Highlights of projects in the last five years:

Banking and Finance; Project Finance

Our banking and finance practice is one of our Firm’s flagships. The long list of projects evidence client’s recognition, confirmed by ratings in the relevant international directories.

Most prominent work and projects where we participated over the last several years are:

2014:

  • Local legal counsel of an international financial institution in financing a local steel producer;
  • Local legal counsel of an international financial institution in a 3 million EUR loan transaction to a large local bank;
  • Advising a fund financed by the EU in determining capital adequacy of local banks and other Basel III standards, and potential effect it has on its business in North Macedonia;
  • Assisting an international financial institution in divesting its equity participation in a local bank;
  • Advising an American gold trading company in US$175 million gold purchase and sale agreement with a listed Canadian company, to finance the development a copper-gold project in North Macedonia;
  • Assisted a Russian bank in obtaining security by way of shares pledge in a Macedonian company for production of electricity and heat;
  • Assisted a Luxembourg investment fund in two lending streams, each of 10 million EUR;
  • Advised two international finance institutions in relation with a loan transaction to an energy distribution company and drafted the security documentation as security for a 77 million EUR loan, including mortgages, pledge of movables, security over bank accounts, pledge of shares.


2013:

  • Advising an Islamic development bank in a pioneer financing structure, for US$7 million;
  • Local legal counsel of an international financial institution in a 25 million EUR loan transaction to a local electricity transmission operator;
  • Local legal counsel of an international financial institution in a 11 million EUR loan transaction to a local air navigation service provider;
  • Local legal counsel of an international financial institution in a 5 million EUR participation project with a local bank, member of an international banking group;
  • Local legal counsel of an international financial institution in a 3,5 million EUR loan to dairy, a subsidiary of a large Turkish group;
  • Advising an international financial institution in divesting its equity participation in a local health food production company;
  • Advising a corporate client in a 5,5 million EUR credit agreement with a local commercial bank.


2012:

  • Advising two large French banking groups in a US$130 million loan arrangement;
  • Advising an international financial institution in a 10 million EUR loan transaction with a local bank;
  • Local legal counsel of an international financial institution in a 10 million EUR loan to a local bank, member of an international banking group;
  • Local legal counsel of an international financial institution in a 5 million EUR loan to a local bank;
  • Advising an international financial institution in divesting its equity participation in a local vinary;
  • Advising an international financial institution in amending its financing to a company in the food industry;


2011:

  • Assisting a syndicate of international banks in granting 130 million EUR loan to the Republic of North Macedonia;
  • Advising an international financial institution in financing a mall development project in Skopje with 17 million EUR;
  • Advising an international financial institution in 5,6 million EUR financing the City of Skopje, for urban traffic enhancement project;
  • Acted as special counsel of an international financial institution in connection with a loan of up to 4 million EUR to a large local bank;
  • Acting local counsel of an international financial institution in selling its shares in in a mid-size local bank;
  • Assisting a UK based bank in securing a loan;


2010:

  • Assisting a Slovenian bank in financing a factoring company in North Macedonia;
  • Providing legal support to an international financial institution in lending loans to four local banks (22 million EUR total) in four separate transactions;
  • Assisting an international financial institution in divesting its remaining equity participation in a large local bank;
  • Assisting an Austrian bank in refinancing an Austrian construction company with regards to loans extended to its subsidiaries in North Macedonia;
  • Assisting a Spanish bank in creation of security interest over borrower’s assets located in North Macedonia;
  • Assisting a Turkish airport operator in the project financing for the concession on three airports (90 million EUR);
  • Advising a large international bank as a manager of the issuance of 2010 Macedonian Government bonds in the amount of 250 million EUR;
  • Acted as legal counsel of an international financial institution in a loan transaction with a local bank.
  • Providing local legal support and legal opinion to an international bank headquartered in the Netherlands, in a project of financing a supply of medical equipment to public health institutions (43 million EUR).


2009:

  • Local counsel of an international bank acting as a manager of the issuance of Macedonian Government notes in the amount of 175 million EUR;
  • Assisted a Greek bank in creation of security for loans extended to a Macedonian company;
  • Local counsel of an international financial institution in a loan transaction to a local winery;
  • Assisting two international financial institutions in securing a 90 million EUR loan to a local electricity distributor.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

Capital Markets

Over the last 15 years Polenak Law Firm provided regulatory advises and opinions to many international banks and financial institutions, on FX matters, enforceability of ISDA and GMRA contracts in North Macedonia, securities issues, trading with gold and precious metals, commodities trading rules, etc.

