White & Case has advised PGE Polska Grupa Energetyczna S.A. (PGE), Poland's biggest power producer, on its PLN 4.51 billion (approximately USD 1.2 billion) acquisition of the EDF Group's assets in Poland. The EDF Group was represented by Dentons.
PGE signed a Conditional Share Sale Agreement in relation to the acquisition with EDF International SAS and EDF Investment II B.V. on May 19, 2017.
According to White & Case, through the acquisition, which includes eight combined heat and power plants in key locations including Trojmiasto, Wroclaw, and Krakow, the Rybnik power station in Silesia, and almost 400km of heating network in four cities, "PGE strengthens its leading position in the Polish electricity market and becomes the leader in the Polish heat market."
The transaction value amounts to approximately PLN 4.51 billion, of which approximately PLN 2.45 billion is the equity value and approximately PLN 2.06 billion is the net debt. The closing of the transaction is planned to take place no later than January 2, 2018 and the payment will be made at that time.
White & Case coordinated the acquisition process, negotiated the transaction documents relating to the acquisition of the EDF assets, and obtained the mandatory regulatory approvals.
The White & Case team in Warsaw advising on the transaction was led by Partner Marcin Studniarek, Local Partner Aneta Hajska, and Counsel Jakub Gubanski, with support from Associates Monika Duzynska, Pawel Gora, Klaudia Malczewska, Iwo Malobecki, Marta Osowska, Jedrzej Palka, Anna Pawelec, Aneta Urban, and Mateusz Zawistowski.
Editor's Note: After this article was published Dentons announced that it had advised French energy group EDF in the sale of the group’s assets in Poland to PGE
“PGE is acquiring a premier portfolio of assets, which the EDF group in Poland has built up over many years," said Dentons Partner Piotr Dulewicz, Head of the Mergers and Acquisitions team in the firm's Warsaw office. "This is the largest transaction in Poland’s energy sector in the last five years and among the largest of its kind seen recently in Europe."
Dentons performed due diligence for the seller, advised on the pre-transaction in-house restructuring, and drafted and negotiated the transaction documentation. The firm's team consisted of Partner Piotr Dulewicz and Pawel Grabowski, working along with members of the firm's Energy and National Resources Team headed by Partner Arkadiusz Krasnodębski. Other lawyers advising on the transaction included Partner Tomasz Janas and Counsel Marceli Kasperkiewicz.