Banking & Finance
In 2013 Sayenko Kharenko has shown deals in cross-border financings for the total amount of over USD 5.5 billion both in the state and private sectors. The international finance team is guided by top-ranked partners Michael Kharenko and Nazar Chernyavsky and is regularly enlisted to act on benchmark projects. For example, in 2013 the team represented Sberbank on USD 750 million syndicated loan to the Government of Ukraine; represented VTB Capital on USD 168 million loan facility to DTEK; advised J.P. Morgan on several loans to PrivatBank. The firm also advised on over 10 project financings to Ukrainian borrowers aimed at implementing energy-saving technologies and acted on a number of debt restructurings of cross-border financial instruments. Counsel Anton Korobeynikov is another important figure in the practice. Senior associates Yuriy Draganchuk, Olexandr Olshansky, and Igor Lozenko are on the firm’s up and coming list.
Avellum Partners has attained an impressive share of the market of corporate borrowings representing both borrower and lender clients. Syndicated, secured, pre-export and commodity trade finance facilities, restructuring mandates featured the formidable workload of the team. The team was used to act across benchmark transactions. For example, it advised Donetsksteel on the USD 500 million syndicated preexport finance facility extended by the syndicated of banks; advised ING Bank N.V. in connection with a USD 100 million sunflower oil pre-export loan facility to Myronivsky Hliboproduct Group; acted as Ukrainian law counsel to UkrLandFarming group on the loan agreements extended by Landesbank Berlin AG with support from Euler Hermes and EKF. Noteworthy, the firm is increasingly present in transactions involving the international financial institutions. In particular, the banking team handled representation of the EBRD on a seven-year loan of EUR 3.1 million and a 15-year loan of EUR 1.1 million from the Clean Technology Fund. Glib Bondar, partner, heads the 7-lawyer practice and is totally dedicated to the practice, as endorsed by the recent poll.
Asters bolstered its banking and finance offering, while key areas of its activity cover banking, M&A, equity investment, syndications, bilateral loans to Ukrainian companies and subordinated lending to Ukrainian banks, as well as debt restructuring. International financial institutions continued to instruct Asters on its numerous finance deals, for example, EUR 54 million debt and equity financing to Axzon A/S, a leading Eastern European pork producer, extended by IFC. Other recent mandates include advising EBRD in connection with USD 50 million long-term loan to Novus; and representation of the EBRD, IFC and Black Sea Trade and Development Bank (BSTDB) on the USD 180 million secured lending to Concern Galnaftogaz, a major Ukrainian petroleum distributor. The firm stands out for its impressive debt restructuring caseload. To name a few, the firm acted for Swedbank in negotiations on restructuring of debts owed to the client by eight Ukrainian corporate debtors, as well as represented the client in insolvency proceedings against the client’s debtors. Asters advised Swedbank AB in connection with the sale of its Ukrainian subsidiary JSC Swedbank (public) to Mr. Mykola Lagun, the majority shareholder in JSC Delta Bank. In addition to the named clients, the sound clientele include State Road Agency of Ukraine, Barclays Capital, Sberbank of Russia, ED&F Man, Aton Group, etc. Armen Khachaturyan, senior partner, who is noted by peers for long-standing reliable experience in cross-border finance, and Iryna Pokanay, partner, are recognized experts on the market.
Clifford Chance retains its presence in financing of agrarian and energy sectors, real estate and construction finance, acquisition finance. The recent benchmark mandate of the team is advice to a syndicate of European banks, led by ING and UniCredit, on up to USD 500 million pre-export financing of Donetsksteel. Clifford Chance advised a syndicate of international banks on the amendment and restatement of the USD 600 million financing of a major Ukrainian agricultural company UkrLandFarming and acted for its consistent client Valino on up to USD 20 million financing from Deutsche Bank AG. Significant share of the recent workload derived from the EBRD, for example, a EUR 48 million loan to LLC Novoazovskiy Wind Park. Counsel Olexiy Soshenko is known as an experienced and focused professional. The Kiev team included Jared Grubb and Dmitriy Orendarets.
