Heuking K�hn L�er Wojtek and Shoosmiths collaborated on DMB�s acquisition of Raytheon Ansch�tz GmbH, a leading manufacturer of navigation and bridge systems for commercial shipping, mega yachts and naval vessels.
DMB combines the entrepreneurial activities of the Dr. Dieter Murmann as a diversified medium-sized industrial group and currently unites six independently operating groups of companies that are leaders in their respective markets.
As key players in their regions, these firms and their collaborations on important client deals continue to be a testament to the power of WSG member relationships and the highest level of success WSG members provide to key global clients.
"We very much appreciate the trust Heuking placed in us to work with their clients on our complex cross border transactions...the strength of the relationship which has been built over many years demonstrates the value of World Services Group in bringing together firms to work collaboratively for a wide variety of clients around the world."
Crispin Bridges Webb, Partner at Shoosmiths
"The very close collaboration with Shoosmiths was used in particular to take over the extensive activities of the target in the UK and also to obtain regulatory clearance. The availability and expertise of Shoosmiths' colleagues was excellent and extremely helpful."
Dr. Stefan Duhnkrack, Partner at Heuking K�hn L�er Wojtek
Shoosmiths LLP, England
Lavery Lawyers and Waller recently collaborated on the sale of Calypso-Valcartier Group�s shares of its two amusement parks, the parks� operating corporations and their asset holding corporations. The assets of the two parks are now indirectly owned by EPR Properties, and they are operated by a Canadian subsidiary of Premier Parks, LLC.
As key players in their regions, these firms and their collaborations on important client deals continue to be a testament to the power of WSG member relationships and the highest level of success WSG members provide to key global clients.
Read more here
Lavery Lawyers, Canada
A team led by Dr. J�rg Schewe, Partner at Heuking K�hn L�er Wojtek, advised EasyPark Group on the proposed acquisition of PARK NOW Group, a joint venture of BMW Group and Daimler Mobility AG, and managed the transaction globally on the buyer side. Several other firms across Europe and Asia Pacific also served as foreign jurisdiction advisors.
The proposed acquisition of PARK NOW Group enables EasyPark Group to take the next strategic step in becoming a global digital pace-setter in mobility services, and enable them to reach more cities, operators and users. The transaction is subject to prior approvals by the relevant authorities.
As key players in their regions, these firms and their collaborations on important client deals continue to be a testament to the power of WSG member relationships and the highest level of success WSG members provide to key global clients.
Read more here
Heuking, Germany
WSG members Heuking Kühn Lüer Wojtek from Germany and Garrigues from Spain recently advised SALTO Systems on the acquisition of GANTNER Electronic Group, a pioneer in contactless electronic access management and time recording systems, from the private investment house Ardian. The transaction was financed through a EUR 125 million capital increase in SALTO Systems, bank financing and cash.
The Spanish SALTO Systems is a global leader in the development and manufacture of cutting-edge electronic access control solutions, particularly in security critical sectors. SALTO has delivered more than 5 million access points worldwide, which are used by approximately 40 million people every day.
The Heuking Kühn Lüer Wojtek team was led by Dr. Martin Imhof, and included Christian Appelbaum, Christoph Hexel, Guido Hoffmann, Michael Kuska, Astrid Luedtke, Christoph N?hles, Sebastian Pollmeier, Christian Schild, Fabian Schmitz, and Birgit Schreier.
Spain's Garrigues team was led by Carla Frangoni.
Other firms included Wolf Theiss and Willkie Farr & Gallagher, who advised SALTO and Ardian respectively in the transaction.
As key players in their regions, these WSG firms and their collaborations on important client deals continue to be a testament to the power of member relationships and the highest level of success WSG members provide to key global clients.
To read the full Global Legal Chronicle article on the transaction, click here.
Heuking, Germany
Beccar Varela, BLP and Rodrigo, El�as & Medrano Abogados recently represented Argentina, Costa Rica, and Peru respectively in U.S. telecoms company Transtelco's multijurisdictional acquisition of U.S. telecoms service provider Neutrona Networks handling the company's assets and helping to establish a wide presence across Latin America. As key players in the region, these firms and their collaborations on important client deals impacting the region continue to be a testament to the power of WSG member relationships and the highest level of success WSG members provide to key global clients.
Neutrona Networks provides connectivity to telecoms carriers in Latin America and the Caribbean, with 60,000 kilometres of optical fibre across the Americas and has assets in the U.S., Europe and Asia. Transtelco owns and operates fibre network infrastructure spanning nearly 24,000 kilometres throughout the U.S. and Mexico.
WSG Member Teams Included:
Beccar Varela (Argentina): Partner Alejandro Poletto and associates Eugenia Radaelli and Victoria Hugo.
BLP (Costa Rica): Partners Ronald Lachner and Adriana Castro, and associates Elia Naranjo, Sof�a Z��iga, Ximena Martin, Abril Villegas, Evelyn Galan, Anel Aguilar, Alexandra Aguilar, Nancy Mu�oz, Juan Jos� L�pez, Fernando Shum and Shermine Elizondo.
Rodrigo, El�as & Medrano Abogados (Peru): Partner Luis Enrique Palacios, counsel Maria del Rosario Quiroga, and associates Alejandro Araujo and Luis Fernando Roca in Lima.
Beccar Varela, Argentina
Asters successfully represented ASK Technology Limited, a leading Hong Kong manufacturer of multi-GPU systems for mining, rendering and AI, in a dispute with a Finnish company that was resolved in Arbitration Institute of the Stockholm Chamber of Commerce. The dispute revolved around a contract for the supply of equipment for the mining of Ethereum, one of the fastest growing cryptocurrencies alongside with Bitcoin.
Asters represented the seller under the contract that provided the buyer with the necessary cryptocurrency mining equipment. However, some time after the delivery had been made, the buyer started claiming that the equipment failed to meet the quality requirements set out in the contract. In particular, the buyer alleged that the equipment's hash rate parameters are lower than agreed between the parties and thus its output of Ethereum was less than expected. Against this backdrop, the buyer sought the full repayment of the purchase price plus interest or, alternatively, the compensation for damages incurred by the delivery of defective mining equipment.
The sole arbitrator rejected all of the buyer's claims, finding that the delivered mining equipment was of contractual quality. In ruling in the seller's favor, the arbitrator accepted Asters' interpretation of both the contract and Hong Kong law (which was found to be applicable law despite the buyer's objections). Moreover, the arbitrator ordered full arbitration and legal costs of the client that were incurred during these proceedings, to be compensated by the opponents as a losing party.
"This case has served as a reminder that mining of cryptocurrencies is a complex and in a lot of ways uncertain process, the commercial viability of which depends on multiple factors, including hardware and software type and configuration, access to infrastructure, as well as the price of the cryptocurrency in volatile markets", - Kirill Sotenskiy, Sales Director Eastern Europe at ASK Technology Limited, points out. "Although the case involved advanced technical issues and complicated multijurisdictional challenges, thanks to the highest expertise of Asters team the positive result has been achieved for our company."
"The present case presented a unique opportunity for the international commercial arbitration to address the largely unexplored issues of the crypto mining process, which still remains a relatively novel activity for today's businessmen", - Markiyan Kliuchkovskyi, Partner at Asters, comments. "At the same time, the arbitrator's ruling, among other things, indicates that existing legal rules and principles are still capable of dealing with at least some aspects of such rapidly developing activities as crypto mining."
Asters team was led by Partner Markiyan Kliuchkovskyi and included Counsel Oleksandr Volkov, and Associate Mykhailo Soldatenko. Hong Kong's leading law firm Deacons was engaged as Hong Kong law expert.
Asters, Ukraine
The Glasgow and London offices of Scottish member Shepherd+ Wedderburn collaborated in the signing of a major fundraise and cross-border pan-European acquisition in April 2018 for Oxford based AIM listed client Satellite Solutions Worldwide Group plc(now renamed BigBlu Broadband PLC). The group announced a �12m share placing in order to finance the acquisition of a German satellite broadband company, Satinternet Services GmbH (including its Portuguese subsidiary, where PLMJ assisted) as well as an unrelated Italian satellite broadband company, OpenSky S.r.l.
The Glasgow team, led by George Frier and supported by Calum Hamilton, Joanna Boag-Thomson, Joseph Fitzpatrick and others worked closely with Walter Blake, who led on the capital markets side assisted by Scott Loader and Elodie Briere. WSG firm Heuking, led by Stefan Duhnkrack, advised on German law issues . SSW existing Italian adviser Ughi e Nunziante handled Italian law issues.
