Acted as legal counsel to Promontoria Holding 252 B.V., a joint venture between funds managed by Cerberus Capital Management and Revetas Capital in the share sale of The Landmark, a 23,700 GLA premium office complex located in Bucharest’s Central Business District. The law firm provided legal advice to the seller on the negotiation and signing of the sale and purchase agreement and the ancillary transactional documentation in connection with the transfer of 100% target shares, closing of the existing financing and preparation of all completion formalities and ultimately to the successful sale of The Landmark buildings. The law firm also undertook the structuring of the transaction, finding innovative solutions in a complex context.

Advised the shareholders of DRIM Daniel FMCG, a Romanian family business operating in the field of distribution, in relation to the sale of their majority stake in the business to Polish retail company, Zabka, part of Luxembourg-based CVC Capital Partners, one of the ten largest private equity firms in the world. The sale of the majority stake in the distribution company was part of a more complex transaction structure that included the setting-up of a joint-venture where the parties would work together in developing the existing FMCG distribution as well as the newly incorporated retail business, both under the umbrella of a new Romanian holding company.

Advised SOL Group, an Italian multinational group operating in the technical, industrial and medicinal gases sector for more than 90 years, through its Italian subsidiary, Airsol, on the acquisition of a majority stake (70%) in the share capital of Medair Oxygen Solution, a Romanian company acting in the field of retail and lease of medical devices for breathing disorders. The team was involved in all stages of the acquisition (due diligence, FDI approval and negotiation of the transaction documents). The remaining minority shareholder retained the management of the company, so the team assisted in the drafting, negotiation and signing of the share purchase agreement and of the ancillary agreements regulating the relation between the parties going forward, for the entire duration of the joint venture. This is a landmark transaction for SOL Group, as through this acquisition, the group enters the Romanian market, as part of its growth process across Europe, affirming itself as a dynamic group among homecare leaders. Through this transaction the Italian group will bring to the Romanian market its knowhow and capabilities in order to improve the services and products in the healthcare sector.

Assisted Dukes Education, a family of nurseries, schools, and colleges in the UK, with respect to the acquisition of the majority participation in the group companies operating Verita School. The transaction is of specific significance given the complexities related to private schools operation and authorisation in Romania. Also, the transaction involved a complex group cross-border structure and was designed to also cover future development of the school. Their team assisted Dukes Education from the very early stages of the transaction until the successful execution of the transaction documentation. This transaction is one of the very few transactions currently done in Romania in the private education sector.

Assisted Symfonia in its successful acquisition of Softeh Plus, a Romanian company specialized in ERP software solutions for healthcare businesses, as well as the major technology enabler for many Romanian private medical services providers and largest pharmacy networks. Through this acquisition, Symfonia enters the Romanian market and makes a first strategic step in its journey of becoming a regional leader in ERP for Small and Medium Business in CEE by organic growth and M&A add-ons. The deal raised many complexities such as understanding the very complex and diverse business of the target company, as well as helping the client to navigate its first acquisition in Romanian and dealing with local entrepreneurs doing their first M&A transaction. Name of the client: Accel-KKR, MidEuropa Partners, Symfonia. 

Specialist lawyers: Ileana Glodeanu, Bryan Jardine, Claudia Chiper, Roxana Roman, Anca Jurcovan, Mihai Coada, George Ghitu, Flavius Florea, Dana Toma, Andreea Carare, Alexandru Asaftei, Vladimir Plugarescu, Andreea Tudorache, Nina Lazar, Ruxandra Nitu, Catalin Sabau, Maria Popescu, Ana-Maria Mustatea, Ioana Iacob, Vlad Catana, Marius Moldoveanu.