Dentons has a well-balanced practice, includingcross-border finance, syndicated facilities, real estate and export finance, leasing, regulatory advice. The team renders regular advice to Sberbank of Russia (Ukraine), Visa International, Volvo Financial Services, etc. In 2013 Dentons represented lead arrangers UniCredit Bank AG and PJSC Ukrsotsbank on increase and extension of the existing syndicated secured revolving credit facility to Creative and advised the EBRD on providing a USD 10 million loan to PJSC MEGABANK for on-lending to small, privately-owned companies across the country. The banking and finance practice group in Ukraine is headed by Natalia Selyakova. Head of the real estate practice group Myron Rabij is in charge of real estate finance. Furthermore, in 2013 the practice admitted new practitioners arriving from other law firms as well as corporate counsels from banks.
Egorov Puginsky Afanasiev & Partners (EPA&P) has a solid number of representations of lenders — major international banks. The office grew its presence in bilateral credit facilities and syndicated loan transactions, restructuring and refinancing mandates. The reported aggregate value of supported deals exceeded EUR 2.5 billion. Olga Khoroshylova, partner of banking and finance, capital markets practice left EPA&P Ukraine. Counsel Roman Stepanenko became the practice head since 1 November 2013. He received endorsements as a knowledgeable and experienced practitioner.
Baker & McKenzie has at its disposal vast experience in the Ukrainian banking and finance sector and international capabilities to ensure its multijurisdictional offering. Pre-export finance, project finance, syndicated lending, loan restructuring are amongst the office’s recent dedication. The recent highlight included representing Société Générale in respect of a USD 40 million loan-term facility to SOCAR Energy Ukraine LLC, secured by guaranties of the State Oil Company of AG. The Kiev office was involved in the most significant cross-border lending transaction to a debt collection business operating in Ukraine and Russia, namely advised the EBRD on Ukrainian law matters with respect to USD 10 million loan to VostokFinance Group, a professional player on the non-performing loan market in the CIS. Serhiy Chorny, co-managing partner of the office, is among the most reputed lawyers in the country. Partner Ihor Olekhov deals with banking regulatory and M&A assignments. Oksana Simonova is another key partner involved in recent mandates.
Lavrynovych & Partners is one of the most vivid legal advisers on state borrowing over the last couple of years. In 2013 the firm was enlisted for advising the Ministry of Finance of Ukraine as to Ukrainian law matters in course of a USD 750 million syndicated loan to the Government of Ukraine. Debt collection work is another important dedication of the team. VTB Bank instructed the firm to render debt collection projects. The practice is led by partner Iryna Marushko, with key contribution from Olena Zubcheko, associate partner, and Anna Pushkaryova, senior associate.
Vasil Kisil & Partners advises an extensive portfolio of clients from the banking and financial sector, namely the EBRD, Skandinaviska Enskilda Banken AB, SEB Life, Credit Agricole S.A., BNP Paribas, UkrSibbank, UniCredit S.p.A., Ukrsotsbank, Delta Bank, Piraeus Bank, OTP Leasing, ING Bank N.V., Hyposwiss Privatbank AG, Promsvyazbank, IKB Deutsche Industriebank AG, Fidobank, AXIS Insurance Company, RCI Bank, etc. The team was involved in the largest transaction in the history of the Ukrainian leasing market, when it advised OTP Leasing on the UAH 486 million acquisition of leasing portfolio contracts from ING Lease. The firm acted on lending transactions and represented Ukrsotsbank in extending financings to a Ukrainian dairy producer and to Kyiv-Atlantic Ukraine. The firm was among leaders in banking M&A. It advised Credit Agricole S.A. on the merger of its two Ukrainian subsidiaries — Credit Agricole Bank and Corporate and Investment Bank Credit Agricole; represented ING Group N.V. on the sale of a custody business to Citigroup Inc.; supported the merger of UniCredit Bank and Ukrsotsbank. Yulia Kyrpa, partner, practice head, is increasingly visible figure on the market.
