Last year Ukraine took several significant steps to encourage investments into the energy market. The Government announced a strategic goal of making Ukraine self-sufficient in energy and abandoning its dependence on imported gas.
K&L Gates and Integrites have advised NBT on the financing documents for Segment 2 of Ukraine’s Syvash Wind Power Project, with commitments of an additional EUR 107.6 million of further senior debt coming from the Black Sea Trade and Development Bank (EUR 30 million), Proparco (approximately EUR 42 million), Finnfund and IFU (EUR 15 million each), and the Nordic Environment Finance Corporation (EUR 5 million). The lenders were advised on Ukrainian law by Redcliffe Partners and on English law by Clifford Chance.
“Ukraine is a very vibrant place to be in, both for life and business,” says Redcliffe Partners Managing Partner Olexiy Soshenko. “In particular, after the Revolution of Dignity in 2014, there have been many changes and reforms.” He cites Ukraine’s policies on energy self-sustainability, currency control, upcoming elections, and extension of the land sale moratorium as particularly deserving of attention.
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.
Redcliffe Partners has advised the EBRD in relation to the unfunded risk participation agreement with Raiffeisen Bank Aval of a total value of EUR 20 million. On English law, the EBRD was advised by Clifford Chance, while Bank Aval used its internal legal department.