KZRP served the Swedish group SEKAB Biofuels & Chemicals with regards an investment in Bioagra S.A.
Kochański Rapala & Partners (KZRP) assisted SEKAB BioFuels & Chemicals AB in its 49% shareholding investment in Bioagra S.A. which concluded with a sale of the investment to companies related to the Komorowski family for approx. SEK 233 million.
The project also involved:
• daily legal assistance for running the investment in Bioagra, where Messrs. Rafal Rapala and Rafal Zieba from KZRP were simultaneously SEKAB’s appointed members of Bioagra’s governing authorities (sitting on their management and supervisory boards respectively) and members of SEKAB’s board of directors,
• a legal and financial audit of Bioagra,
• legal advice and implementation of a tax optimization scenario for a share sale transaction,
• negotiations with Bioagra’s financing banks and amendments to Bioagra’s existing finance documentation, and changes to a bank consortium for delivery of a loan of in excess of EUR 70 million,
• negotiations with Bioagra’s financing banks which ended with repayment of subordinated loans and certain trade receivables to SEKAB for the value of approx. EUR 6 million,
• multithreaded negotiations regarding the termination of a shareholders’ agreement combined with settlement, withdrawal and waiver of certain claims by the respective parties to the transaction,
• drafting and negotiating all transaction documents concerning the sale of SEKAB’s shares in Bioagra to the companies related to the Zbigniew Komorowski family, through a brokerage house.
The project was carried out for more than two years, between October 2012 to December 2014.
SEKAB was represented by a group of corporate, tax and litigation lawyers from KZRP: Rafal Zięba, Pawel Cholewiński, Tomasz Zaleski, Aleksandra Polak, Małgorzata Buszko, Paweł Gunia, which were led by Rafal Rapala.
The companies related to the Zbigniew Komorowski family were represented by Mr. Tomasz Kański from Soltysiński Kawecki & Szlęzak. Bioagra’s banks were represented by Dentons.