Rafał Baranowski

• Represented Bogdan and Elżbieta Kaczmarek and private equity fund Innova Capital in connection with the acquisition of 100% of shares in Pfleiderer Polska, in a corporate carve-out transaction from Pfleiderer Group, owned by funds managed by the global investment firm - Strategic Value Partners.
• Represented Abris Capital Partners, the ESG transformation specialist private equity investor and B Corp, in connection with signing a preliminary agreement regarding the sale of Velvet CARE, Poland’s leading manufacturer of paper-based personal care products, to Partners Group, a global private markets firm.
• Represented InPost Group in connection with the acquisition of a 30% equity stake in Menzies Distribution Group Limited for GBP 49.3 million.
• Represented CVC Capital Partners in connection with the sale of 100% of the shares in PKP Energetyka S.A. to PGE Polska Grupa Energetyczna S.A.
• Represented Stock Spirits Group, a portfolio company owned by a fund managed by CVC Capital Partners, in connection with the acquisition of 100% of the shares in Polmos Bielsko-Biała S.A.
• Represented CVC Capital Partners, one of the leading global private equity firms, in the acquisition of the convenience retailer “Żabka” from Mid Europa Partners. The sale of Żabka, the largest transaction in the Polish food retail sector and the largest private equity exit in Poland, won the CEE Legal Matters 2017CEE Deal of the Year Award for Poland.
• Represented Goldman Sachs International, through its affiliate Bricks Acquisition Limited, in a PLN 1 billion tender offer for 100% of shares in ROBYG S.A., one of the leading homebuilder on the Polish market.
• Represented Innova Capital, one of the leading mid-market private equity firms in Central Europe, in connection with the acquisition of a majority stake in Bielenda Kosmetyki Naturalne (one of the leading Polish producers of cosmetics), as well as the Soraya and Dermika cosmetic brands from Orkla Care.
• Represented Gilde Healthcare private equity fund on the Polish aspects of the acquisition of the medtech company Acti-Med. The interdisciplinary GT team from Germany and Poland comprehensively advised Gilde Healthcare on all legal aspects of the transaction.
• Represented Apax Partners, one of the leading global private equity firms, on the Polish aspects of the proposed acquisition of Allegro Group (the largest online marketplace and non-food shopping destination in Poland) and Ceneo Group (the leading price comparison platform in Poland) from Naspers Limited. The transaction value was approx. USD 3.25 billion.
• Represented Innova Capital, one of the leading mid-market private equity firms in Central Europe, in the acquisition together with its partner OPTeam S.A. (an IT company listed on the Warsaw Stock Exchange) of Polskie E-Płatności S.A. (a leading payment services provider) from Polska Wytwórnia Papierów Wartościowych (the Polish Security Printing Works).
• Represented Abris Capital Partners, one of the leading CEE private equity funds, in the acquisition of Velvet CARE sp. z o.o., one of the largest manufacturers of hygiene products in Poland.
• Represented Advent International with respect to its investment in InPost, one of the leading logistic services and the first company in Poland to create a network of parcel lockers.
• Represented Montagu Private Equity, one of the leading European private equity firsm, in connection with the proposed acquisition of American Heart of Poland S.A., a renowned Polish network of cardiology clinics.
• Represented Mid Europa Partners, one of the leading private equity investors in Central and South Eastern Europe, in connection with the proposed acquisition of SMYK Group, the leading retailer of children’s apparel, toys and accessories in Poland, from Empik Media & Fashion a Warsaw Stock Exchange-listed retail group.
• Represented Apax Partners, one of the leading global private equity firms, in connection with the proposed acquisition of a Polish pharmaceutical group of companies.

