with the advisors
Allen&Overy, BNP Paribas, Deutsche Bank
and Linklaters, acted as legal counsel in connection
with the securitisation of part of the Republic’s
receivables from the 3rd EC Support Framework;
- For the account of Morgan Stanley and in cooperation
with the advisors Allen&Overy and Linklaters,
acted as legal counsel in connection with the
securitisation of the Republic’s receivables
from Eurocontrol.
Advise in international exchangeable bond issues:
- The EURO 775 million international offer concerning
the shares of the National Bank of Greece through
the issue of exchangeable bonds and their subsequent
listing on the Luxembourg Stock Exchange;
- The EURO 300 million international offer concerning
the shares of EFG EUROBANK through the issue
of bonds and exchangeable instruments and their
subsequent listing on the Luxembourg Stock Exchange.
- The EURO 481 million international offer concerning
the shares of National Telecommunication Organization
(OTE) through the issue of exchangeable bonds
and their subsequent listing on the Luxembourg
Stock Exchange;
- The EURO 375 million international offer
concerning the shares of Hellenic Petroleum
(ELPE) through the issue of exchangeable bonds
and their subsequent listing on the Luxembourg
Stock Exchange;
- The EURO 119 million international offer concerning
the shares of Commercial Bank of Greece through
the issue of exchangeable bonds and their subsequent
listing on the Luxembourg Stock Exchange;
- The EURO 1,000 million international offer
concerning the shares of the National Telecommunication
Organization (OTE) through the issue of exchangeable
bonds and their subsequent listing on the Luxembourg
Stock Exchange.
Advised in bond issues (pursuant to law 3156/2003)
in 2004:
- Legal advisors to the Royal Bank of Scotland
in the:
- restructuring of the financing of a national
TV station,
- the subsequent issuance by the latter of
a bond loan of Euro 15,000,000, and
- its private placement to the Royal Bank
of Scotland.
- Legal advisors to AUTOHELLAS A.T.E.E (Hertz),
a Greek listed company, in connection with the
issuance of a bond loan of 100,000,000 Euro
to various Greek banks;
- Legal advisors to FRIGOGLASS S.A, a Greek
listed company, in connection with the issuance
of a bond loan of 35,000,000 Euro to various
Greek banks.
R. Macedonia
- The most experienced law office in establishing
private banks:
- Eurostandard Bank;
- Pro Credit Bank.
- Permanent local counsel of Export and Credit
Bank AD Skopje and Makedonska Banka AD Skopje
in:
- litigation and collection matters;
- preparation of loan documents and security,
- corporate and shareholders’ issues.
- Permanent local counsel of LBIS DOOEL Skopje,
first and biggest leasing company in Macedonia.
- Advised in share transfers and privatizations
of banks:
- advised the EBRD and the IFC in the largest
bank acquisition for 45 million Euro - Stopanska
Banka AD Skopje;
- advised the Sellers in the sale of the
majority stake of Kreditna Banka to Alpha
Bank SA from Greece,
- advised the EBRD in the acquisition of
shares in Komercijalna Banka AD Skopje,
- advised in the foreclosure procedure
against shares issued by Tutunska Banka
AD Skopje.
- Ad hoc counsel for several foreign banks,
such as:
- UBS SA Switzerland;
- ING Bank N.V. Vienna branch;
- Standard Bank London Limited,
- Eksportfinans ASA of Oslo.
- Regularly advises on financing Macedonian
companies:
- the EBRD;
- the IFC;
- the World Bank.
- Counsel to the SME Commercial Finance Fund
created by USAID and Crimson Capital Fund;
- Engaged by Raytheon Aircraft Credit Corporation
for a leasing transaction with the Government
of Macedonia;
- Engaged by Cessna Aircraft Company for a
sale transaction with the Government of Macedonia;
- Assisted in the creation of the insurance
company EUROLINK AD Skopje;
- Assisted the biggest pharmaceutical company
in Macedonia AD Alkaloid Skopje in a 17.4 million
Euro convertible loan transaction with the EBRD
and IFC;
- Deals with procedures at:
- the Central Bank
- central securities depository
- Securities and Exchange Commission
- Ministry of Finance.
Romania
Serbia & Montenegro
- Advised UniCredit on its potential acquisition
through privatization of Exim Banka;
- Advising ING on the restructuring and privatization
of Niska Banka;
- Advised on the final debt rescheduling agreement
reached in the Paris Club and provided a legal
opinion on its enforceability;
- Advised the EBRD on:
- Euro 60 Million loan to the City of Belgrade
for the purposes of development of transportation,
water supply and heating infrastructure;
- a direct investment in a Montenegrin
company engaged in gas production, marketing
and distribution;
- an equity investment in a Serbian company
engaged in juice, soft drinks and jam production;
- a loan to the commercial property development
Airport City,
5. a loan to GTC, a commercial property
development company engaged in the construction
of office space in Belgrade, and
- a loan to the Senta sugar facility.
- Advised Societe Generale:
- on its potential acquisition through privatization
of Ju Banka and A Banka (currently);
- on the VISA agreement with its Serbian
customers;
- on the construction of new headquarters,
- regularly - on securities documentation,
loan structures, and drafting documents.