In addition to the complication of negotiating the transactions in the two jurisdictions (neither of the Targets could know about SSW's interest in the other) both jurisdictions have highly regulated processes for approval. Inevitably there were issues with a capital markets financing in an overseas jurisdiction and Heuking smoothed out the last minute issues for the meeting with the German Notary to tie in with the timing of the Stock exchange announcement .
In addition, the company's revolving credit facility with HSBC is being extended to provide enhanced working capital facilities for the group, all of which will involve post-completion security being taken over the German and Italian target companies and compliance with relevant foreign law requirements.
The deal was subject to shareholder approval, at a general meeting hosted in the London office of S+W on 14 May , and took to 17 the number of acquisitions in the UK, Europe and Australia (large and small) on which S+W has advised Satellite in the last three years.
The deal highlights the capabilities of the S+W international practice and the benefits of close collaboration through the WSG . George Frier commented �Heuking were extremely professional and supportive in a tricky transaction where the funders insisted on UK style documentation , and it was a delight to work with Stefan and his team at Heuking. Hopefully it will not be our client�s last acquisition in Germany , and we will look forward to working with them again.�
George Frier, Shepherd and Wedderburn LLP, Scotland
In January, a consortium consisting of Heuking K�hn L�er Wojtek, PwC Legal Germany and the Czech Republic, as well as Prague-based law firm KSB was awarded the contract for various legal advisory services in a call for tenders by GSA. The European Global Navigation Satellite Systems Agency (GSA) in Prague is an agency founded by the European Union whose mission is to implement the satellite programs GALILEO and EGNOS. GALILEO is a satellite navigation system that will be completed in orbit by 2020, providing improved positioning and timing information with significant positive implications for many European services and users. EGNOS is the Europe's regional satellite-based augmentation system (SBAS) that is used to improve the performance of global navigation satellite systems (GNSSs), such as GPS and Galileo.
In 2017, GSA tendered comprehensive legal advice services, in particular regarding public procurement law, competition law and contract management. International law firms and consortia participated in the tender. In January 2018, the consortium with the participation of the IT Commercial and Public Procurement teams of PwC Legal Germany and Czech Republic, the Prague law firm KSB and the German telecommunications law firm Heuking K�hn L�er Wojtek was now awarded the contract for Lot 1 and 2. The international experience in the satellite, aviation and technology sectors combined with the required manpower and the local presence were the reason why this team, led by Michael Schmittmann (Heuking), Jan-Peter Ohrtmann, Marc-Oliver Brock (PwC Legal) and Jiri Hornik (KSB), were first to win.
"We look forward to this high-profile and long-term mission and the collaboration with specialists at GSA, which represents a great responsibility," said the three representatives of the consortium.
Schmittmann and Brock know each other from working together at Heuking K�hn L�er Wojtek, before Brock joined PwC Legal in 2016. Schmittmann and Hornik have been working together for years in the World Service Group (WSG) in the field of technology, communications and data protection. Heuking K�hn L�er Wojtek is the German partner in the WSG, KSB the Czech. PwC Legal Germany involved its network firm PwC Legal Czech, which closely collaborate in international projects.
The core team consisting of 18 consultants and possibly other legal experts from the three law firms.
With about 350 legal and tax advisors as well as notaries, Heuking K�hn L�er Wojtek is the fourth largest law firm in Germany in terms of lawyers. The firm has a special reputation in the media and telecommunications industry and in the legal areas of information technology, data protection and procurement/competition law. In 2016 Heuking K�hn L�er Wojtek was awarded the title �JUVE Law Firm of the Year� in Regulated Industries. The Munich based partner Dr. Thomas Jansen and the Frankfurt based salaried partner Markus Lennartz will lead the project team beside Michael Schmittmann.
Heuking, Germany
Mummert & Company and Stout Risius Ross (SRR), independent, international corporate finance advisors headquartered in Munich respectively Chicago, USA, exclusively advised the shareholders (Baird Capital Partners Asia, Singaporean Individual Investors, Management) on the sale of Boston Plastics (Shanghai) to US Farathane Corporation, a portfolio company of The Gores Group. The transaction was completed on January 22, 2016. Financial terms of the transaction will not be disclosed.
Boston Plastics is a Shanghai headquartered manufacturer of plastic injected molded components and assemblies for the automotive, industrial, and consumer end-markets. Boston Plastics delivers these products to a world class customer base consisting of multinational, blue chip customers such as Dr�xlmaier Group, Delphi Automotive, and Grammer AG, among others. Furthermore, the Company has earned its way into some of the world�s top OEMs, including Audi, BMW, Ford, General Motors, Daimler, and Volkswagen.
The acquisition of Boston Plastics further accelerates US Farathane�s strategic initiative to become a global supplier to its customers. Boston Plastics� three production facilities in China (Shanghai, Taicang, Changchun), together with its highly experienced management team, provide the buyer with a strong presence to serve the Asian market and a direct Chinese footprint for the local automotive market. Additionally, the acquisition provides US Farathane the opportunity to distribute to existing OEM customers in both the U.S. and China.
Dirk Liedtke, Managing Partner at Mummert & Company, comments: �This mandate has once more put us in close contact and negotiations with numerous worldwide investors and globally renowned multinational automotive suppliers. Due to Mummert & Company�s and SRR�s long-standing cooperation in the automotive sector, we were able to combine our established international automotive interior and exterior plastics expertise which led to a successful closing.�
Mummert & Company Corporate Finance GmbH, Germany
National law firm Shoosmiths advised Truworths International on the acquisition of an 88.9% stake in fashion footwear chain Office Retail Group. Shoosmiths was recommended to Truworths by leading South African law firm ENSafrica through WSG. ENSafrica has been advising Truworths in Southern Africa for many years.
The deal, completed in December, is valued at R5.5 billion (�256 million) and marks the South African fashion retailing group's entry in to the UK retail market. Truworths CEO, Michael Mark, said the acquisition provides Truworths with access to the UK and continental European retail markets and the opportunity to diversify the group's customer base and earnings. Mark also said, �Our partnership with Shoosmiths was key to Truworths successfully navigating the numerous legal and practical complexities relating to the acquisition and the funding thereof. Their versatility, thoroughness and accessibility throughout the process contributed greatly to the timeous conclusion of the transaction. The Shoosmiths team played a most important role in ensuring the work being carried out by the various advisers associated with the acquisition proceeded in a well-co-ordinated and informed manner.�
Kieran Toal, Shoosmiths corporate partner, said of the acquisition, �It is a pleasure for us to advise Truworths on this globally significant acquisition and we very much appreciate being recommended as a law firm with strong retail expertise through the World Services Group. This has been a heavily partner-led transaction. Given this is Truworths' first European acquisition and Office has such a large footprint, a number of our teams have been involved in working very hard to get this deal over the line. We wish Truworths every success in their investment in to Office.�
Shoosmiths LLP, England
Shepherd and Wedderburn acted for BergenOil AG, a company owned by a longstanding Heuking Kuhn Luer Wojtek client on the instructions of Dirk Kolvenbach. Shepherd and Wedderburn provided advice on a significant investment by their client in Aurora Energy Resources Limited. Aurora is a private oil and gas exploration company based in Aberdeen which holds Petroleum Exploration and Development Licence (PEDL) 164 covering 100km2 of West Lancashire and Merseyside. Aurora is engaged in the exploration for shale gas in the UK, based on hugely successful analogues from the United States.
Dirk Kolvenbach said, "This was a new type of investment for our client into a highly complex and regulated environment. We were delighted with the commercial and legal advice that we got from Paul Hally�s energy team at Shepherd and Wedderburn. It meant that the client went in with their eyes open, understanding the nature of the investment and opportunity and risks."
Paul Hally said, "We were delighted to be able to support Dirk on this occasion in such a frontier area of investment activity in the energy sector. It is another very tangible example of the ability of WSG firms together to provide international coverage for their clients in leading industrial sectors globally."
Shepherd and Wedderburn LLP, Scotland
WSG Dutch legal member Van Doorne provided urgent assistance on Dutch corporate law to WSG Czech legal member Kocian Solc Balastik in the closing of a transaction on the eve of Christmas 2014.
