The Deal: In April 2019 CEE Legal Matters reported that Clifford Chance Badea had advised Alpha Bank Romania on its EUR 1 billion direct issuance global covered bond programme – the first-ever in Romania. RTPR Allen & Overy advised Barclays Bank PLC as arranger on the programme, which came three years after the country’s covered bond law entered into force.
At the European Community level there have been numerous regulations related to asset freezing and confiscation, the most recent being Directive 2014/42/EU of the European Parliament and of The Council on the freezing and confiscation of instrumentalities and proceeds of crime in the European Union (the “Directive”).
The Romanian personal identification number (“cod numeric personal” in the Romanian language) is a unique and general identifier that is assigned to each individual at birth and appears on most personal documents, including birth certificates and identity cards. The number remains unchanged throughout an individual’s life.
Jank Weiler Operenyi and Reff & Associates — the Austrian and Romanian members of the Deloitte Legal network — have advised Rondo Ganahl AG on its acquisition of 60% of the shares of Romanian SC Transilvania Pack and Print SA from Offsetdruckerei Schwarzach GmbH. Thurnher Wittwer Pfefferkorn & Partner advised Offsetdruckerei Schwarzach on the deal.
Natural or legal persons directly or indirectly acquiring shares granting more than 33% of the vot-ing rights in a Romanian listed company are required to make a bid as a means of protecting the company’s minority shareholders. Under the European legal framework, the offeror must address that bid to all minority shareholders, offering to purchase all their holdings at an equitable price.
The implementation of the EU’s fourth money laundering directive (2015/849/EU, or MLD4) is a subject of significant interest in Romania, as the process of adopting a new Money Laundering Bill (MLB) in line with the provisions of the MLD4 to replace the current Money Laundering Act is in full progress.
Due to multiple murky provisions in the applicable legislation, the privatization process in Romania has triggered a number of legal battles, varying from the rescission of share sale purchase agreements concluded between the Romanian state (acting through various entities) and investors for the investors’ failure to comply with investment obligations to the recognition or protection of certain rights arising from the privatization itself.
Popovici Nitu Stoica & Asociatii has advised Ameropa on a EUR 324 million multivalued revolving credit facility. The lenders, a banking syndicate consisting of Banca Comerciala Romana and Raiffeisen Bank as principal initiators, bookrunners, and structuring banks, the Bucharest Branch of ING Bank NV and UniCredit Bank SA as mandated lead arrangers and lenders, and BCR as facility, guarantee, and documentation agent. The banks were advised by Nestor Nestor Diculescu Kingston Petersen.
Filip & Company has advised LafargeHolcim on its acquisition of the Somaco Group from Oresa Ventures in Romania. Popovici Nitu Stoica & Asociatii advised Oresa on the sale, which remains subject to regulatory approvals and competition clearance in Romania and is expected to close in the fall of 2019.