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Insights May 2024

Investing in a variable capital company in Bulgaria

In less than two months, businesses will have the opportunity to start using a new corporate vehicle available in Bulgaria – the variable capital company (“VCC”). The VCC structure has been designed to give more flexibility to founders and start-ups while reducing initial incorporation costs. But does this flexibility also benefit investors? Below are some considerations that investors should keep in mind before investing in a VCC: Increased importance of a thorough corporate due diligence – To date, entrepreneurs in Bulgaria have tended to use limited liability companies to start their businesses. Investors can quickly and easily verify the title over shares and the capital and shareholding structure

Deals May 2024

Kinstellar advises S IMMO AG on its acquisition of a EUR 463 million property portfolio in the Czech Republic

Kinstellar has successfully advised S IMMO AG, a real estate investment company, on the successful acquisition of a property portfolio in the Czech Republic from CPI Property Group. The portfolio consists of two office buildings, two shopping centres, a mixed-use property and a single-tenant retail building. The property value of the transaction is EUR 463 million with an annual rental income value of around EUR 28.3 million. We're delighted to have supported S IMMO AG in their strategic acquisition, enhancing their footprint in the Czech real estate market. We believe our expertise played a role in the successful outcome of this transaction, showcasing our team’s ability to efficiently handle major real estate deals.Klára

Deals May 2024

Kinstellar advises SAMCO Aircraft Maintenance on the acquisition of Austrian Airlines Technik – Bratislava

Kinstellar has successfully advised the Dutch aircraft maintenance provider SAMCO Aircraft Maintenance (SAMCO) on the acquisition of Austrian Airlines Technik – Bratislava (ATB). Located at the Maastricht Airport in the Netherlands, SAMCO provides a wide range of aircraft maintenance activities—from heavy base-maintenance checks, line-maintenance, logistic support, asset and maintenance management to EASA Part 21 approved design changes. With the acquisition of ATB, SAMCO increases its footprint significantly.  ATB, located in Bratislava, Slovakia, is fully equipped to perform all base maintenance services with close to 250 staff. With this strategic acquisition, SAMCO creates five additional lines for Embraer

Deals April 2024

Kinstellar advises Dig Ventures on significant investment into mobile app security innovations

Kinstellar's Prague office successfully advised Dig Ventures on a strategic investment into Talsec, a Czech startup specializing in mobile application security, as part of Dig Ventures’ efforts to expand its global presence and support further innovation in its security solutions portfolio. Talsec, which originated as a spin-off from technology company Monet+, has demonstrated substantial organic revenue growth over the past two years. The company develops specialized tools that protect mobile applications from hacking threats, conceal sensitive information, and identify malicious software. Talsec’s solutions are already helping to secure over a thousand apps from various companies, including insurers like Generali

Deals April 2024

Kinstellar advises Halyk Bank on the sale of its subsidiary in Kyrgyzstan

Kinstellar's Kazakhstan office has successfully advised Halyk Bank, a leading financial services group, on the sale of its subsidiary in Kyrgyzstan, to a consortium of buyers within the investment group Visor International DMCC. The financial details of the transaction are undisclosed. Originally established as Kyrgyz Kairat Bank, the subsidiary was acquired by Halyk Bank in 2004 through a bidding process. This transaction follows the previous divestment of assets of Halyk Bank of Kazakhstan, including the recent sale of its Tajik and Russian subsidiaries.  The Kinstellar team was led by Partner Adlet Yerkinbayev, and Counsel Kuanysh Shekerbekov.

Deals April 2024

Kinstellar advises the hospitality division of the House of Julius Meinl group on the purchase of the historic Hotel Ambasador in central Bucharest

Kinstellar is delighted to announce it has advised the hospitality division of the House of Julius Meinl on the completion of the purchase of the Hotel Ambasador, one of the most famous hotels in Bucharest. Operating continuously since 1937, it is an iconic landmark in the city. The transaction structure was complicated, as it involved different, numerous sets of owners and involving both share and asset transaction aspects. It took several months to negotiate and close. Julius Meinl intends to invest tens of millions of EUR to refurbish the hotel and bring it to the standards of its “The Julius” brand operating elsewhere. Kinstellar advised on all aspects of the matter, including real estate due diligence

Deals April 2024

Kinstellar advises MAVIR and HUPX on joining Central and Southeast Europe’s largest electricity trading hub

