Corporate / M & A / Private Equity

Corporate / M & A / Private Equity / Privatisations

The firm has a solid corporate practice providing its services to its local and international clients through all stages of the corporate lifecycle, as well as in relation to private equity transactions, public takeovers, capital raising transactions, debt restructurings, mergers, management buy-outs and privatisations. The practice benefits from the firm’s expertise in related practice areas, such as tax and finance, delivering a seamless, global service to its clients, with a high degree of quality and efficiency.

Our corporate practice focuses on three main areas:

Mergers and acquisitions: Our M&A work covers all legal services typically offered to buyers, sellers or target companies in local and cross-border transactions, including advising on the optimum deal structure, performing legal due diligence, advising on the financing of the transaction, drafting the documentation and dealing with licensing and other regulatory formalities. The firm’s involvement in prominent privatisation projects also demonstrates its ability to work in complex multi-disciplined transactions extending across various fields of law.

Private equity: Our involvement in this field encompasses the provision of legal services to a wide range of clients including advising on the structuring and establishment of investment funds, advising on the structuring and assisting to the conclusion of private equity transactions, advising management companies on incentive schemes, advising on carried interest arrangements and co-investment plans and dealing with related financing issues.

General corporate: The firm is able to provide full range services through all stages of the corporate lifecycle, including company formation, corporate governance, shareholders and management relationships, regulatory compliance, legal and tax support to the day-to-day operations, winding-up and restructuring.