Advising AFI Park 1, AFI Park 2, AFI Park Building 3 and AFI Park Offices 4&5, acting as borrowers, in relation to €100 million financing (under a LMA Real Estate Financing standard law documentation, considering the 5 office buildings held by the borrowers in Bucharest - Cotroceni) to be granted by Erste Group Bank and Banca Comerciala Romana for the main purpose of full repayment of intragroup debt and repayment of bond issue at parent level. This deal is innovative because of the intricate relationship of the office buildings and the shopping mall as well as the mechanism of upstreaming funds and repayment of the existing bonds. Structuring such a large financing package requires careful consideration of various legal, financial, and regulatory factors. Managing the financing of high-value assets like office buildings involves assessing risks related to property valuation, market trends, and tenant agreements. The deal involving AFI Park entities, Erste Group Bank, and Banca Comerciala Romana is both innovative and challenging due to its complex financing structure, specialized real estate focus, multifaceted purpose, high-value assets, and coordination with multiple parties.

Acted as legal advisor to CVI Dom Maklerski sp. Z o.o., a Polish private debt fund, in structuring, negotiating and executing the documentation related to the issuance of corporate bonds worth €8 million by IMPACT Developer & Contractor. CVI, the regional leader in the SME private debt market in Poland and Central and Eastern Europe, has fully subscribed the bonds of the leading developer in Romania IMPACT. This deal is relevant as the funds obtained are intended to finance the expenses prior to the development/planning and construction of the Issuer, as well as for the working capital needs of the Issuer. The issuance of corporate bonds worth €8 million by IMPACT Developer &  Contractor, a leading developer in Romania, involves a cross-border investment from CVI Dom Maklerski sp. Z o.o., a Polish private debt fund. Managing legal and regulatory requirements across different jurisdictions adds complexity to the transaction. The team  provided legal advisory services to CVI in  structuring, negotiating, and executing the documentation related to the issuance of the bonds. This involves navigating complex legal frameworks and ensuring compliance with regulatory requirements in both Poland and Romania.

Advised Erste and BCR in relation to their transfer of exposures in relation to 25 shopping parks managed by Mitiska Reim group as a result of the change of control triggered by the sale of the shopping parks to M Core. The transaction marks M Core's launch on the Romanian market in its largest deal to date — an investment nearing €219 million. Following the deal, M Core purchased a 132,000 sqm retail portfolio from Mitiska REIM positioning itself as the largest property owner in the Romanian retail park market. The team advised the lenders in relation to all the changes related to the shareholders, the subordinated debt, the due diligence in relation to the new owner as well as insurance and title insurance aspects. The transaction implied the restructuring of the existing documentation in order to adjust it to the new structure and negotiation with both Mitiska lawyers and M Core lawyers to agree upon such revised documentation.

Provided legal assistance to ERSTE Group Bank AG in its capacity as lender of a €19 million loan granted to Belgian investment fund Mitiska REIM, for the purpose of developing the S7 retail park in Pitesti. The law firm offered comprehensive legal advice concerning both the intricate financing structure and the real estate matters
associated with the title over the land. Their guidance ensured a robust framework for the financial arrangements and addressed all pertinent legal issues related to land ownership, securing the necessary legal certainty for the project's development.

Assisted Solas and Resalta in structuring a private place issue of corporate bonds. Resalta is a leading provider of energy services (ESCO) in the region helping countless companies and public institutions lower their energy costs, improve their energy efficiency and reduce their carbon footprints. Solas is an equity investment fund set up for the purposes of using funds made available by the European Investment Bank for the purposes of financing energy efficiency and small renewable projects. The law firm is proud to have assisted on the first financing of Solas in Romania and the growth of Resalta on the Romanian market by structuring the financing transaction and advising the parties on the legal and tax framework in Romania. This transaction has been intricate due to the ESCO financing modelling which concentrates on energy savings as well as the requirements of the fund. Their advice further focused on permissions and licensing matters, and bankruptcy provisions in Romania.

Specialist lawyers: Claudia Chiper, Roxana Roman, Dana Toma, Cornelia Postelnicu, Adina Aurel, Iuliana Stoicescu, Alexandru Asaftei, Smaranda Vacaru, Iulia Curca, Catalin Sabau, Ana Florea.