We assisted several local companies in the procedures for issuance of shares and obtaining the appropriate approvals from the Securities and Exchange Commission. We have also acted in procedures governed or initiated by the Securities and Exchange Commission and the central bank that were related to particular capital market issues.

In particular:

  • In 2012 we adviced a multinational bank on legal possibility and conditions under Macedonian Law in relation to TBMA/ISMA Global Master Repurchase Agreement;
  • In 2012 we adviced a large French bank on Repurchase Transactions under the 2000 TBMA/ISMA Global Master Repurchase Agreement, secondary market activity on bonds, FX derivatives, rates derivatives, commodities derivatives and FX with entities organised and incorporated in the Republic of North Macedonia, under the 2002 ISDA Master Agreement and the Credit Support Annex to the Schedule to the ISDA Master Agreements.
  • In 2011 we advised a large French bank in swap derivatives transactions with the central bank of the Republic of North Macedonia;
  • In 2009/2010 we acted as local counsel of the manager in the issuance of Macedonian Government notes in the amount of 175 mill. Euro.
  • In 2005 we acted as local legal counsel for the bank appointed as manager in the process of issuance of the first Macedonian Eurobonds.
  • In 2003 we assisted a local marble producer in listing of its GDR’s at the Athens Stock Exchange. This is still the only listing of a Macedonian company abroad.
  • In 1996-1998, we adviced an international financial institution and a local telecommunication company in the issuance of the first corporate bonds in North Macedonia.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

M & A; Equity Deals

Our experience in mergers and acquisitions was developed over two decades of practice. We have participated in most of the largest M&A transactions in the country, as well as numerous share transfers in medium and small Ltd’s. Our work in most cases includes drafting of transactional documents or commenting on drafts governed by a foreign law and alignment with the applicable Macedonian laws. No investor invests “blinds”, so we have performed a number of due diligence exercises or preparations of data-rooms, depending on the side in the deal that we represent.

Most recent transactions include:

2014:

  • Due diligence on an Austrian energy company small HPP’s in the region, in a tender for acquisition of its regional subsidiaries;
  • Due diligence on a mobile telecommunication operator for a German client;
  • Advising an Austrian telecommunication company in the merger process of two Macedonian mobile telecommunication operators;
  • Acting Local legal counsel of a Russian international company in the acquisition of a co-generation power plant in North Macedonia, including a due diligence and drafting transfer documents;
  • Advised an international finance institution in selling its equity in a local bank;
  • Assisted a Swedish fund in selling its equity in a local telecommunication operator;
  • Advised an international automotive parts producer in selling its equity in a limited liability company.

    2013:

  • Advised an international finance institution in divesting from a local bank;
  • Advised a Turkish bank in an acquisition of a local bank, including regulatory advice and legal due diligence;
  • Advised a UK based investment fund in the acquisition of a local marble excavation project;
  • Assisted a Greek stem cells banking and research company, in acquiring a company in North Macedonia;
  • Performed a due diligence of local DTH telecommunication operator;
  • Acted as local legal advisor in the merger process of a fixed telecommunication operator with its wholly owned mobile telecommunication operator, including legal due diligence, drafting of merger corporate documents, notifications and disclosure requirements;
  • Advised a Swiss client in the sale process of its equity in a local agricultural company;
  • Advised an Austrian client in a potential acquisition of a local metallurgical company, including a legal due diligence;
  • Assisted the purchaser in the contemplated acquisition of a card processing company, including a legal due diligence and assistance with the transaction documents;
  • Performed a legal due diligence of a local zinc and lead mine for a Swiss client.

    2012:

  • Performed a due diligence of a large Macedonian insurance company, including legal due diligence of the target, drafting of transaction documents, competition clearance, execution and completion;
  • Acted as legal advisor of a local investment group in the sale of its equity in the a local brewery to two international brands;
  • Due diligence of a Macedonian dairy producer;
  • Due diligence of a Macedonian cement factory.

