(December 3, 2009, Weil Gotshal News)
International law firm Weil, Gotshal & Manges provided comprehensive legal advice in connection with five highly significant equity and debt capital markets transactions completed in the last month in Poland:
- the largest rights issue ever by a Polish company (PKO Bank Polski);
- the largest IPO in Europe in 2009 to date (PGE);
- a EUR 405 million senior notes offering (TVN);
- a USD 318 million public offering of common shares (CEDC); and
- a USD 950 million senior secured notes offering (CEDC).
“These five transactions clearly demonstrate Weil, Gotshal’s ability to assist clients in complex multi-jurisdictional equity and debt offerings,” said Anna Frankowska. “We are extremely proud of our capital markets practice in Warsaw and, with the support of our colleagues in London and New York, we can deliver top-notch legal services in international capital markets transactions involving companies listed on the Warsaw Stock Exchange.”
Weil Gotshal acted as the issuer’s counsel in connection with a PLN 5.13 billion (EUR 1.2 billion / USD 1.78 billion)
rights issue by PKO Bank Polski, Poland’s largest retail bank, and the listing of the newly-issued shares on the Warsaw Stock Exchange. The rights to the newly-issued shares debuted on the Warsaw Stock Exchange on 3 November 2009. This was the
largest secondary offering by a company listed on the Warsaw Stock Exchange. BofA Merrill Lynch, Deutsche Bank AG, London Branch, UniCredit CAIB Poland S.A. and Dom Maklerski PKO BP acted as the bookrunners.
The Weil Gotshal team was composed of Anna Frankowska and Marcin Chylinski (Warsaw), Boris Dolgonos (New York) and Peter King (London).
Other advisers included Allen & Overy (counsel to the bookrunners).
PKO’s offering coincided with a PLN 5.97 billion (EUR 1.4 billion / USD 2.1 billion)
initial public offering by PGE Polska Grupa Energetyczna, Poland’s largest power group. Weil Gotshal advised Goldman Sachs International and UniCredit CAIB Poland SA, acting as the joint global co-ordinators. The demand for shares in PGE surpassed expectations, reaching PLN 45 billion, or 7.5 times the available supply of shares. PGE’s shares started trading on the Warsaw Stock Exchange on 6 November 2009. This was
the largest IPO in Europe in 2009, the second largest IPO in Central and Eastern Europe and the largest IPO in CEE since PKO Bank Polski’s PLN 7.89 billion IPO in 2004, on which Weil Gotshal also advised the global co-ordinator.
The Weil Gotshal team was led by Anna Frankowska and Rafal Zwierz (Warsaw), Peter King (London) and Boris Dolgonos (New York).
Other advisers included Dewey & LeBoeuf (counsel to the issuer).
On 19 November 2009
TVN S.A., Poland’s leading private television broadcaster and a blue chip company listed on the Warsaw Stock Exchange, closed its offering of fixed rate
senior notes with an aggregate principal amount of EUR 405 million due in 2017. Weil Gotshal acted as the global legal counsel to TVN S.A.; J.P. Morgan and Nomura acted as the joint book-running managers on the transaction, Calyon acted as the book-running manager and Nordea, Rabobank International and UniCredit Group HVB, as the co-managers of the offering. Weil Gotshal is also advising TVN S.A. on its planned issue of a
second tranche of senior notes in the principal amount of EUR 188 million to finance TVN’s purchase of a 49% interest in the digital platform ‘n’ from the ITI Group.
Weil Gotshal’s team was led by Peter Schwartz (London), Pawel Rymarz and Anna Frankowska (Warsaw).
Other advisers included Simpson Thacher & Bartlett LLP and White and Case (counsel to the initial purchasers) and Advokatfirman Vinge (counsel to the issuer).
Finally, on 2 December 2009
CEDC, the US-based largest vodka producer in the world, listed both on NASDAQ and on the Warsaw Stock Exchange, closed its high yield bond issue, which was preceded by an equity offering that closed on 24 November 2009. The
secondary public offering of 10,250,000 common shares was valued at approximately
USD 318 million. The underwriters of the offering also have the option to purchase an additional 1,025,000 shares. The debt offering consisted of a
USD 380 million and EUR 380 million senior secured notes due 2016. The net proceeds of the offerings will be used to redeem CEDC’s outstanding notes due 2012, repay certain indebtedness and purchase Lion Capital’s remaining equity interest in the Russian Alcohol Group. Weil Gotshal advised Goldman Sachs International, Citi and Deutsche Bank as joint book runners of the high yield issue and Jefferies & Company and UniCredit, as the joint book running managers and joint global co-ordinators; and Renaissance Securities (Cyprus) Limited, as co-lead manager on the equity offering.
Weil Gotshal’s team was composed of Peter Schwartz (London), Boris Dolgonos (New York), Zofia Frydrychowicz and Anna Frankowska (both Warsaw).
Other advisers include Dewey & LeBoeuf (counsel to the issuer).
For further information please contact:
Anna Frankowska
Partner, Warsaw
+48 22 520 4257
Peter Schwartz
Partner, London
+44 20 7903 1423
Boris Dolgonos
Partner, New York
+1 212 310 8316
Maciej Ostaszewski
Business Development Specialist, Warsaw
+48 22 520 4386