Skip to main content

Rafał Baranowski is a Shareholder, Co-Chair of Greenberg Traurig’s Global Corporate Practice, Head of the M&A and Private Equity Practices in Poland and former Deputy Managing Partner of Greenberg Traurig’s Warsaw office. He focuses his practice on mergers and acquisitions, private equity, joint ventures and corporate law. He has over 20 years of experience in handling complex transactions. He has advised significant international and domestic market players on numerous major investment projects, M&A and private equity transactions in Poland, Western and Central Europe, the Middle East and Asia. His clients include major private equity firms as well as leading public and private companies in a variety of industries, including biotechnology, consumer goods, FMCG, telecommunications, oil and gas supply, and media.

Concentrations

  • Mergers and Acquisitions
  • Private Equity
  • Corporate
  • Global Energy & Infrastructure

 

Áreas de Atuação

Experiência

  • Represented PIB Agency in connection with the acquisition of 100% of the shares in Risk Partner, Cellent and Vero Services.
  • Represented PIB Group Poland in connection with the acquisition of 100% of the shares in two insurance brokerage companies, mBroker NET and inBroker NET.
  • Represented PIB Group Poland in connection with the acquisition of 100% of the shares in Fincon (a specialist reinsurance and insurance broker). 
  • Represented PIB Group in connection with the acquisition of 100% of the shares in Nord Group companies, including Nord Partner, Nord Re and Nord Serwis.
  • Represented Bogdan and Elżbieta Kaczmarek and private equity fund Innova Capital in connection with the acquisition of 100% of the 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 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, a leading global private equity firm, in connection with the acquisition of the convenience retailer Żabka from Mid Europa Partners. The sale of Żabka, at the time the largest transaction in the Polish food retail sector and the largest private equity exit in Poland, won the CEE Legal Matters 2017 CEE 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 the shares in ROBYG S.A., a leading homebuilder on the Polish market. 
  • Represented Innova Capital, a leading mid-market private equity firm in Central Europe, in connection with the acquisition of a majority stake in Bielenda Kosmetyki Naturalne (a leading Polish producer 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 advised Gilde Healthcare on all legal aspects of the transaction.
  • Represented Apax Partners, a leading global private equity firm, on the Polish aspects of the proposed acquisition of Allegro Group (Poland’s largest online marketplace and leading destination for non-food purchases) and Ceneo Group (Poland’s leading price comparison platform) from Naspers Limited. The transaction value was approx. USD 3.25 billion.
  • Represented Innova Capital, a leading mid-market private equity firm 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, a leading CEE private equity fund, in connection with 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, a leading logistics services and the first company in Poland to create a network of parcel lockers. 
  • Represented Montagu Private Equity, a leading European private equity firm, in connection with the proposed acquisition of American Heart of Poland S.A., a renowned Polish network of cardiology clinics.
  • Represented Mid Europa Partners, a leading private equity investor 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, a leading global private equity firm, in connection with the proposed acquisition of a Polish pharmaceutical group of companies.
  • Represented Agora S.A. in connection with the acquisition of the remaining 49% of the shares in Eurozet from SFS Ventures s.r.o. As a result of this transaction, Agora became the sole shareholder in Eurozet.
  • Represented Anheuser-Busch InBev, the world’s largest brewer, in 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, was approximately PLN 744 million.
  • Represented Discovery Communications in connection with the proposed acquisition of Poland’s premier multi-platform media company TVN, a leading media company 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 was 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 cosmetics company. 
  • Represented Grupa LOTOS S.A., a leading Polish oil company, 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., a leader in copper and silver production, for the exploration of natural resources.
  • Represented PBG S.A., a leading Polish construction company, 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 connection with 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 in China with Bayer Healthcare Company Ltd, with a 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, a leading multinational pharmaceutical company, 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 establishing a joint-venture and acquiring pharmaceutical and biotech companies based 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 the 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 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 Przedsiębiorstwo Wodociągów i Kanalizacji w Dąbrowie 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 establishing 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.°

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

  • 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., a leading Polish oil company, 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.

Reconhecimento & Liderança

  • Chambers Global:
    • Band 3 in Corporate/M&A: High-end Capability (2025-2026)
    • Band 4 in Corporate/M&A: High-end Capability (2023-2024)
  • Chambers Europe:
    • Band 3 in Corporate/M&A: High-end Capability (2025-2026)
    • Band 4 in Private Equity (2025-2026)
    • Band 4 in Corporate/M&A: High-end Capability (2023-2024)
  • EMEA Legal 500:
    • Leading Partner in Private Equity (2025-2026)
    • Hall of Fame in Commercial, Corporate and M&A (2025-2026)
    • Leading Individual in Private Equity (2023-2024)
    • Recommended in Commercial, Corporate and M&A (2015-2024)
    • Next Generation Partner in Private Equity (2020-2022)
    • Recommended in Energy and Natural Resources (2017-2019)
  • IFLR1000:
    • Market Leader in M&A (2025)
    • Market Leader in Private Equity (2025)
    • Highly Regarded in M&A (2019-2024)
    • Highly Regarded in Private Equity (2019-2024)
    • Rising Star in M&A (2018)
    • Rising Star in Private Equity (2018)
  • 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

Credenciais

Educação
  • Leadership in Law Firms, Harvard Law School Executive Education, 2025

  • Oxford Private Equity Programme, Executive Education, Said Business School, Oxford University, 2025
  • Leading Professional Service Firms, Harvard Business School Executive Education, 2024
  • Attorney-at-law, 2011
  • Postgraduate Diploma in English Business Law & Practice, University of Cambridge, 2010
  • Postgraduate Diploma in Law, with distinction, European Union Law, Jagiellonian University, 2006
  • Postgraduate Diploma in Polish and European Corporate Law, with distinction, SGH Warsaw School of Economics, 2005
  • Master of Law, University of Silesia in Katowice, 2003
Admissões
  • Poland
Idiomas
  • Polish, Native
  • Inglês, Fluente
  • German, Fluente

Related Capabilities

Mergers & Acquisitions Corporate Energy & Natural Resources Private Equity Liquefied Natural Gas