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WARSAW - February 26, 2021 - Greenberg Traurig is advising Cyfrowy Polsat S.A. and Polkomtel sp. z o.o. (“Polsat Group”) which have concluded a conditional share sale agreement concerning a 99.99% stake in Polkomtel Infrastruktura sp. z o.o., a subsidiary of Polsat Group, with Cellnex Poland sp. z o.o., a subsidiary of Cellnex Telecom S.A., Europe’s leading operator of telecommunications infrastructure. The value of the transaction is over PLN 7 billion. 

Polsat Group intends to enter a long-term partnership with Cellnex Telecom in order to accelerate the deployment of 5G technology in Poland. The partnership is based on the concept of active and passive infrastructure sharing, where the mobile network operator is predominantly interested in the end-user experience, while the infrastructure owner is responsible for delivering the ordered network capacity in the most cost-efficient manner. Polkomtel Infrastruktura is the owner of Polsat Group’s passive and active access layers of mobile telecommunication infrastructure, consisting of approx. 7,000 sites, approx. 37,000 various systems on-air (incl. over 1 thousand 5G equipped systems) and a transmission network. 

The deal is expected to be completed in Q4 2021. The agreed conditions precedent include, among others, obtaining consents required under the Polsat Group’s financing documentation and obtaining antimonopoly clearance by Cellnex Poland from the President of the Polish Office of Competition and Consumer Protection. Once they are met, Polsat Group and Cellnex Telecom will sign a Master Services Agreement under which Polkomtel Infrastruktura will provide services for 25 years (subject to renewal for subsequent 15-year terms). 

“Polsat Group’s simultaneous divestment of active and passive telecoms infrastructure is yet another market-defining transaction executed by our long-time Client with Greenberg Traurig’s support. With uncertainty still present, the telecoms sector has already shown its resilience and strength in this new reality. The impact of this landmark transaction is much broader than its complex nature and unprecedented scale – it precisely displays the underlying potential of the entire infrastructure sector to serve as the catalyst for sustainable economic recovery. I believe an infrastructure driven recovery will also prove to be a key driver for other areas, such as e-commerce and renewable energy. Greenberg Traurig is a first mover in this process,”  said Jarosław Grzesiak, Managing Partner of the Greenberg Traurig Warsaw Office.

Greenberg Traurig is providing comprehensive legal advice with respect to the transaction.

The transaction is led by Managing Partner Jarosław Grzesiak, Partner Stephen Horvath, Partner Daniel Kaczorowski and Partner Michał Fereniec. They are supported by Local Partner Michał Bobrzyński and Local Partner Maciej Pietrzak along with Senior Associates Paulina Kimla-Kaczorowska, Marek Kłeczek and  Agnieszka Stopińska. The due diligence team included Local Partner Justyna Szwech, Counsel Barbara Pancer, Senior Associates Tomasz Denko, Maja Gawrysiuk, Mateusz Koronkiewicz and Magdalena Bachleda-Księdzularz, and Associates Angelika Makar, Alicja Walerjan, Katarzyna GoljanIga Czerniak and Aleksander Kłys

Polsat Group is one of the largest Polish companies and a leading media and telecommunications group in the region. The Group provides its 5.6 million customers with access to 17.4 million services: mobile phone services, pay digital TV and the Internet. The Group includes the following companies and brands: Cyfrowy Polsat, Polkomtel, Telewizja Polsat, Netia, Interia and IPLA.

Cellnex Telecom is Europe’s leading operator of wireless telecommunications and broadcasting infrastructure with a portfolio of more than 128,000 sites, 75,000 of which are already in the portfolio, and the remainder are in the process of finalization or planned roll-outs by 2028. Cellnex operates in Spain, Italy, the Netherlands, France, Switzerland, the UK, Ireland, Portugal, Austria, Denmark and Sweden, and shortly in Poland.

Greenberg Traurig LLP

Greenberg Traurig, LLP is an international, multi-practice law firm with approximately 2200 attorneys serving clients from 40 offices in the United States, Latin America, Europe, Asia, and the Middle East.

Greenberg Traurig Grzesiak sp.k. was named the 2019 and 2018 Most Innovative Law Firm of the Year Award for Poland by International Financial Law Review (IFLR) and the 2017 Law Firm of the Year in Poland by Chambers and Partners. The Warsaw office of Greenberg Traurig, LLP provides legal services to clients in Central Europe and beyond and consists of approximately 100 lawyers. Team members are regularly recognized as leaders in numerous practice areas. Chambers Global, Chambers Europe, IFLR1000 and EMEA Legal 500 consistently rank them among the top tiers the areas of Corporate/M&A, Capital Markets, Real Estate, Private Equity, Tax, Banking and Finance, Project Finance, Energy, Dispute Resolution and TMT.

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