* In August 2014 five partners – Denis Lysenko, Mariya Nizhnik, Anna Babych, Oleksandr Mamunya and Yulia Kyrpa left Vasil Kisil & Partners and established Aequo law firm.
Serving landmark lending projects, DLA Piper Ukraine also concentrates on legal support of financing in IT sector, PPP and energy projects in Ukraine. In particular, the team covers renewable energy and financing of transport infrastructure. The Kiev office continues to represent a number of aircraft producers as well as leasing companies. Clients of the finance practice include Dragon Capital, PayU, Boeing, EBRD, IFC, Horizon Capital, Toshiba, First Ukrainian International Bank, Alfa-Bank, Bank of Moscow, etc. DLA Piper also advised the Ukrainian bank Finance and Credit in an exchange offer transaction to the value of USD 95 million Eurobonds due 2014. The team is highly active in M&A in the finance sector and recently provided legal support to several banking clients on potential acquisitions (i.e. conducted due diligences of Marfin Bank and Bank of Cyprus, targets, for potential buyers, etc). The Kiev team headed by Oleksandr Kurdydyk, partner, includes Rodion Ignatenko and Mykhaylo Byelostotskiy.
CMS Cameron McKenna handles an extensive portfolio of high profile mandates, especially in the energy, real estate and construction sectors, where the office is particularly active of late. In one recent highlight, the Kiev team advised Ekotechnik Czech s.r.o., a Czech developer and investor on a EUR 4 million loan agreement for their solar projects in Ukraine; and China New Building Materials (CNBM) on security issues in connection with the sale of solar panels to a largest renewable energy company in Ukraine. The team also handled assignments on secured and project finance, real estate finance. For instance, the team acted as a law counsel to Deutsche Pfandbriefbank AG on a USD 140 million term refinancing of an acquisition of a major shopping centre in Kiev. Banking and international finance team includes Daniel Bilak, Victoria Kaplan, Kateryna Chechulina.
The recent hires and promotions in the Kiev office of Chadbourne & Parke have reinforced its banking and finance team. Adam Mycyk** rejoined the firm as an international partner in February 2013 and Anna Putintseva was promoted to an international counsel. The Kiev team represented a Ukrainian management company in connection with a potential financing from a Russian financial institution to develop a terminal and ancillary infrastructure in one of the Ukrainian ports on the Black Sea. The team’s ongoing projects are representation of an international financial institution in connection with a loan to finance energy efficiency measures in public buildings in a Ukrainian city. The EBRD, Ex-Im Bank of the US, John Deere and the Bank of Cyprus are all clients of Chadbourne’s Ukrainian office.
** In August 2014 Adam Mycyk joined the Kiev office of Dentons as a partner.
Gide Loyrette Nouel demonstrated an impressive track record of complex multijurisdictional transactions and benefits from its integrated UK law capability through its London office. Gide acted for Oesterreichische Volksbanken AG in respect with providing of EUR 35 million term loan facility to Kernel Group to finance the reconstruction of a greenfield multi-seed crushing facility. With its consistent history of representation of international financial institutions, the firm handled representation of the European Investment Bank on multicurrency secured loan to Astarta Group to finance the construction of silos and elevators. Air Liquide, VTB Bank of Austria, EBRD and IFC are in the client list. The banking and finance practice has been led by Igor Krasovskiy.
Beiten Burhardt has shown finance deals track with focus on lender representation. Throughout 2013 the team as led by Oleg Zagnitko advised EBRD on EUR 52.1 million secured project financing to a major European retail space operator Multi Veste Ukraine; and acted for Landesbank Berlin AG on an export trade financing transaction under the contracts for supply of agricultural machinery between a German exporter and the Ukrainian group of agriculture companies under ECA coverage and security provided by related companies. At the end of 2013 the office was closed.The group of lawyersjoinedthe Kiev office of Gide Loyrette Nouel.
