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Greenberg Traurig advises Pfleiderer Group and its key stakeholders in cross-border corporate reorganization of the Pfleiderer Group

WARSAW – Dec. 4, 2015 – Greenberg Traurig advises Atlantik S.A., an indirect controlling shareholder of Pfleiderer Grajewo S.A., on Polish law aspects of the Pfleiderer Group’s corporate reorganization and Pfleiderer Grajewo S.A. in relation to the share capital increase to finance the planned corporate reorganization. The combined Pfleiderer Group is set to become one of Poland’s leading companies with annual sales of approximately EUR 1 billion and over 3,000 employees.

Greenberg Traurig advises Atlantik, a Luxemburg based investment company, sole shareholder of Pfleiderer GmbH and indirect controlling shareholder of Pfleiderer Grajewo S.A. on Polish law matters related to the structuring of the corporate reorganization of the Pfleiderer Group. The planned reorganization involves an innovative reverse takeover structure where Pfleiderer GmbH will be fully acquired by Pfleiderer Grajewo with the proceeds from the share capital increase and public offering of shares in Pfleiderer Grajewo. Upon the successful completion of the transaction, Pfleiderer Service GmbH will transfer all its shares in Pfleiderer Grajewo to Atlantik. Simultaneously, Pfleiderer Grajewo will become the parent company of the restructured Pfleiderer Group. Moreover, upon completion of the reorganization, certain stakeholders of Atlantik, including Strategic Value Partners LLC, through its managed or advised funds, will receive existing shares in Pfleiderer Grajewo held by Atlantik in lieu of cash in satisfaction of Atlantik’s obligations under its financial indebtedness (repayment in kind).

Greenberg Traurig is also advising Pfleiderer Grajewo on the related share capital increase and provides comprehensive legal advice to Pfleiderer Grajewo S.A. with respect to Polish and US laws. Greenberg Traurig also advises Pfleiderer Grajewo S.A. on the Polish aspects of the refinancing of the Pfleiderer Group in connection with the corporate restructuring.

Due to the complex structure and cross border aspects, the transaction requires an integrated approach of the Warsaw office’s Capital Markets, Mergers and Acquisitions, and Banking and Finance departments and the London office’s US Capital Markets team.

The total value of the transaction, including the private placement and the repayment in‑kind, amounts to approximately PLN 744 million.

 “We are delighted to have the opportunity to work for the Pfleiderer Group on such a complex and demanding cross border Transaction. The Transaction is an opportunity for our three highly recognized Tier 1 Departments to work together on all phases and aspects of the project. This showcases Greenberg Traurig’s unique capabilities with respect to the most complex and innovative Transactions handled in Poland," said Jarosław Grzesiak, managing partner of the Warsaw office of Greenberg Traurig.

The Warsaw office team is led by the Managing Partner Grzesiak and Partner Rafał Sieński. They are supported by Local Partner Rafał Baranowski and Associate Filip Kijowski, with respect to corporate and M&A aspects of the transaction, and Local Partner Aleksander Janiszewski, supported by associates Magdalena Bachleda-Księdzularz, Maja Gawrysiuk, and Martyna Komorniczak, provides advice on Banking and Finance matters related to the transaction. The Capital Markets team is additionally supported by associates Mateusz Zaleński, Tomasz Szekalski, and Piotr Płatnerz.

Partner Dorothee Fischer-Appelt and Counsel Godric C. Shoesmith from Greenberg Traurig’s London office advise on US law aspects of the transaction.

The Warsaw office of Greenberg Traurig, in the latest IFLR1000 Guide, was recognized as Tier 1, the highest possible ranking with respect to: Capital Markets: Equity, Mergers and Acquisitions, and Banking and Finance.

Pfleiderer Grajewo is one of the largest and most modern producers of furniture boards, kitchen worktops, and artificial veneers in Poland and has been listed on the Warsaw Stock Exchange since 1997.