    2011:

  • Assisted a Serbian company in its acquisition of a Slovenian juices producer;
  • Advised a multinational technological company in corporate restructuring of its local subsidiaries;
  • Advised an international financial institution in selling its equity in a local bank to a Turkish bank, including drafting the transaction documents;
  • Performed a due diligence on a packing industry company for a potential acquisition by an Austrian acquirer.

    2010:

  • Assisted two international finance institutions in selling their equity in a local bank to a Greek bank, including drafting the transaction documents;
  • Performed a due diligence of a local insurance company for a Slovenian acquirer;
  • Assisted a Russian company in the acquisition of a local ferro-silicia producer, including due diligence, drafting and negotiating the SPA, competition clearance.

    2009:

  • Assisted the acquisition of a local cable operator and preparation of upstream security agreements;
  • Assisted a private equity fund in the acquisition of a local marble company;
  • Structured a merger for a large telecom operator and its subsidiary;
  • Worked on merger of a hotel operator and its related entities;
  • Assisted an Austrian bank in structuring the acquisition of a major participation in a local bank.

    More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

Competition Work

Our work related to competition and anti-trust is focused on preparation of notifications for M&A deals, representation in proceedings at the Commission for Protection of Competition (prohibited agreements, introduction of behavioral or structural remedies, abuse of dominant position), conducting internal checking for corporate clients with regard to compliance with competition rules and regulations, providing legal advice in relation to competition matters. Until today, we have participated in more than 50 clearance proceedings at the Commission for Protection of Competition in M&A transactions. Some of these proceedings have been characterized as revolutionary for Macedonian practice, such as the structuring and the implementation of a structural remedy – divestiture of business. Such remedy was implemented for the first time in Macedonian legal practice.

Our experience also includes:

  • Representing in the procedure initiated on basis of doubt of prohibited contract;
  • Establishing and notifying the first joint-ventures;
  • Advising on cartel regulation and initiation of relevant procedures;
  • Advising on concentration matters;
  • Acting in antitrust procedures.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

Concessions/PPP

Our experience in concessions and public private partnerships was built along with the development of the legal framework. Over the last 15-year period, North Macedonia developed legislation to accommodate granting concessions in a transparent and regulated manner.

In the course of the last several years we have:

  • Advised an Austrian company in a PPP structure for waste management in several cities in North Macedonia;
  • Assisted an airport operator by rendering legal opinions on the concession agreement and the implementation thereof;
  • Assisted a large German energy company in structuring PPP documentation in relation with the construction and operation of two hydro-power plants on BOT principals;
  • Assisted a Spanish group in a PPP structure for water management in several cities in North Macedonia;
  • Advised a large German group in a PPP project for developing a wind energy park;
  • Advised a city in structuring a concession tender for outdoor advertisements;
  • Assisted a large Turkish group in a tender process for a mining concession.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

Litigation; Arbitration

In the long and fruitful practice of our lawyers in Macedonian courts, we have supported and represented many local and international companies. Our vast experience in litigation includes some of the highest profile cases in criminal, civil and commercial litigations.

We have participated in ICSID, ICC and UNCITRAL arbitrations as local legal counsel, along with the client’s arbitration counsel. In these (five) cases we have accumulated experience and knowledge sufficient to provide solid local advice.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.

Real Estate

Our real estate practice is primarily related to international real estate developers and the hotel industry. Also, in many of our M & A, corporate and financial work we opined on the status of property and assets.

Some of the real estate projects we were involved as legal counsel:

  • Advising a large Turkish real estate developer and construction company in two development projects in the city of Skopje;
  • Advised a US company in a project related to land development;
  • Advised a large Turkish construction company in a project related to land development;
  • Advising an international hotel chain on a management agreement for a hotel in Skopje, including supplementary documentation and limited due diligence of the local partner;
  • Assisted a large US based fund in a transaction for real estate development;
  • Assisted an Israeli client in a public tender for sale of the real estate;
  • Participated in a tender for purchase of a building in the center of Skopje for a Slovenian leasing company;
  • Advised a large local telecommunication company in a property swap transaction;
  • Advising an international hotel chain in a project for two hotels in Skopje.

More details about our experience are not available due to general restrictions imposed by the Macedonian Bar Association.