Okhrimchuk Grushyn Khandurin, a compact domestic firm, acts on large scaled cross-border lending projects. In the past year the team as led by its founding partner Andriy Grushyn advised Deutsche Bank AG on USD 300 million financing to Metinvest B.V. Another recent mandate is acting as a Ukrainian law counsel to Sanitec OYJ on obtaining a EUR 50 million revolving credit facility provided in order to refinance existing facilities.
The banking and finance practice plays a key role with services portfolio rendered by Moris Group. The team has provided support in a number of backed export financing deals to the total amount of USD 96 million and represented clients in banking and finance disputes for a total value exceeding USD 140 million. Notably, the group is known for its presence in the agrarian sector, recently represented UkrLandFarming Plc on backed export financing extended by Export Development Canada to the total amount of USD 48 million; and acted for AvangardCo Investments Public Limited on backed export financing extended by Intesa Sanpaolo S.p.A. London Branch (Italy) to the total amount of USD 32.6 million. The group provided legal support and court representation to VAB Bank in a number of disputes for the total value of about USD 122 million. Another banking client of the firm is Commercial Bank Financial Initiative, which received legal support in several disputes with the Deputy of Prosecutor General of Ukraine, Cabinet of Ministers of Ukraine, Ministry of Infrastructure of Ukraine, and South-Western Railway of Ukraine regarding invalidation of settlement agreements and reclamation of property from unlawful possession. The team includes partners Maryan Martynyuk, Volodymyr Kostyuk and Volodymyr Rak, senior associate.
In 2013 Arzinger extended the client base of its banking and finance practice and attracted new clients from the EU and USA. In a recent highlight the firm represented Erste Group Bank AG on providing an EUR 38.4 million loan facility to a Ukrainian real estate developer; advised Leroy Merlin on legal and currency control matters related to the issue of bank guarantees by Ukrainian banks. The firm experienced significant increase of ECA covered export financing. In particular, the team advised Big Dutchman AG in respect with providing export financing facility to Creative Group; acted for Raiffeisen Bank International AG on providing ECA covered export financing facility to a Ukrainian agricultural company. Bank Austria AG, Volksbank, Oikocredit, Fifth Third Bank, Alfa-Bank. Commerzbank AG are on the client list of Arzinger. The 4-lawyer practice is headed by counsel Oleksander Plotnikov.
With the distinctive focus on trade finance projects, Integrites is a vivid player in this type of legal support. Thus, the firm represented VAPG, a significant player in the agri-industrial market of Ukraine, in obtaining an ECA-backed export loan facility supported by the credit insurance from Euler Hermes (Germany). The team has been advising the EBRD on all 5 loans to agroindustrial holding Astarta-Kyiv. Another regulatory assignment includes advising Infinservice, a leading media resource specializing in provision of information and on-line services, with regard to finances and on various legal issues arising in its day-to-day operation. Oleksandr Aleksyeyenko, partner, led the banking and finance team. The practice was strengthened by the arrival of new partner Vsevolod Volkov, whose primary focus is capital markets, banking and finance.
LCF Law Group broadened its capacity to manage debt restructuring and refinancing projects. In 2013 the group demonstrated a broad caseload of representations, in particular on the lenders side, which include major local and European banks.Bank of Cyprus, Alfa-Bank, Universal Bank, Florida Engineering LLC instructed the firm on subsequent issues. Given strong litigation focus of the group, high value debt recovery disputes is another vivid competence. In particular, the team represented the Bank of Cyprus in nine judicial disputes with dishonest borrowers. Partners Anna Ogrenchuk and Artem Stoianov are the main contacts.
