One of the strongest teams of Legal Office of KLP is the team involved in capital transactions.
In terms of capital transactions, the firm provides the following services:
- advice on the choice of the method of implementation of investment projects (project finance and corporate finance);
- conduct of due diligence prior to the conclusion of certain capital transactions, including tax and legal research of entities;
- preparation, evaluation and negotiation of transaction documents relating to the purchase and sale of shares, selected assets, businesses or their organised parts;
- preparation, evaluation and negotiation of transaction documents accompanying the purchase or sale of shares, such as partners and shareholders agreements, cooperation agreements, investment agreements and other joint venture agreements;
- advice on the financing of investment projects, in particular equity financing or foreign capital;
- preparation, evaluation and negotiation of transaction documents accompanying the buying or selling of stocks and shares, selected assets, businesses or their organised part regarding the acquisition and structuring of financing transactions, including the stage of safeguarding payment;
- advising on investments in private equity through venture capital and private equity at different stages of financing business activities, including management buyout MBO and management buy-in MBI, bridge financing, and financing mergers and acquisitions, as well as mezzanine financing;
- preparation, evaluation and negotiation of transaction documents relating to mergers, divisions and transformations;
- regulatory consultancy and the ongoing services of stock companies, their stockholders and members of the bodies, we provide i.e. services related to the information liabilities of public companies. In particular we consult in creating and implementing the solutions adjusting internal regulations and practice of the companies to the changes in legal conditions resulting from the Regulation of European Parliament and Council concerning the usage of confidential information and manipulation on market – the so-called Regulation MAR, as well as the directive concerning harmonization of the requirements regarding transparency of the information of the issuers, directive Transparency II and the other acts regulating the information liabilities of the companies listed on regulated market, their stockholders and the members of the bodies.
The largest transactions that have been recently conducted by the current KLP Partner Sławomir Łoboda in this regard include the merger of Artman SA by LPP SA. The acquisition was performed by transferring all the assets of the acquired company, i.e. Artman SA to the acquiring company, i.e. LPP SA. As a result of this transaction, LPP SA has become one of the largest clothing chains in Poland and has expanded its portfolio with new clothing brands (House and Mohito). The transaction was performed by a team of lawyers led by the partner and legal advisor Sławomir Łoboda.
As a part of the activity of the previous legal office, a team of lawyers currently cooperating with the KLP under the direction of thecounsellor Beata Krzyżagórska advised on the acquisition of a majority stake in Wema SA by the Polish Alpha Group Sarl, a subsidiary of Enterprise Investors. Our company represented the shareholders of the sellers in this transaction.
As a part of the activity of the previous legal office, a team of lawyers currently cooperating with the KLP under the direction of the counsellor Beata Krzyżagórska advised on the sale of shares of companies in the GTL S.A. group.
As a part of the current activity, legal advisor Sławomir Łoboda, was involved in the issue two series of bonds of one of the largest leasing companies in Poland, totalling more than PLN 500 million. In this project, a timetable allowing the initiating investor to achieve its investment plans was prepared along with a prospectus, emission regulations, as well as security documents, including agreements with the administrator of pledges. Both issues have been successfully completed. The bonds were introduced to the alternative trading system Catalyst, and legal advisor Sławomir Łoboda, the KLP Partner, continues to provide legal supervision to the implementation of the bond program.