Legal advice to Societatea Nationala Nuclearelectrica, a state-owned Romanian nuclear energy company regarding various matters, including regulatory advice in nuclear energy, foreign direct investment and corporate matters, IP matters, project financing and procedure to attract new investors in a SMR capacity installed in Romania, selection procedure for new investors that are required for the financing of the rehabilitation works and commissioning of reactors 3 and 4 of the Cernavoda Nuclear Power Plant and for the SMR technology, advising on the EPC agreement clauses regarding the retubing, refurbishment and infrastructure works for reactor 1 of the Cernavoda Nuclear Power Plant.

Acted as legal advisor to DRI BV, a growing investor and operator in renewable energy in Romania and the EU, in relation to the finalisation of the staggered share deal acquisition of a Romanian company that developed 49.38 MW installed capacity photovoltaic power plant located in Mures county, finalisation of the development, construction process and financing process and legal assistance with the final payment milestone negociated by the parties.

Advised ADNOC, one of the largest oil and gas companies in the world, on its acquisition of a 24.9% shareholding in the Austria-based energy and chemicals group OMV AG, from Mubadala Investment Company. The team' legal advice included Austrian law matters, including M&A, merger control and FDI. The acquired stake was worth about €3.9 billion. The law firm works in an integrated team alongside ADNOC's international counsels Shearman & Sterling and Gibson Dunn Crutcher. Through this transaction ADNOC increased its shareholdings in both Borealis and Borouge, bolstering its footprint in the chemicals sector,  enabling synergies and unlocking significant growth opportunities across its broader chemicals portfolio, in particular at Borouge.

The energy team assisted DRI BV, a growing investor and operator in the renewable energy sector in Romania and the EU, on the finalisation of the acquisition of a 60 MW installed capacity wind power plant located in Ruginoasa village, Iasi county included complex due diligence, the drafting and negotiating of the share purchase agreement, other closing transactional documentation for the implementation of the project. The project involved accessing an €55 million senior facility from Kommunalkredit Austria AG. The law firm’ Banking & Finance team advised DTEK Renewables International BV on legal matters concerning the credit facility agreement and the other related finance documents concluded by the borrower and other security providers with Kommunalkredit Austria AG, one of the first wind farm financings in Romania to be provided based on merchant power pricing. The project will help supply many households with sustainable and clean energy and the team is proud to have contributed to it as part of its own sustainability policyenergy team provided comprehensive legal support to DRI BV, a prominent and expanding investor and operator in the renewable energy sector, active in Romania and across the European Union. The assistance was rendered in connection with the acquisition of shares in a Romanian company that had developed a second cutting-edge photovoltaic (PV) project with an installed capacity of 50 MW, strategically located in Mures county.

The legal services provided were multifaceted and innovative, encompassing: due diligence and transaction support, transactional work where the legal team drafted and negotiated a sophisticated share purchase agreement. This document incorporated innovative clauses to address specific risks identified during the development process, including provisions for future regulatory changes and performance guarantees.

Specialist lawyers: Bryan Jardine, Ileana Glodeanu, Claudia Chiper, Andreea Zvac, Adina Aurel, Dana Toma, Vladimir Plugarescu, Sorin Dumitru, Alexandru Asaftei, Iulia Curca, Catalin Sabau, Andrei Turcu, Vlad Catana, Elena Dragan, Marius Moldoveanu, Ana Florea, Maria Popescu.

Assisted Vodafone Romania with respect to various competition matters in the dayto-day business of Vodafone, in order to ensure compliance. Recently they organized a mock dawn-raid at the company's premises (at the instructions and with the aknowledgement of the management). These simulations were designed to prepare the client's team for potential inspections by competition authorities, ensuring they understood their rights, obligations, and best practices for responding to such situations. Through these mock raids, the team crafted realistic scenarios that highlighted critical aspects of competition law compliance, helping the client identify vulnerabilities and improve their internal protocols. This proactive approach not only fortified their readiness but also reinforced their commitment to maintaining high standards of compliance in a competitive market.

Advising one of the biggest companies that manufactures starch and starch products, that plans to set up a joint venture with Agrana for one of the largest starch production factories in Central Eastern Europe. Their team assessed the potential merger control and Article 101 aspects of the transaction, conducting an extensive self-assessment exercise on the impact on the relevant markets. The team is also assisting the client with the preparation and submission to the European Commission of a consultation paper as to conclude on the potential merger control filing requirement triggered at EU level. Separately, they are also advising the client in the preparation and submission of an FDI filing triggered in Romania in relation to the proposed transaction.

