WARSAW – Nov. 4, 2016 - Greenberg Traurig advised Alior Bank with respect to the acquisition of Bank BPH’s core business from affiliates of GE Capital, which was completed upon the court registration of the spinoff of the acquired business to Alior Bank November 4, 2016. Alior Bank has valued Bank BPH’s core business at PLN 1.5 billion.
The transaction included the acquisition of the shares in Bank BPH through a public tender offer following the consent of the antimonopoly authority and approvals and clearances by the Polish Financial Services Authority, followed by a demerger of the core business of Bank BPH into Alior Bank.
The transaction was financed by a rights issue of Alior Bank also successfully executed with the assistance of Greenberg Traurig as the issuer’s counsel. Total gross proceeds from the offering amounted to PLN 2.2 billion, making it the largest public offering on the Warsaw Stock Exchange since 2013.
“This transaction is widely recognized as the most complex transaction in the field of financial institutions M&A in Poland in recent years and it confirms the position of Greenberg Traurig as the leading law firm in Poland in this area. The transaction required an intensive structuring and due diligence process, complicated by the fact that only a portion of Bank BPH was ultimately to be acquired by the buyer pursuant to a spin off. The structuring and due diligence process was followed by negotiations of the SPA between Alior Bank and GE and the demerger agreement between Alior Bank and Bank BPH,” said Lejb Fogelman, Senior Partner of Greenberg Traurig’s Warsaw office.
“This, in turn, was followed by Alior Bank’s rights issue, receipt of key regulatory approvals, a tender offer for a majority stake of Bank BPH and a squeeze-out of Bank BPH’s minority shareholders. As a result of the demerger, Alior Bank acquired the non-Swiss-franc part of Bank BPH’s core business, and GE will continue to own Bank BPH with the remaining portion of the business," Fogelman said.
“We are pleased to work with Alior to complete one of the most complex and innovative transactions in the market, completed within a very tight timeframe of seven months. It creates a framework for other potential transactions for Polish banks burdened with Swiss-franc mortgage portfolios," added Stephen Horvath, Partner of Greenberg Traurig’s London office.
Łukasz Pawlak, Partner of Greenberg Traurig’s Warsaw office, added,“It was the second banking demerger in Poland after the first demerger of Bank BPH which preceded the sale of Bank BPH to GE also advised by the same team.”
The Greenberg Traurig team was led by Fogelman, Horvath, and Pawlak.
The Warsaw team included partners Michał Fereniec, Ireneusz Matusielański, Marek Kozaczuk, Federico Salinas, and Local Partner Tomasz Kacymirow, and of counsels prof. dr hab. Adam Opalski and dr hab. Małgorzata Bednarek.
Senior Associate Antoni Bolecki was responsible for the antimonopoly matters.
They were supported by a team of senior associates, Małgorzata Paśnik, Karolina Dunin-Wilczyńska, dr Adam Puchalski, Agata Jakubczak, Maciej Kacymirow, Karolina Kubik, Antoni Libiszowski, and Piotr Smolarczyk, along with associates Marek Kłeczek, Magdalena Zmysłowska, Dawid Van Kędzierski, Mateusz Śliżewski, and Tomasz Szekalski.
The Warsaw team was additionally supported by Partner Dorothee Fischer-Appelt and Of Counsel Godric Shoesmith in London and partners Mary F. Voce, Kenneth Gerasimovich, and Mark Michigan and Associate Pallav Raghuvanshi in New York.
Alior Bank is one of the most dynamically developing banks in Poland. Alior Bank has been included in the WIG20 index for the largest and most liquid companies listed on the Warsaw Stock Exchange since 2014. In 2015 Alior Bank successfully completed the acquisition of and merger with Meritum Bank, also advised by Greenberg Traurig.
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