• Represented Anheuser-Busch InBev, the world’s largest brewer, on the Polish aspects of the sale to Japanese brewer Asahi Group Holdings, Ltd. of the businesses owned by SABMiller plc prior to its combination with AB InBev in Central and Eastern Europe for EUR 7.3 billion. The transaction was connected to the USD 103 billion takeover by AB InBev of SABMiller, one of the largest takeovers ever completed.
• Represented Agora S.A., one of the largest and most well-known media corporations in Poland, in the acquisition of a 40% stake in Eurozet sp. z o.o., and negotiation of a shareholders agreement with its majority shareholder SFS Ventures s.r.o., governing the cooperation of both Eurozet shareholders.
• Represented Pfleiderer Grajewo and Atlantik in the reorganization of the Pfleiderer Group based on a cross-border reverse takeover structure and public offering of shares. The total value of the transaction, including the private placement and the repayment in kind, amounts to approximately PLN 744 million.
• Represented Discovery Communications in connection with the proposed acquisition of Poland’s premier multi-platform media company TVN, one of the leading media companies in Poland, from ITI and Canal+ Group.
• Represented Telekomunikacja Polska S.A. (currently Orange Polska S.A.) in connection with the sale of Wirtualna Polska, a leading online media company in Poland, to Innova Capital, a leading mid-market private equity firm in Central Europe, with a transaction value of PLN 375 million.
• Represented Japanese industrial gas producer Taiyo Nippon Sanso Corporation (TNSC) and its subsidiary Matheson Tri-Gas (MTG) on the Polish aspects of the acquisition of Praxair's European industrial gas business. The value of the transaction amounts to approx.. EUR 5 billion. GT’s offices in Germany, the UK, the United States, Japan, the Netherlands and Poland were involved in this transaction.
• Represented Nomad Foods, the largest frozen food company in Europe, in the proposed acquisition of a leading frozen food producer in Poland.
• Represented Unilab L.P. (US Pharmacia Group) in the proposed acquisition of a Polish cosmetic company.
• Represented Grupa LOTOS S.A., one of the leading Polish oil companies, in connection with the PLN 1 billion public offering of its shares.
• Represented ORLEN Upstream Sp. z o.o., a 100% subsidiary of PKN ORLEN S.A., one of the largest petroleum corporations in Central and Eastern Europe and the largest in Poland, in connection with the cross-border acquisition of FX Energy, Inc. listed on NASDAQ, with a transaction value of PLN 442 million.
• Represented Grupa Azoty Zakłady Azotowe "Puławy" S.A., a leading producer of nitrogen fertilizers and chemicals in Central Europe, in connection with establishing a joint venture with KGHM Polska Miedź S.A., leader in copper and silver production, for the exploration of natural resources.
• Represented PBG S.A., one of the leading Polish construction companies, in connection with the financial and debt restructuring of the PBG Group for the total amount of PLN 4 billion.°
• Represented DaVita HealthCare, a leading global provider of kidney care, in acquisitions of dialysis centers in a number of European countries from Frasenius Medical Group.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to a long-term contract for the supply and distribution of insulin on the territory of China with Bayer Healthcare Company Ltd, with the transaction value of USD 2 billion.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to the sale to Sanofi-Aventis, one of the leading multinational pharmaceutical companies, of ZAO Bioton Wostok, a human insulin manufacturer in Russia, with a transaction value of PLN 110 million.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to the acquisition of the Swiss biotech company Biopartners AG, with a transaction value of PLN 183 million.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to the acquisition of pharmaceutical companies from the international Shah Group which involved the establishment of a joint-venture and acquisition of pharmaceutical and biotech companies seated in India, Finland, Russia and the UK.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to the acquisition of Italian pharmaceutical companies Pharmatex Italia and Fisiopharma, with a transaction value of PLN 54 million.°
• Represented Bioton S.A., one of the largest Polish biotech companies listed on the WSE, in relation to the acquisition of SciGen, a Singapore biotech company listed on the Australian Stock Exchange (ASX) selling biotech products and insulin on the markets of South-Eastern Asia, Australia and Oceania.°
• Advised Lehman Brothers with respect to a legal review of the company’s assets located in Poland, in relation to Chapter 11 proceedings conducted in the USA, with a total value of USD 600 billion.°
• Represented Merrill Lynch in its role as an investment banker in relation to the sale of shares in a Polish media company.°
• Represented RWE Aqua, a member of the German power concern RWE AG, in relation to the acquisition of shares in the water and sewage grid operator Przedsiebiorstwo Wodociagów i Kanalizacji w Dabrowie Górniczej.°
• Represented BASF Polska, part of the BASF Group the largest global chemical company, and Deutsche Lufthansa AG, the global aviation group, in the preparation of comprehensive documentation and security procedures for the processing of personal data.°
• Represented the Swedish company Intrum Justitia AB, Europe’s leading credit management services group, in relation to the establishment of its European data processing centers in the Netherlands.°
• Represented the Kaufland Group, a German hypermarket chain, part of the Schwarz Gruppe, with respect to investment projects involving the development of more than a dozen hypermarkets and supermarkets in Poland, and a national logistics center.°
• Represented OBI Polska and the Tengelmann Group (Plus Discount) with respect to investment projects involving the development of more than a dozen hypermarkets and supermarkets in Poland.°
• Represented GE Capital in relation to a defense offset agreement with the Polish State Treasury, with a contract value of approx. USD 64.5 million.°
• Represented Airline Accounting Center (currently Lufthansa Global Business Services) in relation to the establishment and structuring of a finance, revenue accounting, human resources and procurement service center for European airlines.°