Sasha Stepanova from Kocian Solc Balastik noted: "Once again, the immense value of the close professional contacts in WSG has been demonstrated to us - this time just hours before Christmas! In preparing to close a deal for our client, a situation arose where we urgently need Dutch law review of a new document. There was literally no time to spare - so I picked up the phone and called Johan Boeren directly. As luck would have it, he was also in the middle of closing his own deal - but with incredible grace, professionalism and that WSG willingness to go the extra mile, he went out of his way to provide us with the Dutch law support that we needed on that snowy night. He saved the situation .... and ensured that our clients and ourselves indeed had a Christmas!".
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
WSG legal member firms SyCip Salazar Hernandez & Gatmaitan (Philippines), Shearn Delamore & Co. (Malaysia), and Makarim & Taira (Indonesia) banded together to provide the latest commercial and legislative developments in each country at the ALB Hong Kong 2014 In-House Legal Summit. This event, sponsored by Asia�s most respected legal industry publication, Asian Legal Business Magazine provides a unique platform for the exchange of ideas sharing best practices among senior level corporate counsel, business leaders, and private practice lawyers. Shearn Delamore�s Ng Swee Kee and Yee Mei Ken discussed foreign investment in Malaysia. Kurniawan Tanzil of Makarim discussed the new negative list in Indonesia and taking advantage of the more favorable investment client. SyCipLaw�s Carina Laforteza spoke of recent developments in foreign investment laws for those interested in investing in the Philippines. This collaboration by the Asia Pacific member firms further proves the support and networking capabilities of the global network of WSG.
SyCip Salazar Hernandez & Gatmaitan, Philippines
WSG China member, Dacheng Law Offices, has launched an international presence initiative by calling on two European members. This visit not only further expands the networking capabilities of the member firms, the visit aims to develop new benefits by offering opportunities to contribute and grow globally.
Both European members, Szecskay Attorneys at Law (Hungary) and Koci�n �olc Bala�t�k (Czech Republic) welcomed the visit to further the connection between the two regions. With the new benefit of tracking referrals within the WSG database, member visits will further encourage collaborations and boast participation.
Jiaolu Zhou, Attorney at Dacheng Law Offices comments, �Thanks to the WSG which provides us with such a good network. I believe all the firms will connect closer to each other after these visits.�
Jiaolu Zhou, Dacheng Law Offices, China
De Comarmond & Koenig, the oldest and largest firm of attorneys in Mauritius, has entered into a joint venture with ENSafric,a the No.1 law firm in Africa. The Mauritius joint venture law firm will practice under the name �ENSafrica (Mauritius)�. It is the first time a leading Mauritian law firm enters into such a joint venture and it is a landmark in the Mauritius legal market.
According to Piet Faber the CEO of ENSafrica, �Mauritius plays an important part in the region and is the gateway into Africa. We are delighted that such an established Mauritian firm as De Comarmond & Koenig has joined ENSafrica. De Comarmond & Koenig has its roots in Mauritius since 1828 and has an in depth knowledge of the Mauritian legal market. This is what the international clients are looking for. As the leading law firm in Mauritius, it has blue chip domestic clients and provides legal service to multinational corporations. ENSafrica (Mauritius) has a very promising development potential and forms part of the footprint which ENSafrica is establishing throughout Africa�.
On the Mauritian side, the arrival of the largest African law firm in Mauritius is seen as an exciting new development. According to Thierry Koenig, �We are proud that ENSafrica, the largest law firm in Africa, has chosen De Comarmond & Koenig and joined forces with us to incorporate ENSafrica (Mauritius). This will undoubtedly broaden the range of legal services provided in Mauritius supported by multidisciplinary teams of dedicated and high-quality professionals. This is a major and unparalleled development in the Mauritius legal market�.
ENSafrica comprises over 550 legal, forensic, tax and intellectual property practitioners and currently operates out of its offices situated in Johannesburg, Cape Town, Durban, Stellenbosch, Kigali (Rwanda), Bujumbura (Burundi) and Kampala (Uganda). De Comarmond & Koenig, the oldest law firm of attorneys and the largest practice in the island is engaged in the general practice of the law with particular emphasis on corporate and commercial law, banking, merger and acquisitions, litigation, intellectual property and insolvency. De Comarmond & Koenig is the standing legal adviser of various major Mauritian public listed companies and conglomerates.
ENSafrica (Mauritius) will be headed by Thierry Koenig, Senior Attorney, and Mauritian team of De Comarmond & Koenig with all the staff and professionals will all be under ENSafrica (Mauritius). From what is gathered from various quarters ENSafrica (Mauritius) is to play a significant role in Mauritius as this joint venture is seen as a statement of vision and an important step in developing a leading financial services centre in the region. Various voices in the Mauritian legal profession suggest that this move might be seen as the beginning of a new trend with other Mauritian firms following suit.
ENSafrica, Mauritius
A German mid-sized and internationally active company specializing in fire fighting systems obtained an order for the design, delivery and installation of several complex fire fighting systems for major transportation infrastructure projects in Brazil. The corresponding complex systems of draft contracts were subject to Brazilian law and had to reflect not only the technical complexity of the matter and the potential impact on life and safety, but also several particularities of Brazilian public law.
The company had been a client of Germany's WSG member Heuking Kuehn Luer Wojtek for many years, and had welcomed a delegation of IP lawyers from different WSG member firms during the 2nd WSG Patent Law Workshop in April 2013, among them Fernando Braune of WSG Brazil (Veirano). As a consequence, it was only natural that the company asked Heuking Kuehn Luer Wojtek in October 2013 to involve Veirano in order to review the draft contracts and to propose and negotiate amendments.
When travelling in Brazil, for example during the Olympic Games or the Football World Championship, one will benefit from the results of this cooperation: fire safety in public transportation systems.
Heuking, Germany
Shearn Delamore (Malaysia), Stamford Law (Singapore) & Weerawong C&P (Thailand) collaborate on takeover of Fraser & Neave. The deal led to Southeast Asia's biggest corporate takeover, valued at around $11 billion. This deal was awarded by Asian Legal Business Southeast Asia Awards 2015 as the 'SE Asia Deal of the Year', 'SE Asia MA& Deal of the Year' and 'IPP Advisors PTE LTD Award Singapore MA& Deal of the Year'.
This honor and highly recognized success, further promotes the unparalleled value of WSG member firms across boarders.
Shearn Delamore & Co., Malaysia
WSG member for Quebec in Canada, Lavery, de Billy, L.L.P represented Demilec Inc. and its affiliates Premilec Inc., Cornell Chemicals Ltd., Polyurethane Foam Systems Inc., Demilec (USA) LLC, and Premilec (USA) LLC (collectively, the Demilec Group) with respect to the sale of substantially all of the Group�s assets to companies controlled by Sun Capital Partners, Inc., an investment fund based in Florida. WSG member for Texas in the United States, Haynes and Boone LLP, acted as U.S. legal counsel to Demilec Inc. in this transaction. Mr. Jacques Larivi�re, the founder and majority shareholder of the Demilec Group, has in the course of the same transaction acquired a substantial non-controlling position in the purchasing entity. The transaction closed on September 30, 2013. The purchase price of the transaction is undisclosed.
The Demilec Group is active in Canada and the United States. It has been developing, manufacturing and distributing polyurethane foam insulation systems, as well as specialized foam-based insulation products for residential and commercial development since 1983.
The Lavery team was led by Andr� Vautour (business law), assisted by Jean-S�bastien Desroches, Ariana Lisio, Sive Burns and Rapha�l Bacal (business law), Yvan Biron and Sophie Pr�gent (environmental law), Luc Pariseau, Philippe Asselin and Martin B�dard (taxation), Josiane L�Heureux and Nadine Landry (labour and employment law), Dominique B�lisle (financing and real estate) and Carolle Vaudry (paralegal).
Haynes and Boone LLP acted as U.S. legal counsel to the vendors with a team headed by George Wang (business law), assisted by Casey Cohn (business law), Keenan Kolendo (real estate law), Debra Hatter and Nora Whitehead (competition law), and Carie G. McKinney (environmental law).
Andr� Vautour, Lavery Lawyers, Canada
WSG legal member firms Ulmer & Berne LLP (USA, Ohio) and WSG Heuking K�hn L�er Wojtek (Germany) collaborated in advising a German stock-listed company, regarding possible reactions to threatening US patent disputes in the area of online shops. A non-practicing entity (a so-called "patent troll") with a US patent on online shopping solutions could put an end to the client's core business: designing and operating worldwide online platforms for distributing and maintaining software and IT solutions.