Assisting Vel Pitar, an important player on the Romanian market, in the manufacture and distribution of bakery products. The legal advice regarded updating the company's competition group policies in accordance with the latest national developments. In this sense, all of the group policies available worldwide were adapted for the Romanian market, taking into account the latest developments of the competition law in Romania. Their support included day-to-day advice on competition matters and assessing the competition compliance trainings for employees. This is a new client with a substantial expansion capacity on the Romanian market. They provided advice in connection to their relationships with retailers but also in connection to the potential merger control issues raised by potential acquisitions of businesses.

Assisted the Association for Privately Administered Pensions in Romania (APAPR) in connection to general competition compliance matters and setting up the internal compliance procedures and training. APAPR brings together all pension fund administrators and custodian banks in a professional organization designated to protect the interests of its members, as well as to inform, educate and cooperate in the field of private pensions. APAPR is a non-governmental, apolitical, independent organization, which represents all private pension funds operating in Romania, both mandatory (Pillar II) and optional (Pillar III). Among its members are Allianz-Tiriac Private Pensions, Metropolitan Life, Generali, BRD Groupe Societe Generale, NN etc. The training revolved aroung the implementation of the black box mechanism and regular advice in connection to the joint advocacy initiatives in order to ensure conformity with
competition rules. 

Currently assisting Lucsor Impex in the investigation recently launched by the Romanian Competition Council into the sugar market. Lucsor Impex is a Romanian company which operates in the wholesale sector at national level, reaching nearly all retail chains in Romania specifically dealing with confectionery products such as sugar, chocolate, and other sweets. This case is notable for its complexity, particularly concerning the factors influencing sugar price formation in the industry, including the impact of inflation and supply chain dynamics. The investigation was initiated following concerns over potential anticompetitive practices and market distortions that may have affected pricing mechanisms. Other companies involved in the Romanian Competition Council's investigation are Agrana Romania, Pfeifer & Langen Romania. The topic of sugar price formation has gained significant attention, with several publications and analyses highlighting the volatility and regulatory challenges in the sector. As inflation continues to impact various markets, understanding the dynamics of sugar pricing has become increasingly crucial. The team is closely monitoring developments and contributing to discussions on ensuring fair competition and market transparency.

Specialist lawyers: Anca Jurcovan, Claudia Andreescu, Maria Popescu, Andrei Turcu.

Assisted Genesis College on drafting, negotiating and closing of the lease agreement for the Client's new premises, as tenant, with OMV Petrom, as lessor. The new "Genesis College" building in Coralilor Street will have a surface area of 10,000 sqm and will be able to accommodate up to 1000 students. The new building will have plenty of natural light, ventilation and air purification systems, indoor gardens, relaxation areas, cafeteria for students and teachers, laboratories, sports areas and interconnected workspaces. With a history of over 25 years, Genesis College founded by Romanian entrepreneur Ioana Necula expanded its educational space by renting a 9-storey building from OMV Petrom in the north of the capital.

Assisted Sopsa Eco Innovation, a Portuguese environmental services company, on the lease agreement concluded for premises covering 6,400 sqm in Eli Park 4, outside Bucharest. This was one of the biggest industrial leases concluded on the Romanian market last year and marked their client's entering the Romanian market.

Advised one of the largest suppliers of cement, aggregates and concrete for the construction sector in Romania, on various real estate matters related to a wind farm project that directly supplies its cement factory in Medgidia, including superficies and land sale purchase agreements. Further Real Estate and Regulatory (gas & energy) advisory services.