- Advisor to EPIC Financial Advisors and the
International Finance Corporation in the debt
restructuring of the Dr. Simo Milosevic Institute,
Montenegro;
- Represent a consortium of 9 large European
Banks led by Bank Austria and WestLB in their
bankruptcy claims against a local steel company;
- Advised HVB, previously Bank Austria, on
immovable property leases, lease terms, site
ownership, employment matters, and loan documents;
- Advise on the validity and enforceability
of securities and financial documents:
- ING Bank,
- Export Development Corporation Canada.
Turkey
- Acted as legal advisor in syndicated loan
transactions to the Agent, Arranger, and Lenders:
- Societe General S.A. USD 100,000,000;
- Kocbank A.S. USD 200,000,000;
- Turkiye Is Bankasi A.S. USD 300,000,000,
USD 250,000,000 (to Agent and Banks), and
USD 100,000,000 (to Bank);
- Akbank T.A.S. USD 300,000,000 and USD
350,000,000 pre-export finance syndicated
loans;
- Turk Dis Ticaret Bankasi A.S. USD 200,000,000
(to Agent and Finance Parties);
- Turkiye Garanti Bankasi A.S. EUR 240,000,000,
USD 325,000,000, and EUR 350,000,000.
- Acted as legal advisor in capital markets
transactions to the Managers:
- Turkiye Ekonomi Bankasi A.S. (TEB) offering
of 8,000,000,000 shares in units and global
depository receipts;
- Export Credit Bank of Turkey USD 350,000,000
notes,
- Turkiye Halk Bankasi EUR 150,000,000 bearer
notes.
- Acted as legal advisor in securitization
transactions:
- (to the initial purchaser) Turkiye Garanti
Bankasi A.S. USD 150,000,000, and (to purchaser)
USD 150,000,000 in diversified payment rights
securitization;
- (to arranger, facility agent, security
agent, and cash administrator) Turkiye Vakiflar
Bankasi T.A.D. USD 150,000,000, and securitization
of cross border payment rights,
- (to the arranger) Finansbank A.S. USD
150,000,000 trade and diversified payment
rights securitization, and Yapi ve Kredi
Bankasi A.S.
- Advised in M&A transactions on behalf
of acquirer:
- acquisition of a Credit Lyonnais Turkey
branch office by the Turkish subsidiary
of a major French bank;
- incorporated Citibank A.S. and advised
Citibank in the acquisition of its branch
office in Turkey;
- (major US bank in the acquisition of shares
of Turk Ekonomi Bankasi A.S., a publicly
traded Turkish bank;
- major French bank in the acquisition
of a major Belgian bank’s shares in
a Turkish bank,
- acquisition of shares of Bank Ekspress,
a Turkish bank.
- Advising on various financings in construction
projects:
- in the hotel industry – for example,
USD 100 million for the Hotel Renovation
Project of numerous hotels around Turkey,
USD 30 million for the Hyatt Regency, for
the Ciragan hotel and Swissotel projects;
- in infrastructure development of motorway
projects and highways – many multimillion
motorway projects; example, approximately
USD 104 million construction of the Ankara-Pozanti
motorway project; example, USD 140 million
construction of Black Sea Coastal Highway;
- in infrastructure development of state roads
– multimillion state road projects; example,
USD 90 million construction of the Bursa Ring
Road;
- Advised in project finance deals:
- for power plant construction and development
– for example, in the approximately
USD 1.6 billion construction of lignite-fired
thermal power plant Elbitsan B, in the USD
942 million Izmit Water Supply Project,
in the approximately USD 175 million Doga
gas turbine thermoelectric combined cycle
TPP, in the Marmara Ereglisi I and II natural
gas power plant projects, in many pipeline
projects, as well as pumping irrigation,
hydro-electric, solar energy, wind power,
Windpark, Windfarm, TUPRAS, and environmental
protection projects;
- for TURKSAT-2A Communication Satellite
System, USD 150 million project;
- for commercial vehicle manufacturing plants
– for example, the USD 105 million
such financing.
- Advised in multimillion syndicated loan transactions
for:
- Turkiye Vakiflar Bankasi;
- Volkswagen Dogus Tuketici Finansmani
A.S.;
- Societe General;
- Kocbank A.S. and Koc Holding;
- Turkiye Is Bankasi;
- Akbank T.A.S., Turkiye Garanti Bankasi
A.S., and many others.
- Advised in capital markets transactions:
- for the issuer in the IPO of major Turkish
automotive entity;
- registered and launched in the Turkish
market various Citigroup, Fidelity Investments,
and Franklin Templeton foreign funds;
- for the sellers, in the equity offering
of the first soccer team to go public Galatasaray;
- in the debt offerings of Turk Exim Bank,
Iktisat Bankasi, Turkiye Halk Bankasi, Ford
Otosan, Coca Cola Bottling Company Turkey.
- Advised in securitization transactions:
- for the Arranger, in the Akbank T.A.S.
credit card securitization;
- of numerous multimillion diversified payment
rights and cross-border payment rights.
- Advised in multiple deals with fixed income
debt securities issued by the Republic of Turkey;
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