The client was not familiar with US patent disputes and could neither evaluate the risks (potentially in the area of several million US-Dollars) nor take steps to mitigate them. The WSG Patent Law Practice Group - in this case composed of patent experts from Germany and the USA - advised the client, in October and November 2013, about the appropriate measures in potential US proceedings and towards the customers.
Anton Horn, Heuking, Germany
WSG legal members Heuking K�hn L�er Wojtek (Germany), Garrigues (Spain), and Koci�n �olc Bala�t�k (Czech Republic) collaborated on a deal in which Heuking K�hn L�er Wojtek advised Korean investor Dongkook Industries Co. on the acquisition of German automotive supplier Innovative Components Technologies GmbH (ICT). ICT GmbH is primarily a manufacturer of plastic parts for the automotive industry, with two plants in Germany and one each in Spain and the Czech Republic which generate annual revenue of about EUR 200 million. Heuking K�hn L�er Wojtek's team was led by Partner, Mathias Schr�der. The acquisition was completed in an asset deal, with the special investment vehicle KDK Automotive GmbH acting as buyer. All shares in both of ICT's two foreign subsidiaries were acquired. The law firms of Garrigues and Koci�n �olc Bala�t�k, acted on behalf of the buyers in the acquisition of the foreign subsidiaries.
In a true WSG network collaboration, the WSG investment banking member, SRR, from Michigan referred the buyer to Heuking K�hn L�er Wojtek who then suggested the participation of Garrigues, and Koci�n �olc Bala�t�k to join the international legal team for the transaction on behalf of the buyer. By chance, on the side of the seller, WSG German investment banking member, Mummert & Company Corporate Finance GmbH, were already engaged. This was a very successful transaction and a great example of the benefits of a multidisciplinary global organization.
Contact to Buyer, Dongkook Industries Co.: Stout Risius Ross (SRR)
Counsel to Buyer, Dongkook Industries Co.:
Heuking K�hn L�er Wojtek, Munich: Mathias Schr�der (Lead), Alexander Weber, Helge-Torsten W�hlert (all Corporate/M&A), Stephan Degen (Insolvency Law), Reinhard Siegert (Antitrust Law), Ulrike Helkenberg (Trademark Law), Anita Bohn (Distribution Law and Antitrust Law), Fabian Gerstner (Public Law) and Steffen Wilberg (Real Estate). Heuking K�hn L�er Wojtek, Cologne: Martin Reufels, Kerstin Deiters, Markus Schm�lling (all Employment Law). Heuking K�hn L�er Wojtek, D�sseldorf: Anton Horn, S�nke Popp (both IP).
To view press release detailing the Buyer transaction: Heuking K�hn L�er Wojtek advises Korean investor Dongkook Industries Co. on the acquisition of automotive supplier Innovative Components Technologies GmbH
Investment Bank to Seller, Innovative Components Technologies (ICT) GmbH: Mummert & Company Corporate Finance GmbH
To view the press release detailing the Seller transaction: Mummert & Company Exclusively Advises on the Acquisition of the Automotive Supplier ICT GmbH Through DONGKOOK IND. CO., Korea
Mathias Schroeder, LL.M., Heuking, Germany
Minter Ellison and eight other Asian WSG firms recently assisted WSG member for Australia, Mongolia and New Zealand, Minter Ellison, following a request from a Minters client, one of Australia's largest construction groups.
WSG member Minter Ellison was asked if they could pull together some general know how on doing business in certain Asian jurisdictions on a short notice. The WSG firms that were contacted provided high quality guides and links covering Brunei, Cambodia, China, Indonesia, Laos, Macau, Malaysia, Mongolia, Myanmar, Philippines, Taiwan, Thailand and Vietnam on areas including tax, real estate, employment and financing.
The client was very impressed and very grateful with the hope they will now look to engage the relevant firms for specific advice.
Minter Ellison would like to express its thanks to the firms that collaborated on this:
DFDL
DSL Lawyers
LCS & Partners
Makarim & Taira S
Sankaran Halim
Shearn Delamore & Co
SyCip Salazar Hernandez & Gatmaitan
Weerawong, Chinnavat & Peangpanor
Peter Bartlett, MinterEllison, Australia
WSG members Brigard & Urrutia (Colombia) and Walder Wyss (Switzerland) collaborated on the direct and indirect USD 560 million sale of the leading Colombian pharmaceutical company Laboratorio Franco Colombiano LAFRANCOL S.A.S. to Chilean CFR Pharmaceuticals. The transaction was announced on August 10, 2012 and closed on December 11, 2012, after obtaining governmental approval from the Colombian antitrust authorities.
Brigard & Urrutia�s team, counsel to the Sellers, was led by Sergio Michelsen and Jose Romero, Partners, and included associates Dario Laguado (M&A), Alejandro Garc�a (Antitrust), Laura Carre�o (Corporate), Tom�s Holgu�n (Corporate), Christian D�az (M&A), Juan Fernando Puerta (Corporate), Mauricio Montealegre (Labor), and Laura Loaiza (Intern, M&A). Brigard & Urrutia coordinated legal work in seven jurisdictions, with legal local counsel, where closings took place simultaneously. Walder Wyss�s team was led by tax partner Stephan Neidhardt and included Cornelia Gfeller (Corporate and Notarial Services) as well as Carla Lang (Tax).
Brigard & Urrutia has more than 75 years of experience and is at the forefront of legal services in Colombia, providing advice and assistance in all relevant areas of business law. The firm has an impressive record as legal counsel to a global clientele formed by industrial, commercial and service companies, banks and other financial institutions. Brigard & Urrutia represents a balanced combination of some of Colombia�s most prominent and up and coming companies as well as Fortune 500 companies and smaller companies.
Walder Wyss & Partners Ltd. is one of the leading business law firms in Switzerland, specializing in corporate and commercial law, banking and finance law, intellectual property and competition law, dispute resolution, and tax law. The firm advises national and international businesses and entrepreneurs engaged in trade, industrial production and the provision of services with particular expertise in various sectors (i.e. banking, finance, information technology, media, real estate, life sciences) and a full range of products.
Brigard Urrutia, Colombia
Michal Barlowski, Senior Partner and Weronika Pelc Partner of Wardy�ski & Partners, served with David Messina, Executive Director of Hutton Energy,as panelists at the Oil and Gas Opportunities in Poland Shale Plays seminar hosted by Haynes and Boone, LLP on 7th February 2013 in Houston, Texas during the North America Prospect Expo (NAPE), the world�s largest E&P exposition.
Moderated by Haynes and Boone, LLP Partner Brad Richards, the panelists shared insights about the current state of shale plays in Poland and surrounding areas of Europe, as well as how to make related investments in those areas. Attendees enjoyed Messina�s sharp commentary about Hutton�s experience exploring Polish Shale plays, while Barlowski and Pelc focused on the major legal implications of Shale Oil and Gas investments in Poland. All the panelists were well-received for their insights onthe similarities and differences between the American and Polish market, as well as the opportunities and challenges companies may face when investing or conducting business in Poland.
Home to numerous energy companies, Houston enjoys a strong reputation as the oil and gas capital of North America. It is home to many of the world�s key energy players and organizations.
Haynes and Boone, LLP is an International Corporate Law Firm with offices in Texas, New York, California, Washington, D.C., and Mexico City, providing a full spectrum of legal services with more than 525 attorneys.
Wardy�ski & Partners is a Polish law firm with 130 lawyers and an international client portfolio since 1989. It is a full service firm operating through four offices in Poland and one in Brussels.
Wardynski & Partners, Poland
Delphi and Van Doorne represented Unilin and Mohawk Industries, Inc. (NYSE: MHK) on the acquisition of Pergo for USD 150 Million cash. Pergo is a leading manufacturer of premium laminate flooring and has been a leader in laminate flooring technology, including unique patents on design and installation methods. Pergo operates manufacturing facilities in Sweden and the U.S. and has the most recognized brand in the U.S. and Europe.
In commenting on the acquisition, Jeffrey S. Lorberbaum, Chairman and CEO of Mohawk Industries, Inc., stated, "Pergo is a leader in laminate flooring in the U.S. and Nordic countries with premium value added strategies. This acquisition complements our specialty distribution network with Pergo's strength in the U.S. DIY channel. In addition, Pergo leverages our geographic position and provides opportunities to enhance Unilin's patent portfolio. The combination of the entities offers significant opportunities to optimize the assets of both companies while enhancing the design and product performance of both brands."
