Mergers and acquisitions/privatisations
Mergers and acquisitions (M&A) and privatisations encompass a wide array of transactions with a common denominator: they are meant to pass on interest in a business to a different investor or, in the case of privatisations, from state-controlled entities into private hands. Each M&A/privatisation deal differs considerably and hence, although prior transactions may provide ideas, lessons and know-how, merely following stereotypes is not an option.
We pay great attention to details of the actual state of affairs, the nature of the industry, the type of the investments sought and the particulars of the client’s expectations. Coupled with the expertise gained in a high number of M&A and privatisation transactions, this allows us to accurately define the legal structure of the deal, swiftly identify red flags, find effective solutions, draft carefully balanced transaction documents and negotiate the optimum package on behalf of our clients.
Our lawyers have played throughout the years a key role in numerous privatisations and M&A transactions firmed up in many sectors, having advised both governmental entities and private investors. Our lawyers’ input extended well beyond due diligence and transaction documents, having equally focused on defining and documenting the relevant commercial ties, on the corporate and finance structuring of the deal, on transaction adjustments required as per the applicable regulatory framework and post-privatisation and post-acquisition integration and monitoring. In addition, we have worked alongside commercial and investment bankers, international institutions, brokers, financial and technical advisers and in-house and foreign counsels in a continuous team effort aimed at achieving duly co-ordinated multidisciplinary results.
Highlights of the assignments that have been handled by our lawyers throughout their practice include advice and representation to:
- A major European group, with regard to the acquisition of three Romanian rolling stock manufacturing businesses
- One of the largest European investment funds, with regard to the acquisition of interests in several private Romanian companies acting in the energy, services and construction sectors
- A large pharmaceutical company, with regard to the sale of its network of pharmacies
- A major European airline, in connection with the attempted acquisition of the leading Romanian low-cost airline
- An international commercial bank, in relation to the privatisation of one of the largest Romanian commercial banks
- A European electricity supplier and distributor, with regard to the privatisation of two Romanian electricity distribution companies
- The Romanian government, with regard to the privatisation of the national oil company
- A global pharmaceuticals company, in connection with the acquisition of a Romanian pharmaceutical company
- An international company, with regard to the privatisation of a Romanian natural gas distributor
- A major European company, with regard to the acquisition of interest in a natural gas transportation company
- An international company, in connection with the acquisition of two Romanian producers of sodium carbonate
This information was sourced from the Jinga Maravela website.
Briefings from Jinga Maravela
This newsletter sets out in chronological order the main tax news/amendments published in the period of 1–31 January 2014.
Jinga Maravela looks at four recent legal rulings, including the updating of the national minimum gross wage and the postponed entry into force of the Civil Procedure Code.