Practice highlights

  • DVLaw together with Your Legal Partners acting as legal advisors to the Hellenic Republic Asset Development Fund in relation to the concession of Alimos Marina, one of the largest marinas in Greece with more than 1,000 permanent positions. We assist the Fund to clear out any legal impediments for the optimisation of the transaction, drafted, prepared and launched the two phase of the international tender process, draft the concession agreement on a project finance basis and negotiate it with the investors. 
  • Acting as Greek legal counsel to an international investment fund in connection with the acquisition by the fund of (i) real estate property (logistics portfolio) and (ii) certain photovoltaic parks located in Greece (together (i) and (ii) the “Property”). Our ongoing services include the drafting of the acquisition documents, the conduct of legal due diligence in relation to the Property, advice on the financing of the acquisition, advice on the restructuring of the existing loans, credit and lease finance agreements concluded between the seller and various banks and financial institutions.
  • DVLaw together with Your Legal Partners acted as Greek legal counsels of the Hellenic Republic Asset Development Fund in the landmark privatisation of 14 Regional Airports through the signing of two 40-year concession agreements with the consortium consisting of Fraport AG and Slentel Ltd (a unit of the Copelouzos Group). Our involvement included, inter alia, the preparation of the transaction perimeter and the tender process from 2012 onwards, the drafting, negotiation, finalisation and signing of the concession agreements in November 2014, the review, approval and designation by the Greek State of all financing documentation, the drafting and finalisation of the State Direct Agreements and the Multi-Party Arbitration Agreements between the Greek State and the Lenders and the successful financial closing and takeover of the two clusters of airports by the Concessionaires in April 2016.
  • Acted as legal counsel to Metavallon Partners Venture Capital Management S.A, an alternative investment fund’s manager (AIFM) incorporated in Greece, in connection with the establishment of the venture capital mutual fund METAVALLON I A.K.E.S in 2017.
  • Acted as legal counsel to Athens Metropolitan Expo SA (together with another law firm) in relation to the financing, development and operation of the Exhibition and Conference Centre at the area of the Athens International Airport. We furthermore, advised (together with another law firm) the issuer, in 2016 in respect of the restructuring of a bond loan amounting to €25 mio. Our involvement included reviewing and commenting the amendments to the bond loan documentation and collateral package and support to the issuer’s representatives during negotiation and closing.
  • Αcted as legal counsel to a major publishing group in respect of the refinancing of its loans with Piraeus Bank amounting to €35 mio. Refinancing was effected by a capital increase and restructuring of the relevant loans. Our involvement included drafting the framework refinancing agreement between the bank and the group, drafting of the loan agreements, shareholders agreements, minutes of the relevant corporate decisions, documentation and collateral package and support to the group’s representation during negotiation and closing in 2015.
  • Acted as legal counsel to Openfund A.E.D.A.K.E.S, manager of the fund, in connection with the establishment of venture capital mutual fund Jeremie Openfund II Venture Capital Mutual Fund in 2013;
  • Acted as Greek legal counsel to NBGI Private Equity Limited in connection with its investment in the development of photovoltaic parks in Greece in 2010 and 2011. In this context, the firm was involved in the setting up and funding of the SPV, the review of the application process to the Greek competent authorities, the drafting of the service contracts with the technical advisors, the legal review of land titles relating to approximately 43 plots of land and the drafting and execution of lease agreements with the land owners. Furthermore our firm conducted full legal due diligence, in the context of envisaged acquisition by the SPV of the total shares of the following companies: a) a company owning a wind farm of a capacity of 12.75MW and a photovoltaic park of a capacity of 0.5 MW in Viotia and b) a company owning a photovoltaic park of a capacity of 4.13MW in Argolida and a photovoltaic park of a capacity of 1.99MW in Thiva.
  • Acted as leading Greek legal advisor to the Ministries of Finance and Infrastructure, Transport and Networks for the restructuring of the railway sector and the reorganisation and development of the Hellenic Railways group (OSE group) and TRAΙNOSE Transports-Passengers and Cargo Transport Services Railway S.A. (TRAINOSE), the sole railway undertaking in Greece. The work involved, inter alia, the coordination of the special legal advisors for real property and employment matters and the drafting of the necessary legislative acts (Greek law 3891/2010 and relevant presidential decrees), the preparation of the law on the Railways Regulatory Authority, intercompany agreements between OSE and TRAINOSE and PSO agreements.
  • Acted as Greek legal counsel to an international investment bank in connection with the financing of the restructuring of a major telecommunications company and its subsidiaries. In this context, our firm advised on a number of Greek law issues relating to the various alternatives reviewed during the restructuring process, drafted the pledge agreement over the shares of the company in favour of the bank providing a daylight facility of €357,900,000 and issued a legal opinion thereof in December 2010.
  • Acted as legal counsel to Alpha Ventures Capital Management, manager of the fund, in connection with the establishment of venture capital mutual fund ALPHA-TANEO A.K.E.S in 2008;
  • Acted as legal counsel to Oxygen Capital Management, manager of the fund, in connection with the establishment of venture capital mutual fund OXYGEN TANEO NEOVENTURES A.K.E.S in 2008;
  • Acted as legal counsel to GLOCAL SYSTEMS MANAGEMENT, manager of the fund, in connection with the establishment of venture capital mutual fund Glocal Investment Ventures Enterprise (G.I.V.E.)- TANEO A.K.E.S in 2008;
  • Acting (from 2007 onwards) as legal counsel to a Guernsey based private equity fund, in connection with the acquisition of ISP companies in Serbia, Bosnia and Herzegovina and Croatia ;
  • Acted in 2009 as legal counsel to two private equity funds for the acquisition, through a co-owned subsidiary, of 88.4% of the shares in a FYROM based marble extraction and processing company;
  • Acted as legal counsel to a Luxemburg holding company for the acquisition of all of the shares in a major Greek telecommunications company in 2009;
  • Acted as Greek legal counsel to a foreign bank in connection with the €357,900,000 financing of the restructuring of a major Greek telecommunications company and its subsidiaries in December 2010;
  • Advised a Greek owned and London based private equity fund on Greek law matters in connection with its participation through a €10,000,000 share capital increase in a Cypriot SPV holding the stocks of a major Greek food company in November 2010;
  • Acted as legal counsel to the above fund in connection with its investment in the development of photovoltaic parks in Greece of a total output of 10 MW and the acquisition of a company owning and operating two wind parks of a total output of 12.75 MW;
  • Acted as legal counsel to National Bank of Greece S.A. in connection with the purchase of all of the shares in P&K Investment Services S.A.

Dracopoulos &
Vassalakis LP

4 Karageorgi Servias St.
10562, Athens Greece

+30 210 322 7000
+30 210 322 7111
info@dvlaw.gr

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