Delphi�s team was led by David Aversten and Magnus Bj�rkander and included Paula Hog�us, Elisabeth Eklund, Johan H�bner, Sverker Bonde, Erica Nobel, Michael Juhlin, Fredrik M�rner, Erika Rosenberg, Andreas Wir�n, Rickard Isacson, Gunnar Svedberg, Daniel Svensson-Lundqvist, Johan Wijk and Oscar Jansson. Local legal counsel included inter alia Simont Braun, Van Doorne, Gleiss Lutz, Herbert Smith, Vischer, and others.
Delphi coordinated the legal work in all 14 jurisdictions outside of the US, with the aid of local legal counsel.
Delphi, Sweden
WSG Members Rodrigo Elias Y Medrano and Vouga & Olmedo Abogados Involved in Establishment of CIC Resource Subsidiary in Paraguay and the Obtainment of Mining and Environmental Permits for the Prospection and Exploration of the World's Largest Titanium Deposit.
Peruvian WSG member Rodrigo Elias y Medrano referred CIC Resources, a Vancouver based company with several mining concessions operating around the globe, to Vouga & Olmedo Abogados for assistance in the obtainment of prospecting and exploration mining permits as well as environmental licenses to initiate its operations in Paraguay as well as in the establishment of a titanium pilot plant in Paraguay. CIC Resources has discovered in Paraguay what is believed to be the world�s largest titanium deposit. Mr. David Lowell, CIC Resources'CEO, the geologist that discovered the Paraguayan titanium deposit, also discovered one of the largest copper deposits in Chile (La Escondida mine).
V&O advised MYNM, Paraguayan subsidiary of CIC Resources in connection with the granting of prospecting and exploration mining permits as well as with the obtainment of all licenses and permits necessary to operate in the country including environmental and municipal licenses. MYNM is the first large-scale mining project in Paraguay. The project started with the goal of obtaining between 5 and 10 million tons a year in Paraguay, with an initial investment of USD 5 million for the installation and operation of the plant.
During the experimental period, the plant would produce ca. 500 tons per month, once the experimental phase is done and a 100 times larger plant is installed, the production may rise to 5 tons per hour.
The firm is also assisting in the revision and amendment of the current Paraguayan Mining Act to adequate it to modern regional and international standards.
Rodolfo G. Vouga Z., Vouga Abogados, Paraguay
World Services Group legal member firms Veirano Advogados and Vouga & Olmedo Abogados collaborated together in which Vierano Advogados referred Japanese leading auto parts manufacturer Fujikura Automotive to fellow WSG member Vouga & Olmedo Abogados who assisted the company with the incorporation of a local subsidiary, the obtention of licenses to operate in the Ciudad del Este free trade zone and all other aspects necessary for the initiation of its operations. Fujikura is the first auto parts manufacturer in Paraguay and the first to export auto parts products to Brazil in a record time of 5 months since its incorporation in Paraguay. The company started operating in Paraguay in 2011 and since then it has employed more than 600 workers. It is expected that now that its second plant has been opened, in June 2012, Fujikura Paraguay may hire at least 1000 workers. Since the first load was shipped in early December, supplies for the manufacturing of the equivalent of 22,000 cars had been exported to Brazil up until February 2012, for the production of the automobile line of Volkswagen Brazil (subsidiary of the German giant Volkswagen AG, Fujikura�s automobile segment�s main client). Acting counsel to Fukijura Automotive were WSG legal members Alexandre Verri, Partner at Veirano Advogados and Rodolfo Vouga Muller, Senior Partner at Vouga & Olmedo Abogados, Jorge Figueredo Klein and Rodolfo G. Vouga, Partners at Vouga & Olmedo Abogados.
Veirano Advogados, Brazil
World Services Group legal member firms Dykema (Michigan) and O�Neal Webster British Virgin Islands (BVI) recently had the opportunity to refer a litigation matter which had been filed in the BVI against one of Dykema�s longstanding corporate clients to O�Neal Webster, the WSG BVI Member who was well positioned to quickly get on board and competently handle the client�s needs. Paul Webster of O�Neal successfully represented the client on a complex corporate issue. �The client thought O�Neal Webster did an excellent job.� A great result for the client, Dykema and O�Neal and another example of the benefits of WSG membership.
Dykema, Michigan
World Services Group legal member firms Dacheng Law Offices and A&L Goodbody collaborated on efforts to introduce the �International High Performers Internship Programme: Chinese Exceptional Lawyers Internship Programme Launching Ceremony� hosted by A&L Goodbody.
The execution of this cooperation agreement between the two WSG firms allows to further facilitate exchanges between outstanding young lawyers of both China and Ireland, as well as it lays a sound foundation for future collaborations with Chinese investment in Ireland, Irish companies establishing a presence in China and the future cooperation between Chinese and Irish lawyers.
At the Launching Ceremony, the two WSG members, Dennis Deng of Dacheng and the Managing Partner of A&L Goodbody, Julian Yarr, signed the Co-operation Agreement relating to International High Performers Internship Programme on behalf of their respective law firms, under the personal auspice of Irish Prime Minister Enda Kenny.
The ceremony brought great opportunity for Dacheng Management to meet with lawyers from the Irish law firm, business leaders and heads of trade associations attending the event, and all those present expressed the desire to further strengthen cooperation in future Sino-Irish trade, investment and other business activities and to jointly promote the development of Sino-Irish economic and trade cooperation.
A&L Goodbody is one of Ireland's recognized premier corporate law firms. Established more than 100 years ago, A&L Goodbody has its headquarters in Dublin, with other offices in Belfast, London, New York and Palo Alto, and it has over 350 legal staff and a total headcount of approximately 540. This legal member firm has been a member of WSG since 2002.
Founded in 1992, Dacheng Law Offices is one of the first and largest partnership law firms in China. Apart from its headquarters in Beijing, Dacheng also has 28 local offices and 26 overseas offices. There are currently over 1,900 lawyers and staff working for Dacheng Law Office. This legal member firm has been a WSG member since 2009.
Lily Lau, Dacheng Law Offices, China
Repsol YPF (�Repsol�) has transferred a total of 39,331,279 D-Class shares to Petersen Energ�a Inversora S.A. (�PEISA�), representing 10% of the YPF S.A.�s capital (�YPF�), in the form of American Depositary Shares ("ADSs"), represented by American Depositary Receipts issued by The Bank of New York. The share price was set at US$ 33.1551; therefore the total transfer price was US$ 1,304,032,488. PEISA had reported to Repsol its decision to exercise the purchase option granted on February 21, 2008 for 10% of YPF's D-Class shares on May 3, 2011. The expiration date of this purchase option would have taken place in February 2012. As set forth in YPF�s bylaws, before a deal can be signed it has to be approved by the company�s A-class shareholder, the Argentine Government.
This authorization was notified by the Government on May 13, 2011. Following the transaction, Repsol will hold a stake of 58.23% of the D-Class shares, Petersen Group a will hold a stake of 25.46% and 16.29% will remain free float.
Local firm, Estudio Beccar Varela advised Repsol in Argentinean law with a team led by Partner Eduardo de la R�a. Counsel to Grupo Petersen was spearheaded by Garrigues Abogados Partner M�nica Martin de Vidales and Gonzalo River, and Associate Xabier Urtiaga.
Ramon Moyano, Beccar Varela, Argentina
Colombian bank Davivienda announced January 24, it�s taking over the operation of HSBC in Costa Rica, El Salvador and Honduras for USD 801 million. Consortium Centro Am�rica Abogados � El Salvador � advised Banco Davivienda from Colombia during the legal Due Diligence process in El Salvador, Honduras and Costa Rica, with the purpose of acquiring the operations of HSBC in such jurisdictions which consist in banking, insurance and financial institutions. Regulatory approvals are pending in each jurisdiction prior to closing the transaction. The sale includes 29 branches in Costa Rica, 57 in El Salvador and 50 in Honduras.
The offices of Consortium in El Salvador and Honduras are members of WSG. Panamanian WSG Member firm Morgan & Morgan participated in the transaction as Counsel of HSBC Bank during this time.
