Dewey & LeBoeuf has represented Spartan Capital Holdings, indirectly controlled by Zygmunt Solorz-Żak, in signing the share purchase agreement which finalizes the PLN 18.1 billion acquisition of Polkomtel, Poland’s second-largest mobile network operator. The agreement has been signed with Polkomtel’s previous shareholders: PGE Polska Grupa Energetyczna, PKN Orlen, KGHM Polska Miedź, Węglokoks and Vodafone.
As a result of the agreement, Spartan Capital Holdings was entered in the share register of Polkomtel S.A. as the owner of 100% of its shares. By that token, it formally took over full control of the operator of the Plus network.
The entry in the share register is the final stage of the biggest transaction on the Polish telecommunications market since 1989, and a sequel to the share purchase agreement executed on June 30, 2011 and the clearance of the transaction by the President of Poland’s Anti-Monopoly Office (UOKiK) on October 24.
The transaction is Europe’s largest leveraged buyout (LBO) in three years, the largest acquisition ever made in Poland, one of the largest in the history of Central and Eastern European M&A and one of the largest European telecom sector buyouts in years. Dewey & LeBoeuf handled both the acquisition and the financing for this investment.
Dewey & LeBoeuf Warsaw Office Managing Partner Jarosław Grzesiak, who led the firm’s transaction team, commented: “As the leading firm for M&A and leveraged financing deals in Poland, we were delighted to represent Spartan Capital Holdings on this historic acquisition. We are sure that it will open the door to further investments in the media and telecommunications sector and the area of new technologies.”
Spartan Capital Holdings was also advised by Trigon Dom Maklerski SA, Deutsche Bank and Crédit Agricole CIB, which were responsible for structuring the deal. Trigon Dom Maklerski SA was also responsible for arranging the financing of the acquisition. Law firm Chajec, Don-Siemion & Żyto was responsible for the proceedings before AMO and telecommunications matters and PKO Bank Polski S.A. issued a letter of credit.
Dewey & LeBoeuf’s team of attorneys consisted of Jarosław Grzesiak, Andrzej Wysokiński, Daniel Kaczorowski, Michał Fereniec, Marek Kozaczuk, Magdalena Bachleda-Księdzularz and Agnieszka Szypura from the Warsaw office and Stephen Horvath, Bruce Johnston, Amanda Jennings, Frank Adams, James McNally, Nicky Maan, Michaela Schmiederova and Dawn Bilbe from the London office.
