On September 22, 2022, CEE Legal Matters reported that Rowan Legal had advised Central Europe Industry Partners on their acquisition of a 70% stake in AMiT Holding. CEELM reached out to Rowan Legal Partner Jan Frey to learn more about the deal.
CEELM: At what stage did your team get involved in this project and how did you land the mandate?
Frey: Our team was involved in the project from a very early stage. We guided the client through the whole deal, particularly in relation to legal and tax issues. Rowan Legal originally began working with Central Europe Industry Partners a couple of years ago already. We truly hope that CEIP appreciated our hard work on this deal as well as our added value built on the strong experience of the members of our team on these types of deals and M&A as a whole.
CEELM: What was your mandate specifically? What aspects of the deal did your team advise on?
Frey: Our work with CEIP included complex legal and tax advisory. We joined the deal shortly after initial meetings between CEIP and the owners of AMiT. At the very beginning, we advised the client on the structuring of the deal, and we continued in close cooperation until its completion. In particular, we conducted tax and legal due diligence, negotiated a share purchase agreement and shareholders agreement, and assisted CEIP during completion. At the same time, we also assisted the client with the financing of the deal both in connection with the gathering of funds from investors as well as in connection with the leverage used for the acquisition of AMiT.
CEELM: What about within the team itself? Who took charge of what within the Rowan Legal team working on this?
Frey: Our team dedicated to this transaction was quite large and in the due diligence phase in particular it involved several legal and tax experts. We benefited from the fact that Rowan Legal is a full-service law firm that works in very close cooperation with tax advisers. Therefore, we were able to provide the client with a unique bundle of comprehensive tax and legal services.
Our team worked seamlessly as a whole, but if we had to single out some members who made an exceptional contribution to the smooth flow of the deal, we would definitely have to mention our Tax Partner Vladimir Hejduk, who is an extremely experienced tax advisor and who took charge of the tax aspects, as well as one of our senior lawyers Michaela Jirikova, who is a young rising star and who brought a breath of fresh air to the deal.
CEELM: What would you say was the most complex aspect of the acquisition from a legal perspective?
Frey: It is extremely difficult to name just one aspect as the most complex from a legal perspective. Although the transaction was a fairly standard acquisition, it also presented several challenges for our team to face. In the end, the most challenging aspect of the deal was probably its ambitious timing. I am proud of our team for safely guiding the client to its goal in such a short period of time.
CEELM: And, looking back, what would you say ran particularly smoothly? What do you believe contributed to this?
Frey: There were certainly some moments that were difficult for all the parties, however, a fairly friendly atmosphere pervaded the whole deal. Besides our leading legal and tax services, there is no doubt that the deep experience of CEIP’s team also strongly contributed to the smooth progress of the transaction. And the sellers’ legal and advisory team from PwC also deserves thanks for their contribution to guiding the deal to successful completion.