Consortium Legal - El Salvador, El Salvador
In December 2011 Kocian Solc Balastik Lawyers Sasha Stepanova and Pavel Nosek, led a team completing the acquisition of Segnor S.R.O., a manufacturer of retaining rings and blind rivets located in the Czech Republic, by Rotor Clip Company, Inc., the world's largest manufacturer of retaining rings and related products, headquartered in New Jersey, USA. KSB's team worked with Steven Fuerst, of Lowenstein Sandler, Rotor Clip's New Jersey lawyers and WSG New Jersey member.
Rotor Clip's acquisition strengthens its global supply chain for the world market; Rotor Clip has manufacturing facilities and sale operations around the globe, including the UK, Germany, USA and now the Czech Republic.
Sasha Stepanova noted "It was our firm's first transactional relationship with Lowenstein Sandler, and as we have come to expect from our WSG colleagues, the experience was seamless, productive and enjoyable"
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
Compa��a Tecno Industrial (CTI) is taking counsel in the deal which will make Swedish Electrolux the biggest supplier of white goods in Chile and Argentina, which is worth over USD 670 million according to Carey y Cia. The transaction involved the acquisition of companies both in Argentina and Chile, for a total amount of USD 630 Million. Frimetal S.A. was the acquired company in Argentina. It is one of the largest companies based in Rosario, province of Santa Fe, employing more than 650 people.
Parties involved: Estudio Beccar Varela advised Electrolux (team led by partners Emilio Beccar Varela and Ram�n Moyano, with participation of associate Carolina Serra). Carey y C�a. advised Electrolux on Chilean Law matters (partners Jorge Carey, Salvador Vald�s and Cristi�n Eyzaguirre, and associates Teresita Garc�a de la Huerta and Giannina Veniu).
Counsels to Compa��a Tecno Industrial: in-house counsel Juan Guillermo Aguero; Chile: Barros & Err�zuriz Abogados (partner Luis Alberto Letelier and associates Pedro Pablo Gutierrez and Andrea Rojas); Argentina: Bruchou, Fern�ndez Madero & Lombardi. Counsel to Sidgo Koppers: Alliende Villarroel Lecaros y Eguiguren (partners Gabriel Villarroel and Carlos Villarroel).
Importance of the deal: after this transaction, Electrolux gained control of local subsidiary Frimetal, which produces and sells refrigerators, washing machines and kitchens for the brand Gafa. Exports of domestically produced appliances (to Brazil) will be resumed after 15 years.
Beccar Varela, Argentina
Szecskay Attorneys at Law (Hungary) co-operated with fellow WSG member Dorda Brugger Jordis Rechtsanwaelte (Austria) to conduct and complete a three-step acquisition aiming at reaching the majority ownership of a Hungarian pharmaceutical company.
The fact that the pharmaceutical company the majority of which was to be acquired by an Austrian investor in three stages was in a serious financial distress made the project extremely challenging. The Szecskay Team consisting of S�ndor N�meth, Zolt�n Bal�zs Kov�cs, Adrienn Tar and Bence Moln�r worked together with Andreas Zahradnik and Bernhard Rieder from Dorda Brugger Jordis to guide the client through the transaction, the successful completion of which took about 6 months.
"We, at Szecskay Attorneys at Law, were delighted to work with Dorda Brugger Jordis on this project, which, at the end, resulted in the outcome the client intended to reach and trust that our client will make the acquired company a successful one." - S�ndor N�meth and Zolt�n Bal�zs Kov�cs (Szecskay Attorneys at Law) added.
Zoltan Balazs Kovacs, Szecskay Attorneys at Law, Hungary
In September of 2011, WSG Italy member Gianni, Origoni, Grippo & Partners supplied valuable assistance to Veirano Advogados, WSG Brazil member firm, by establishing a cross-border subsidiary in Milan for its long-time client. Gianni, Origoni, Grippo & Partners provided strategic advice on issues to include setting up a subsidiary, filing necessary corporate documents, obtaining powers of attorney, completing the necessary tax registration as well as the practices of the Italian tax system.
Veirano Advogados intends to use the newfound relationship between the firms to not only assist its client with establishing presence in Milan, but also in an international dispute. The main corresponding relationship included Francesco Gianni from Gianni, Origoni, Grippo & Partners, as well as Pedro Aguiar de Freitas, Ronaldo C. Veirano, Guilherme Peres Potenza and Daniel Augusto Malatesta from Veirano Advogados. The referral was a successful one, as Francesco explains, �We will be pleased to assist [your client] in connection to its claims in [Italy]��
Veirano Advogados and Gianni, Origoni, Grippo & Partners are members of the World Services Group (WSG), an alliance of international offices that work as legal correspondents abroad. Both firms are among the top performing corporate law companies in their respective countries, and offer consulting services to companies, authorities and individual clients.
About the Member Firms:
About Gianni, Origoni, Grippo & Partners: Gianni, Origoni, Grippo & Partners is an award-winning international law firm, the leading consulting and assistance in all area of business law. With over 340 lawyers based in 9 locations (Rome, Milan, Padua, Bologna, Abu Dhabi, Brussels, Naples, London and New York), they are one of the largest Italian firms and are widely recognised as a key player in international and domestic practice. Due to their excellence in quality of service and distinctiveness, they have gained a variety of awards and successes such as "Italy Law Firm of the Year" from Chambers Global, IFLR and other domestic and international organizations.
About Veirano Advogados: Veirano Advogados was founded by Ronaldo Veirano in 1972. The firm is one of the largest law firms in Brazil and Latin America. With a staff of over 230 lawyers, Veirano Advogados operates five offices in Rio de Janeiro, Sao Paulo, Porto Alegre, Brasilia and Ribeir�o Preto. The law firm offers a wide spectrum of legal counseling: Veirano Advogados advises its clients in 28 practice areas. Veirano Advogados� founding partner, Ronaldo C. Veirano is proud to serve as the Chairman of WSG, newly elected at the September 2011 Annual Meeting.
Ronaldo Veirano, Veirano Advogados, Brazil
A complex structure across 3 European jurisdictions made the acquisition and implementation to operating stage of this Prague hotel project considerably challenging. Kocian Solc Balastik lead attorneys Sasha Stepanova and Vlastimil Pihera worked with teams from A&L Goodbody (Seamus O'Croinin, Victoria Clarke) in Dublin and Altius (Tom Vantroyen and Caroline Wildemeersch) in Brussels to achieve a successful outcome and a happy client.
"Once again we have been delighted to work with fellow WSG members on a project, this was truly a case of "seamless cooperation" across borders in this multijurisdictional project and we enjoyed the minimizing of stress that comes from working with known and trusted WSG colleagues. Needless to say our client was also most impressed". Sasha Stepanova, Kocian Solc Balastik
Kocian Solc Balastik, Czech Republic
WSG Czech Republic member Kocian Solc Balastik recently enjoyed the benefits of timely advice from WSG members HEUKING K�HN L�ER WOJTEK (Germany) and Altius (Belgium).
Altius and Heuking provided strategic advice on matters of enforcement of international arbitration awards to one of Kocian Solc Balastik's leading clients.
Both Kocian Solc Balastik and the client were very impressed with the high quality of advice obtained through the WSG network on a short time frame.
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
German law firm Heuking K�hn L�er Wojtek and Brazilian law firm Veirano Advogados decided to form a comprehensive collaboration.
Part of the cooperation is the creation of a "Brazilian Desk" in Germany and of a "German Desk" in Brazil. Advogado and Brazilian national Denison Caldeiron, who had worked as lawyer at Veirano Advogados from 2004 to 2007, will manage the "Brazilian Desk" for Heuking K�hn L�er Wojtek at the Frankfurt office with immediate effect. In Sao Paolo, Brazil, Jorge Cesa will manage the "German Desk" for Veirano Advogados and is the local coordinator.
The cooperation intends to use the extensive business relations existing between the two countries. The law firms will jointly advise Brazilian companies that want to invest in Germany on German law and German companies on Brazilian law.
"With the cooperation we want to provide counsel to the South American companies highly willing to invest in Germany and on the other hand provide appropriate counsel to German companies in Brazil. In addition, we aim for a more extensive collaboration of our two law firms," Dr. Andreas Urban, Managing Partner of Heuking K�hn L�er Wojtek, and Ronaldo Veirano, founder of Veirano Advogados, summarize the idea behind the cooperation.
Veirano Advogados and Heuking K�hn L�er Wojtek have been collaborating in the WSG (World Services Group) network for several years. Both firms rank among the large independent commercial law firms in their respective countries and provide counsel to companies, authorities and discerning private clients. The similar focus is also reflected in the spectrum of their areas of counseling. Both firms operate several offices across the entire territory of their countries.