Broad-based strong litigation experience of Ilyashev & Partners forms a considerable basis for representation of banks on non-performing loans, debt collection, indebtedness, banking guarantees and pledge exemption. The team is also attracted to act on foreign awards enforcement. The representations were handled for such clients as Trasta Komercbanka, Bank Clearing House, Misto Bank, Deutsche Bank AG, BTA Bank, Nadra Bank, Commerzbank AG, ProCredit Bank. Mikhail Ilyashev and Maksym Kopeychykov are the core practitioners.
Alekseev, Boyarchukov & Partners is known for substantial record of indebtness projects. The team is a consistent legal counsel to Bank Forum and Ukrsotsbank on debt recovery and restructuring assignments. Both founding partners Sergey Alekseev and Sergey Boyarchukov are involved in projects.
The Ukrainian brunch of Schoenherr is regularly instructed by Austrian and German clients. The Kiev practice group advised a group of some 40 Austrian and international creditors (lenders, bondholders and hedge counterparties) on the negotiation and execution of a comprehensive financial restructuring package for bauMax group, a leading DIY retailer in Austria and the CEE region. In the past year the firm advised Firtox Business Ltd on the acquisition of a 5-star hotel development project in downtown Kiev and the restructuring of a related project finance loan from a major European bank. Denys Sytnyk, partner, is the primary contact.
Gryphon Investment Consulting Group further develops its positions demonstrating the range of instructions from leading banks, financial institutions, payment systems, real estate and construction operators, industrial enterprises. The reported value of the supported projects in 2013 exceeded USD 1 billion. Among the recent offering were revolving facilities projects, trade finance, factoring. Helen Lynnyk, Anna Chepur and Vasyl Marchenko are the premier contacts.
Pavlenko & Poberezhnyuk Law Group is among the vivid banking litigators. The group is known for its representing VTB Bank, a leading Russia-based bank, within numerous court disputes. Oleksandra Pavlenko is the main contact.
Gramatskiy & Partners reported on the noticeable increase in clients’ instruction throughout 2013. The firm supported the attraction of foreign finance by its consistent clients City Capital Group and Seven Hills. Debt restructuring and a broad-based record in banking disputes are another substantial feature of the recent portfolio. Ernest Gramatskiy, Yuriy Zabiyaka, Igor Reutov are the primary practitioners in the firm.
The Ukrainian law company FCLEX demonstrates remarkable track of finance deals. The firm is dedicated to support industrial enterprises, and handled respective representations on the borrower side. Ferrexpo Poltava GOK Corp attracted the firm for advising on the increase of a limit of documentary operations with CitiBank Ukraine and Finance and Credit Bank. The team has also acted for DDSG Ukraine Shipping on obtaining a secured loan facility.
EY regularly advises top Ukrainian banks, investment companies, collection companies as well as leasing companies on various legal and tax matters. In the year that passed the Kiev legal team handled legal and tax structuring and due diligence work in relation to bad debt collection for a Ukrainian bank with foreign investment; and arranged support for a loan portfolio sale between two large Ukrainian banks. The major team members are partners Igor Chufarov and Albert Sych, and Ivan Mustanien, senior manager.
Kibenko, Onika & Partners, Kharkov-based law firm, is involved into contractual support of lending. In 2013 the team including Olena Kibenko and Anastasiya Lytvynenko, completed the legal audit of PJSC MEGABANK in view of conclusion by the bank of two loan agreements with a private fund from Luxembourg and developed a loan agreement between Ukrainian company Aurora Corporation LLC and a British investor.
The banking team of AstapovLawyers is active on legal support of attracting finance, debt restructuring and debt portfolio sale, as well as regulatory work. The clients of the international law group are Alfa-Bank, Express Bank, Credit Europe, Yablunevyi Dar, Foxtrot, Ancile Investment Company Limited, EARTHPORT, PKO Bank, Future Risk, Interrisk. Oleh Malskyy and Oksana Kneychuk are involved in the practice.