Assisted an international tyre manufacturer on the most significant greenfield project in the last years involving the relocation of its production facility from Russia to Romania. This will be a significant investment of approx. €650 million and creating more than 500 jobs. They have assisted the client with wide legal services regarding their investment in Romania, covering all stages from the land acquisition process (complex land due diligence for both the land purchased and the land taken into concession from the local authorities, transaction assistance: pre-sale purchase agreement, sale purchase agreement, concession agreement with Oradea Municipality, complex advice on fulfilment of the conditions precedent among which the relocation of a cable connecting the solar plant belonging to a neighbour to the national grid in order to accommodate the client's construction project), to the planning and construction contracts and support with the building permitting process. The team offered extensive legal advice also in other practice areas such as employment, GDPR, corporate (i.e., company set up in Romania and various share capital increases). 

Assisted the client, a global group of companies in the automotive supplier industry, specializing in automotive interiors, on their exit from the Romanian market and on the sale of the real estate properties held by the client in Romania, including negotiating the LOI, the pre-sale purchase and sale purchase agreement, as well as advising on the legal pre-emption procedure.

Specialist lawyers: Roxana Roman, Dana Toma, Andreea Carare, Antonia Nica, Ana-Maria Mustatea.

Continues to successfully represent, Commerzbank, a leading European banking institution, and their affiliate Degi Millennium, a company acting in the real estate sector, in all degrees of jurisdiction before the Romanian courts. The litigation portfolio of this client includes national and transnational complex and long term litigation: (i) initiated by Aberdeen and their insurer AIG against all the constructors (a group of Romanian, Greek and Turkish companies contracted under a FIDIC Yellow Book 1999 agreement) of a high-profile office building owned by the client in Bucharest that was severely damaged by a fire in 2009; (ii) initiated by the client against their insurer, AIG, in relation to the full recovery of the insured amount related to the abovementioned fire; (iii) a copyright infringement case against the client initiated by the designer of the above mentioned office building on potential copyright infringement of architectural designs. The cases have been successfully concluded in appeal and are currently in various stages of appeal or enforcement procedures. Moreover, the team provides Romanian law input in a commercial case initiated by the client with a similar object currently pending against AIG on the docket of the German courts.

Currently representing Bunge, a global leader in agribusiness, food and ingredients, before the Romanian superior courts in twenty (20) commercial litigation cases related to the interpretation of commercial contracts and white collar crime (fraud). These cases are part of the substantial agribusiness portfolio of the Dispute Resolution practice in Bucharest and are directly or indirectly related to the agricultural crisis triggered by the war in Ukraine. The case entails complex legal aspects related to contractual hardship and acts of God legal regime at Romanian law. Moreover, the law firm is representing Bunge in other types of criminal law cases related to the business operation.

Advising Oracle, an American multinational computer technology company, in various files. The highlights of the recorded period include: (i) representing the client in all procedural phases (criminal investigation and court) of a white-collar crime case involving cybercrime and theft of hardware (ii) successfully representing the client in a number of employment litigation cases. All assignments from Oracle in relation to litigation are challenging particularly on account of the cutting-edge expertise required not only in the field of whitecollar crime and employment law but also generally in the TMT and data privacy sector.

Assisting the Republic of Moldova in an investment dispute under the Energy Charter between the Liechtenstein investor RTI Rotalin Gas Trading AG and the Republic of Moldova regarding the operation of a gas production and distribution facility. Provides legal assistance and representation to Publicis Group in a wide array of IP contentious and non-contentious matters including without limitation: trademark opposition procedures, limitations of trademarks and the negotiation of coexistence and/or settlement agreements.

Specialist lawyers: Ligia Cecilia Popescu, Bryan Jardine, Andreea Zvac, Sorin Dumitru, Gabriela Patrascan, Dumitru Colcer, Mihaela Jechianu.

Advising and assisting a leading global logistics group on white collar crime, related investigations and asset recovery angles, together with remedial actions and other compliance angles concerning subsidiaries in the CEE region. The team has helped the client in successfully designing and implementing steps to safeguard the group from several material risks in several jurisdictions, including through tailored and cross-border white collar crime assistance and by tracing related assets and proceeds.

Advising and assisting a leading global infrastructure, engineering, and technology group with an internal investigation process and related authorities' complex white collar crime investigation in Romania, including asset recovery angles, as well as related assistance in several other areas. The matter also entails interactions with several prosecutorial and other authorities and regulators, in different jurisdictions.