In addition to setting up the "Desks," both law firms will also cooperate in joint events and offer Partners and Associates the opportunity of limited secondments at the respective other law firm.
About Veirano Advogados: Veirano Advogados was founded by Ronaldo Veirano in 1972. The firm is one of the largest law firms in Brazil and Latin America. With a staff of about 700, Veirano Advogados operates five offices in Rio de Janeiro, Sao Paulo, Porto Alegre, Brasilia and Ribeir�o Preto. The law firm offers a wide spectrum of legal counseling: Veirano Advogados advises its clients in 28 practice areas. Veirano Advogados is proud to be the first Brazilian law firm that received the "Client Service Law Firm of the Year" award by renowned publishers Chambers & Partners in September of last year.
About Heuking K�hn L�er Wojtek: More than 220 specialized lawyers, tax advisors and notaries at Heuking K�hn L�er Wojtek provide counseling services across seven offices in Germany as well as in Brussels and Zurich, making it one of the leading German commercial law firms. National and international clients include medium-sized and large companies from manufacturing, trade and the service industries as well as associations, public corporations and discerning private clients. Our lawyers specialize in a total of 19 practice groups, working across offices and allowing for flexible advice tailored to the counseling priorities of the client.
For additional information:
Marion Krause
Head of Public Relations
Heuking K�hn L�er Wojtek
T +49 (0)211 600 55-175
F +49 (0)211 600 55-177
[email protected]
www.heuking.de
"With the cooperation we want to provide counsel to the South American companies highly willing to invest in Germany and on the other hand provide appropriate counsel to German companies in Brazil. In addition, we aim for a more extensive collaboration of our two law firms," Dr. Andreas Urban, Managing Partner of Heuking K�hn L�er Wojtek, and Ronaldo Veirano, founder of Veirano Advogados, summarize the idea behind the cooperation.
Marion Kortmann, Heuking, Germany
A WSG member Borislav Boyanov & Co (Bulgaria) approached ALRUD Law Firm (Russia) and Asters law firm (Ukraine) as well as other Eastern Europe WSG members with an employment law query. A Bulgarian company, member of an international group, enquired about the possibilities to optimize personnel costs of representative offices in several jurisdictions, including Russia, Ukraine, Latvia, and Poland.
As Russian and Ukrainian counsel in this matter ALRUD and Asters addressed specific questions raised by the client as applicable in their respective jurisdictions, such as a possibility of unilateral release of employees in unpaid / paid leave, decrease of salary, change from full time to part time with respective decrease of salary, unilateral release of employees and compensation packages, etc. Two firms also advised client on relevant legal procedures, associated risks and possible mitigation factors.
"The client was supplied with relevant and cost-effective recommendations in all of the respective jurisdictions which are of high priority in the current economic environment enabling the client to enhance the efficiency of the business", - comments Radoslav Alexandrov, Borislav Boyanov & Co.
Galina Surovtseva, ALRUD Law Firm, Russia
One of our clients regularly assigns employees to different destinations throughout the world. The majority of these employees are deployed on short-term seasonal contracts, although some are employed on a more permanent basis.
Being registered in England and Wales, our client has historically dealt with these employees in the same way as they deal with their UK based employees, namely under the principles of English law. However our client would like to gain a better understanding of the laws in each of the jurisdictions into which it assigns its employees.
Our client therefore commissioned us to source the appropriate advice from the relevant jurisdictions.
In order to obtain the requisite information we approached law firms in 26 jurisdictions, including 20 WSG members (listed below) covering 21 of the 26 jurisdictions, with a questionnaire and asked them to provide a quote for carrying out the work.
Our enquiries were met with timely responses in all cases alongside fee quotes from all the firms approached. Having now taken further instructions from our client we hope to proceed shortly in gaining more detailed advice in the various jurisdictions which will afford our client greater certainty going forward.
Firms that collaborated:
Dorda Brugger Jordis
Borislav Boyanov & Co
Dr K Chrysostomides & Co
Pellerano & Herrera
Al Kamel Law Office
Lefevre Pelletier & Associes
Hannes Snellman Attorneys at Law Ltd
Sarantitis
Gianni, Origoni, Grippo & Partners
Hamilton, Harrison & Matthews
Fenech & Fenech Associates
Basham, Ringe y Correa, S.C
Schjodt
PLMJ
Nestor Nestor Diculescu Kingston Peterson
Lopez Acosta Rivero & Gustafson
Delphi
Malouche Law Firm
Pekin & Bayer
Akerman Senterfitt
Shoosmiths LLP, England
A Spanish listed Group requested Garrigues to carry out a strategic review from a tax perspective of their current tax position in several countries and especially of their international structure. The work involved a local revision but also the proposal of tax planning ideas to enhance their corporate structure and division between the different functions in the Group (identifying potential tax improvements that could be introduced and detecting structural inefficiencies).
The tax advisory services are being provided by Garrigues and the WSG in Serbia and Czech Republic Karanovic & Nikolic and Koci�n �olc Bala�t�k.
Garrigues, Spain
Shoosmiths of the United Kingdom has referred one of its major US client�s, TJX Europe, to Wardynski & Partners of Poland. A leader in its sector in the US, the Client has requested for advice on starting a business operation in Poland.
The issues to be covered by Wardynski & Partners� legal assistance include regulatory matters in sales (trade licenses, mandatory content of price tickets appended to units to be sold, age restrictions on sales of specific groups of products, mandatory content of fiscal receipts issued to customers after sale, and other requirements on labeling of products) with a focus on the provisions regulating fair competition and protection of consumers and competition as well as potential employment and labour matters. Wardynski & Partners� lawyers assisting the Client come from the established firm�s Regulatory Law Practice as well as from the Employment and Labour Law Practice.
Wardynski & Partners, Poland
Delphi represented Malfors Promotion / Svenfelt family, the main Swedish shareholder in Cloetta Fazer, in the de-merger of Cloetta Fazer into two separate companies; Fazer and Cloetta.
Malfors Promotion will be the dominant owner in the new publicly listed Cloetta. The listing will be made after dividend payments, in the form of shares in Cloetta, to shareholders of Cloetta Fazer.
Responsible partners at Delphi were Clas Romander and Stefan Erhag, assisted by Senior Associates Paula Embro Hog�us (Labour Law) and Senior Associate Richard Samuelsson, Associate Anna Johansson (tax) and Senior Associate Helene Andersson (competition). Responsible partner for tax was Peter Sj�gren.
Malfors Promotions financial advisors were Lenner & Partners.
OY Karl Fazer Ab was represented by Vinge and Hannes Snellman, Helsinki.
The transaction was the result of a proposal presented by the mediators, lawyer Wilhelm L�ning, Cederquist, and Lennart Bylock, in the dispute between the main shareholders in Cloetta Fazer, Malfors Promotion and Karl Fazer.
In previous disputes, Malfors Promotion was represented among others by Claes Broman and �ke Fors, Setterwalls, and Karl Fazer by Claes Lundblad, Roschier.
Delphi, Sweden
Shoosmiths and Kocian Solc Balastik have again worked successfully together in guiding a leading English company to establish its Czech Republic business operations. Earlier this year, Shoosmiths (Lynne Knight) contacted Kocian Solc Balastik in respect of client Tomburn Limited which operates in the UK through its Birmingham Powder Coatings and LBL Finishers divisions. Tomburn Limited (www.tomburn.co.uk) serves clients in the architectural, rail, engineering and mobility markets and has been involved in landmark projects throughout Europe and beyond with a portfolio of services in finishing including powder coating, wet coatings (including PVDF), assembly and fabrication.
Based on close co-operation with one of its key customers, Tomburn Limited decided to establish a subsidiary in the Czech Republic and offer its services initially to local and eventually regional metal fabricators seeking high quality and service levels. The Kocian Solc Balastik team (Sasha Stepanova, Vaclav Rovensky, Dana Cihakova) worked alongside Tomburn Limited management to implement the company's Czech subsidiary goals and guided them through company structure and formation, real estate purchase, asset purchase, licensing, employment, regulatory, financing and security issues.
