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Andersen, Greenberg Traurig, KDCP, CSW, and Clifford Chance Advise on Unimot's Acquisition of Fuel Storage and Bitumen Businesses

Andersen, Greenberg Traurig, KDCP, CSW, and Clifford Chance Advise on Unimot's Acquisition of Fuel Storage and Bitumen Businesses

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Andersen, Greenberg Traurig, KDCP Kancelaria Doradztwa Celnego i Podatkowego Rutkowski i Wspolnicy, and CSW Wieckowska i Partnerzy have advised the Unimot Group on its initiated acquisition of the fuel storage business and bitumen business from the Lotos Group, as part of the PKN Orlen-Lotos merger process. Clifford Chance advised a consortium of banks on financing the deal.

The financing for the transaction is provided by mBank, PKO Bank Polski, and Bank Pekao.

According to Andersen, “as part of the future transaction ... a group of companies will be acquired which will include nine fuel storage terminals of the Lotos Group and those contributed by PKN Orlen.” The agreement includes the “modernization and expansion, by PKN Orlen, of the terminal in Szczecin and – through a special purpose vehicle – of two bitumen production facilities in Jaslo and Czechowice-Dziedzice, spun off from Lotos Asfalt.” Upon closing, “the acquired assets will also include RCEkoenergia in Czechowice-Dziedzice, a subsidiary of Lotos Terminale, and Lotos Infrastruktura in Jaslo – [both] providing utilities and infrastructure services.”

In January 2022, Unimot Investments “concluded a preliminary share purchase agreement for the acquisition of 100% of Lotos Terminale shares from the Lotos Group, a number of agreements and understandings with PKN Orlen, as well as the term and revolving facilities agreement to finance the transaction. Upon completion of the transaction, the Unimot Group will become the third player in the fuel storage market and the second player in the bitumen sales market,” Andersen informed.

According to Andersen, “the purpose of the transaction – carried out as part of the remedies imposed by the European Commission in relation to PKN Orlen's intention to take control over the Lotos Group – will be that Unimot Group enters the business of an independent logistics operator, based on its own fuel storage infrastructure, and the business for the production of modified bitumen, together with the further development of trade in bitumen products.”

Andersen’s team included Partners Leszek Rydzewski, Rafal Ciolek, Aleksandra Kalinowska, Katarzyna Komulainen, and Tomasz Srokosz, Senior Associates Aneta Gorecka, Bartlomiej Wietrzychowski, and Dawid Jankowski, Associate Klaudia Raczek, and Junior Associates Mateusz Sokol and Dominika Ksiazek.

Greenberg Traurig’s team included Partners Robert Gago and Aleksander Janiszewski, Senior Associate Anna Celejewska-Rajchert, and Associates Filip Drgas, Karolina Slezak, and Krzysztof Wisniewski.

KDCP’s team was led by Partner Krzysztof Rutkowski.

CSW's team was led by Attorney-at-law Karolina Janas.

Clifford Chance's team included Partner Andrzej Stosio, Counsel Mateusz Chrusciak, Associate Wojciech Wator, and Junior Associate Aleksandra Bialyszewska.

This transaction is a part of a greater number of deals arising from the ongoing PKN Orlen – Grupa Lotos merger.

Editor's Note: After this article was published, Greenberg Traurig announced that, on July 8, 2022, Unimot obtained the necessary competition approval for its acquisition of Lotos Terminale. The firm's team working on the matter included Partners Robert Gago and Aleksander Janiszewski, Senior Associates Anna Celejewska-Rajchert and Filip Drgas, and Associates Anna Brynska and Krzysztof Wisniewski.

Unimot’s in-house team included Legal Department Director Grzegorz Derecki and Senior Counsel Piotr Borowiec.

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