• Advised PGNiG S.A., the largest Polish gas corporation, in relation to a supply agreement with Qatargas concerning supplies of liquid natural gas from Qatar to the LNG terminal in Świnoujście for 20 years, with a total contract value of approx. USD 11 billion.°
• Advised PGNiG with respect to gas sector projects, including contracts for natural gas supplies and the LNG terminal in Świnoujście.°
• Advised PKN ORLEN S.A. one of the largest petroleum corporations in Central and Eastern Europe and the largest in Poland, in connection with the execution of various contracts for the supply of crude oil with a total contract value of several billion USD.
• Advised Grupa LOTOS S.A., one of the leading Polish oil companies, in connection with the execution of a long-term contract for natural gas supplies.
• Advised PBG S.A. in relation to contracts with KGHM Polska Miedź S.A. concerning the construction of steam and gas units in the Głogów and Polkowice heat- and power plants, with a total contract value of PLN 165 million.°
• Advised Unimot S.A., an independent importer of liquid and gas fuels in Poland, in connection with the execution of a long-term contract for natural gas supplies.
• Advised SFW Energia, a member of the German power concern RAG, in relation to the acquisition of heating companies.°
• Advised various clients with respect to energy sector projects, in particular natural gas, shale gas, LNG, LPG and crude oil.

°The above representations were handled by Mr. Baranowski prior to his joining GREENBERG TRAURIG Nowakowska-Zimoch Wysokiński sp.k.

• Chambers Global: Band 4 in Corporate/M&A: High-end Capability (2023-2024)
• Chambers Europe: Band 4 in Corporate/M&A: High-end Capability (2023-2024)
• IFLR1000: Highly Regarded in M&A (2016-2023)
• IFLR1000: Highly Regarded in Private Equity (2016-2023)
• IFLR1000: “Rising Star” in M&A (2018)
• IFLR1000: “Rising Star” in Private Equity (2018)
• EMEA Legal 500: Next Generation Partner in Private Equity (2020-2022)
• EMEA Legal 500: Leading Individual in Private Equity (2023-2024)
• EMEA Legal 500: Recommended in Commercial, Corporate and M&A (2015-2024)
• EMEA Legal 500: Recommended in Energy and Natural Resources (2017-2019)

• Member, Warsaw Bar Association of Attorneys-at-Law
• Member, Polish Private Equity and Venture Capital Association
• Member, Association of International Petroleum Negotiators, Houston, Texas
• Member, American Chamber of Commerce in Poland