Peterka & Partners is a popular choice of Czech companies. The Kiev office advised Škoda Transportation a.s. on the financing of a public procurement contract and advising on Ukrainian currency regulations; Metrostav a.s. in connection with public procurement financing, and advising on bank guarantees issued by Czech banks but subject to Ukrainian law. Nina Sydorenko is the main contact.
KPMG Ukraine advising Martifer on security arrangements with EBRD and the leading marketing and wholesale company on recourse and non-recourse factoring arrangements, review of factoring agreements. Tatiana Zamorska and Yuriy Katser are the main contacts.
Throughout 2013 Spenser & Kaufamann law firm was bolstered by assignments from its client base. This included the AVEC Group of Companies, Alfa-Bank, DCH Investment Management, Vicus Capital Advisors, Cardif Insurance Company, Continium Holding, National Bank of Ukraine. Partners Valentyn Zagariya and Yuriy Petrenko are the primary contacts.
ENGARDE attorneys at law concentrates on debt restructuring, bankruptcy and insolvency proceedings, renegotiated loans and security agreements. Bank Forum, Piraeus Bank and UniCreditBank are among the clients of the firm. Andriy Vyshnevsky and Olga Fayzieva are the primary contacts of the team.
In December 2013 Khomych & Partners was established by Yuliya Khomych, who left Zavadetskyi, Khomych Advocates. The new team has experience in handling ECA backed finance deals as well as debt restructuring and recovery mandates.
Marchenko Danevych (emerged after the merger oftwo domestic law firms Danevych Law Firm and Ulysses in December 2013) provides for general banking, investment transactions and lending offering. The firm’s client list includes Dan-Farm LLC, UKAR-PIPE Holding A/S, Manuli Stretch S.p.A., NEFCO and others. Oleh Marchenko, partner, became the practice head.
The name of Oleg Mazur, Phenomena law firm, received sound approval from market insiders. Andriy Kravets & Partners, as led by Andriy Kravets, regularly renders advice to foreign banking institution in the course of their deals in Ukraine. Jurimex Law Firm, as led by Bohdan Shapoval, acts for a permanent client, Cambio bank. Attorneys’ Association Gestors headed by Andriy Tsvyetkov is seen on refinancing and investment related mandates. S.T. Partners was involved in representation in loan disputes and restructuring proceedings.
Regional Desks of International Law Firms
(Listed in Alphabetical Order)
Banking and finance is among the core competences of the 7-lawyer regional desk of Allen & Overy headed by London-based partner Philipp Wahl. In the past year the firm acted as English law counsel to EBRD, IFC, Black Sea Trade and the Development Bank (BSTDB) on providing secured lending to Concern Galnaftogaz, a major Ukrainian petroleum distributor. The project was led by Dan Cocker (partner, Warsaw) and Jan Skuhravy (senior associate, Istanbul).
The finance practice of Freshfields Bruckhaus Deringer has been particularly active in Ukraine in recent years. The international law firm works on a number of English law financing transactions for big Ukrainian corporate borrowers. The 10-lawyer desk is led by Sebastian Lawson, Moscow-based partner. Among the recent highlights is representation of Donetsksteel in the course of obtaining USD 500 million syndicated pre-export finance facility extended by a syndicate of international banks.
The year of 2013 has shown Morgan Lewis & Bockius to be an active international legal counsel working on Ukrainian deals. The dedicated desk is headed by partner Carter Brod and includes ten lawyers. The London based team as led by partner Amanda Jennings and supported by partner Bruce Johnston and associate Michaela Schmiederova acted as English law counsel to Ferrexpo, a major Ukrainian iron-ore producer, as the arranger, agent, and security agent on a new up to USD 500 million revolving pre-export finance facility with Deutsche Bank AG.
Among other international law firms involved in banking and finance work are Linklaters, Herbert Smith Freehills, Norton Rose Fulbright and others (see Table 2, p. 14 — 17).