Advising a leading listed energy player in a sensitive internal investigation and white collar crime matter on, inter alia, limiting the companies' and the shareholders' potential exposures, combined with complex assistance on white collar crime, asset recovery and several compliance processes, asset tracing or contractual matters.

Advising an European life science group on an internal investigation concerning its subsidiaries in several jurisdictions. They have successfully addressed several compliance and white collar angles, as well as structured and implemented remedial steps to successfully safeguard the group from several material risks. The matter also involved coordinated interactions with several authorities and teams in several jurisdictions.

Advising a global private equity fund in a sensitive internal investigations and white collar crime in a Romanian subsidiary and related assistance on, inter alia, limiting several company's and shareholders' potential exposures, combined with complex assistance on asset recovery, contractual, regulatory and compliance processes. The matter entailed a quick reaction and structuring of the internal investigation and immediate assistance from white collar crime and other areas (e.g. Data Protection, Contractual, Administrative law, Corporate, Competition etc.).

Specialist lawyers: Bogdan Bibicu, Bryan Jardine, Anca Jurcovan, Adelina Iftime-Blagean, Mihai Coada, Andreea Stan, Flavius Florea, Bogdan Lamatic, Nina Lazar, Maria Popescu, Elena Dragan, Vlad Catana.

As part of the acquisition of NN Investment Partners, the law firm assisted Goldman Sachs with a cross-border project involving (i) the harmonization of the terms and conditions of employment in line with Goldman Sachs' benefits scheme and (ii) the transfer of the employees on one single entity. As part of the structuring advice, they analyzed multiple scenarios in terms of steps and order of steps, with impact on both process and timing as well as with different consequences in terms of information & consultations requirements, risks, consent requirements (possibility of employees to veto the processes), formalities etc.

Advised Google with respect to various matters regarding their adherence to the new Romanian legislation implementing the EU Whistleblowing Directive. Their scope of assistance encompassed a comprehensive analysis of the regulatory, employment and data protection requirements stipulated in the local legislation. The team delivered high-touch legal support to the client in navigating through complex regulations, to ensure seamless integration with local law requirements, such as scope and limits of the anonymous reporting, what qualifies as retaliation measures, specific protection against retaliation, involvement of employee representatives or trade union in the process, interplay between the whistleblowing process and the disciplinary one etc. Also, they undertook the task of preparing the client's local policy on whistleblowing.

The most recent legal project entrusted by Booking is implementation of the recent statutory methodology regarding genderbased and phycological harassment in the working context. The project involved: (i) assessment of to dos, such as trainings, records, appointment of the responsible person/committee and interplay between the harassment process, the disciplinary one and the whistleblowing investigation process; (ii) amendment of the policies, considering also a best fit with the pre-existing relevant harassment language in company internal policies and group-level harassment policy; (iii) drafting templates of all documentation required for each stage of the investigation process and (iv) assistance in the effective implementation of this procedure.

Essentially advising Oracle since close to 20 years on the full spectrum of possible employment matters. Oracle is one of their first clients of the Romania law firm's office. During the last year they have advised Oracle with respect to all sensitive employment matters of the Romanian companies, including various termination cases, reorganizations, transfers of employees under the Acquired Rights Directive, anti-discrimination compliance checks, implementation of the new antiharassment legislative requirements and they provided assistance and representation in several court cases.

Assisted Rocket Software, an American technology company specializing in enterprise software solutions, in the process of acquiring the Application Modernization and Connectivity business from OpenText. They assisted the client in the structuring and implementation of the transfer of the employees engaged in the transferred line of business to a newly incorporated Rocket Software branch. They also assisted and continue to assist in the post-closing stage in relation to multiple compliance matters specific to a greenfield operation (as new employer in Romania) as well as in relation to new stages of integration of the Romanian operations with the group structures and policies, including preparation
for future developments, such as the EU Pay Transparency Directive.

Specialist lawyers: Adelina Iftime-Blagean, Andreea Stan, Costin Salaru, Ioana Iacob, Nina Lazar, Alexandra Radu.