Kinstellar has successfully advised the Hungarian Power Exchange (HUPX), together with the Hungarian Transmission System Operator, MAVIR, on the landmark Project Bluesky transaction: the Hungarian Power Exchange, HUPX’s joining Adex, a leading regional power exchange serving Central and South-Eastern Europe (CSEE). This transaction marks a significant milestone in strengthening and expanding the reach of the regional power exchange group within the region. Adex Group Ltd., which includes operators of power exchanges in Slovenia and Serbia, is recognized as the first regional energy exchange. With this transaction, HUPX becomes the third fully-owned subsidiary of Adex Group Ltd. Subject to regulatory approvals from

Deals April 2024

Kinstellar advises UEG on the acquisition of a solar project in Bulgaria with a forecasted capacity of 250 MW

April 2023 – Kinstellar has supported United Energy Group (UEG)’s internal legal team, Leslie Zhang, Yu Zheng, Yao Liu and other UEG in-house counsels, on the acquisition of Green Profit EOOD, a developer of a photovoltaic (PV) project under construction. The Simeonovgrad-Polyanovo PV project, located in southern Bulgaria, has a forecasted capacity of 250 MW. Kinstellar led and negotiated the entire transaction, including the share purchase agreement and other transaction documents. UEG is a Hong Kong-based producer of traditional and renewable energy that has recently expanded its presence in the European energy market. The multi-disciplinary team that advised UEG was led by Nina Tsifudina (Partner) and Atanas Mihaylov (Counsel)

Deals March 2024

Kinstellar facilitates Araltuz's expansion in Kazakhstan: A landmark English Law transaction 

Kinstellar is thrilled to announce our firm's leading role in facilitating a significant transaction whereby the European Bank for Reconstruction and Development (EBRD) has made an investment in Araltuz, a leading Kazakhstan-based producer of table and low-grade technical salt in Central Asia. Led by our outstanding team, including Joel Benjamin, Managing Partner for Central Asia, Kuanysh Shekerbekov, Counsel in Kazakhstan, and Bianka Kovács, Associate in our Budapest office, we provided expert counsel on this ground-breaking transaction governed by English law. Our collaborative effort, supported by Almas Zhaiylgan, Counsel in Kazakhstan, and other colleagues, demonstrated our firm's cross-border capabilities and deep

Deals March 2024

Kinstellar advises Nestlé on the sale of BOCI chocolate brand in Hungary

Kinstellar has successfully advised the world-leading food company Nestlé on the sale of the iconic Hungarian chocolate brand 'BOCI,' with a heritage spanning nearly a century, to Cerbona, a prominent Hungarian food manufacturing company.  Closing is scheduled to take place in May 2024. Kinstellar advised on transactional, commercial law, competition law as well as intellectual property matters. Notably, the transaction involved intricate intellectual property assets, adding complexity and challenge to the process.  Kinstellar team was led by Gábor Gelencsér, Partner, supported by Gergely Simon Lipták, Associate. The team also included Dániel Nagy, Managing Associate (IP law), Péter Vörös, Partner

Insights March 2024

Key milestone in corporate governance reform: Ukraine enacts long-awaited law on the further liberalisation of the SOE sector

The Law of Ukraine “Introducing Amendments to Certain Laws of Ukraine on the Enhancement of Corporate Governance” (the “Law” or the “SOE Law”) entered into force on 8 March 2024. This Law is a significant step towards the alignment of the Ukrainian legal framework for state-owned enterprises (“SOEs”) with international best practices, particularly the OECD Guidelines for Corporate Governance of SOEs. The Kinstellar team was honoured to contribute to the drafting of the Law directly, within the framework of our cooperation with the EBRD. Reflecting this first-hand experience, Kinstellar highlights the role of the adopted Law for the SOE sector, the overall business environment and the broader post-war

Deals March 2024

Kinstellar advises Genesis Capital on the acquisition of a majority stake in GAF

Kinstellar’s Prague office has successfully advised Genesis Private Equity Fund IV (GPEF IV), from the established private equity group Genesis Capital, on the acquisition of a majority stake in GAF, a Czech manufacturer of specialised metal products. GAF is a major player in metal fabrication, focusing on the complex custom processing of steel, stainless steel and aluminium. The company's products are subject to strict certification and have a wide market application in the food, healthcare, textile, and railway transport industries, among others. The founder and current 100% owner, Mr. Luděk Fofoňka, will retain a significant stake in the company. At the same time, key managers who are also investing in the