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Integrites and K&L Gates have advised Norwegian utility-scale wind power developer NBT and Paris-based renewable energy independent power producer Total Eren on their entrance into a framework agreement with a syndicate of foreign lenders, including EBRD and the Nordic Environment Finance Corporation, for the construction of one of the largest wind farms in Europe. Redcliffe Partners and Clifford Chance advised the lenders and J.P. Morgan Securities Plc as debt coordinator.

Sayenko Kharenko, working with global counsel Allen & Overy, has provided Ukrainian advice to Greenyard N.V. on the EUR 120 million sale of 100% shares of its horticulture business to independent investment group Straco BVBA. Clifford Chance, working with Redcliffe Partners in Ukraine and TGS Baltic in Latvia, advised the buyers.

Redcliffe Partners has acted as Ukrainian legal counsel to Ferrexpo plc., a leading European producer of iron ore pellets, in connection with a USD 400 million four-year committed revolving pre-export finance facility from a syndicate of nine foreign banks and financial institutions, with BNP Paribas S.A. and Deutsche Bank AG acting as mandated lead arrangers. Milbank, Tweed, Hadley & McCloy was lead counsel to Ferrexpo, while the lenders were advised by Dentons.

Sayenko Kharenko advised Mriya Agro Holding and Hogan Lovells advised the company's ad hoc committee of note-holders on the restructuring of its USD 1.1 billion debt, and the two firms advised the company on its subsequent September 12, 2018 sale of the company's assets, including infrastructure facilities, machinery and land lease rights, to the Saudi Agricultural & Livestock Investment Company United Kingdom. Redcliffe Partners advised SALIC on the matter.

On 2 August 2017 the state aid regime, based on the requirements of the EU-Ukraine Association Agreement (the "Association Agreement"), fully entered into force in Ukraine. Before this there were no state aid rules in place, and state support was distributed by the Ukrainian authorities as was deemed appropriate according to fast-changing industrial and regional policy objectives. The Ukrainian government has, traditionally, heavily supported producers in a number of so-called "priority" industries such as steel, fuel and energy, coal mining, aircraft manufacturing and shipbuilding. In the energy sector alone, total budget revenue relinquished under special tax benefits allowed to undertakings accounted for up to 3.5% of GDP annually. The introduction of state aid control is expected to bring more transparency and higher standards in the management of public spending. In particular, all existing state aid programmes implemented before 2 August 2017 should be notified to the Antimonopoly Committee of Ukraine (the "AMC") until 2 August 2018, and all new state aid may be granted only following the prior approval of the AMC.

Sayenko Kharenko and Linklaters have advised Deutsche Bank, ING, Natixis, and UniCredit, the joint bookrunners of Metinvest's USD 1.592 million Eurobond issue. Metinvest was represented by Allen & Overy and Avellum on the issue, while Redcliffe Partners and Clifford Chance advised the coordinating mandated lead arrangers, with Clifford Chance also advising on the bank debt. 

On 30 September 2017, the UK Criminal Finances Act 2017 (the “Act”) came into force.1 The Act outlines the liability for companies which fail to prevent the facilitation of tax evasion actions. The new Act also has an extraterritorial effect, meaning that it is not limited to activities in the UK, and can also apply to activities in foreign jurisdictions such as Ukraine.

In 2017, Ukraine implemented several anti-corruption steps based on its contractual obligations per loan arrangements with the EU and the IMF1. However, the speed of implementation is slow, which is frustrating for international financial organisations, as well as the broader business community. 

Rob Shantz is a partner and the Head of the Corporate practice of Redcliffe Partners. He is a US-qualified lawyer with over 28 years of experience, including some 20 years in Central and Eastern Europe. Shantz specializes in cross-border corporate law and corporate governance matters, as well as in FCPA compliance investigation.

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Redcliffe Partners at a Glance

Redcliffe Partners is a leading Ukrainian law firm that provides a full range of legal services to large national enterprises, international companies, financial institutions and private investors who are conducting business or investment activities in Ukraine. 

We are involved in the majority of the largest and most complicated transactions and litigation cases in Ukraine, committed to providing our clients not only with world-class service and legal expertise, but also advice on business-critical issues and market opportunities.

Redcliffe is amongst the Top-3 law firms by both total number and value of Finance and M&A deals in Ukraine concluded during 2016-2018. We employ Ukraine, US and EU-qualified lawyers, making us one of the most diverse law firms in Ukraine. The basis of our work and dynamic development is a powerful team, practical experience in the most active business sectors, and impeccable professional ethics and business transparency.

Firm's website: www.redcliffe-partners.com