Tomburn Limited's Operation Director Carl Tomlinson commented in respect of the completed deal �Tomburn is very excited about the business opportunities ahead in the Czech Republic and was very satisfied with the World Services Group law firm referral to Kocian Solc Balastik from Shoosmiths"
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
WSG legal member in Tanzania, Rex Attorneys, utilized the WSG network in order to get sister firms from Texas (Haynes and Boone, LLP) and Costa Rica (Pacheco Coto) to assist them with the corporate search on a company that has an agreement with their electrical supply company. Tanesco is the first supply of electricity in Tanzania and developed the first hydro power station at Kange, in the outskirt of Tanga. The company's core business is generation, transmission, distribution and sale of electricity to the Tanzania Mainland and bulk power supply to the island of Zanzibar.
REX ATTORNEYS, Tanzania
Czech Republic law firm member Kocian Solc Balastik (Chambers Europe Czech National Law Firm of the Year 2008, Who's Who Legal Law Firm of the Year: Czech Republic, 2006, 2007, 2008) recently enjoyed the tangible benefits of WSG membership when undertaking a multijurisdictional survey for a client.
KSB contacted 25 WSG law firm members in jurisdictions on four continents with a comparative law survey required for a client's legal strategy on a particular matter. As is generally the case, the desired timeframe for turnaround was tight - 24 hours. However as KSB's Sasha Stepanova, who co-ordinated the survey, comments "We were delighted by the results - we had a 100% response rate within 24 hours, with many members readily going beyond the requested survey answers to additionally provide us with relevant court judgments and journal articles."
Martin Solc, managing partner of KSB noted "We were very pleased with the prompt and comprehensive response provided to us by WSG survey participants and this is testimony to the practical benefits of the WSG network"
Kocian Solc Balastik, Czech Republic
Richard G. Goetz at Dykema (USA, Michigan) requested inquiries in last December/January to Heuking Kuhn Luer Wojtek (Germany) regarding a proposal from a major US direct retail seller that was interested in law firms with experience in establishing direct marketing companies in Germany.
Other firms that were contacted by Dykema were Lefevre Pelletier & Associes (France), Wardynski & Partners (Poland) and Shoosmiths (England).
Dykema, Michigan
Recently, Dykema, WSG law firm member in Michigan, referred an Illinois client to Valerie Mann at Lawson Lundell LLP, WSG law firm member in British Columbia, Canada, to provide assistance in structuring its new Canadian operations. Janet Stiven, a corporate partner in Dykema's Chicago office, reports that "Valerie has been responsive and is well regarded by our client. It was certainly beneficial to our client to be able to assist them through our WSG relationships, by securing excellent counsel in Canada."
Dykema, Michigan
WSG member firms Haynes and Boone, LLP. (US � Texas) and Veirano Advogados (Brazil) recently cooperated in presenting a pair of Texas seminars entitled, �Brazil Oil and Gas Developments Present Scenario and Future Perspectives.�
The sessions - held in Dallas and Houston - explored the energy development opportunities emerging in Brazil, a country that has the 17th largest oil reserves in the world and could rise to 10th with a recent discovery.
Haynes and Boone Partner Larry Pascal teamed with Luis Fernando Pacheco, partner with Veirano Advogados to explain how Brazil's resistance to petronationalism has created a viable market for private company investment and prosperity.
The event cooperation is just the latest in a series of engagements between these two World Services Group members. In 2007, the two law firms joined forces to help MMX Mineracao e Metalicos SA (MMX), a Brazilian company listed on the Sao Paulo and Toronto Exchange, secure financing of an integrated iron-ore mining and infrastructure logistics project relating to MMX's Amap� mining facility.
Haynes and Boone New York Partner Gilbert D. Porter handled the U.S. representation of MMX, working in conjunction with Partner Claudio Lampert and associate Roberta Bassegio of Veirano Advogados in Brazil. That work by the two law firms drew praise from Trade Finance Magazine, which named it one of the 2007 Deals of the Year.
Please click here to download the seminar's presentation.
Haynes and Boone, LLP, Texas
In November 20, 2007 Dykema Gossett PLLC, contacted Basham, Ringe y Correa, S.C., in Mexico City, to provide legal advice to a Dykema's client regarding the financing and granting securities for the acquisition of several condominium units in the Rivera Maya Playa del Carmen, Mexico.
In this respect, the legal advice was concerning the review and preparation of the structure of Mexican Guarantees, as well as legal advice concerning the finance granted in order to acquire the condominium units. Said operation was successfully executed by Basham, Ringe y Correa, S.C. and Dykema's client on March 14, 2008.
Dykema, Michigan
WSG members Kocian Solc Balastik (Czech Republic) and Shoosmiths (England) recently enjoyed successful co-operation in a European cross border transaction. Sasha Stepanova and Ladislav Smejkal (Kocian Solc Balastik) worked together with Oliver Brookshaw and Jayne Lynn (Shoosmiths) on the acquisition by Paragon Electronics Limited of Baxcol Limited UK and its European subsidiaries.
Paragon Electronics is a UK market leader in the outsourcing of contract electronics manufacturing, now one of the fastest growth sectors of the European electronics market. Through its acquisition of Baxcol Limited and its subsidiaries Paragon further strengthens its leading position in turnkey specialist electro-mechanical and electronic component kitting services.
Sasha Stepanova commented "Our co-operation with Shoosmiths was very productive and an excellent opportunity for us to broaden direct working contacts with our departmental colleagues at Shoosmiths".
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
WSG members Kocian Solc Balastik (Czech Republic) enjoyed their first professional collaboration in the successful representation of Eriksson Capital Ab in its European wide acquisition of Teepak Holdings. Sasha Stepanova and Vladimir Trop (Kocian Solc Balastik) worked together.
For the press release with more information visit: http://www.viskoteepak.com/news/en_GB/2007_01_23/
Sasha Stepanova and Daniel Widman noted that "working together was very smooth and professional � our firms look forward to further joint projects in the future."
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
Foulston Siefkin recently worked with Nixon Peabody on a securitized loan transaction for their client Value Place LLC, a short-term residential lodging brand based in Wichita, Kansas.
Foulston Siefkin found the assistance from Mark Berman, Bill Egler and Alex Yim very helpful and timely.
Mark Berman was extremely helpful in getting through at transaction and was constantly available when needed to ensure the transaction closed on time.
Harvey Sorensen, Partner of Foulston Siefkin and Chairman Emeritus of WSG commented, "We have found our relationship with World Services Group member firms to be very gratifying, and certainly Nixon Peabody is an exemplar of that relationship. It�s refreshing to work with counsel who are so considerate of total strangers."
Other WSG law firm members that participated in the transaction were Akerman Senterfitt (Florida) and Haynes and Boone (Texas).
Harvey Sorensen, Foulston Siefkin LLP, Kansas
Advokatfirman Delphi, WSG member for Sweden, hosted a Meeting for the WSG Nordic member at its premises in Stockholm on February 8th. Members prepared and organized previous to the meeting through a WSG Private group created and lead by the host firm.
A variety of issues on how to get the most benefit of WSG membership were discussed in the one-day long meeting including WSG service providers, Other networks and the relation to these by the different member firms, Involvement in the organization, WSG Marketing and Nordic groups by practice categories.
WSG Representatives from Klavins & Slaidins LAWIN , WSG member in Latvia; Lepik & Luha��r LAWIN, WSG member in Estonia; Lideika, Petrauskas, Valiunas LAWIN ,WSG member in Lithuania; Advokatfirmaet Schj�dt, WSG member in Norway; Bech-Bruun, WSG member in Denmark and Hannes Snellman ,WSG member in Finland assisted to the programme, followed by a cocktail and a fine dinner in the evening.
Delphi, Sweden
WSG members Kocian Solc Balastik (Czech Republic) and Van Doorne (The Netherlands) recently enjoyed co-operation in a corporate law client matter. Michal Kasparek (Kocian Solc Balastik) worked together with Ralph Mulkens (Van Doorne) on aspects of the restructuring of the LG Group pertaining to the Czech Republic and the Netherlands.
In another European cross border transaction, Dagmar Dubecka and Jaroslav Mikovec (Kocian Solc Balastik) led a team of Czech lawyers co-operating with Per-Ivar Svensson and Rebecka Ekberg (Delphi & Co., Sweden) representing the Swedish company NIBE Industrier AB in the acquisition of the Czech company DZ Drazice (Druzstevni zavody Drazice � strojirna s.r.o.), a leading producer of electric water heaters.
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
WSG member firms Lawfort (Belgium) and Cassels Brock (Ontario, Canada), worked with the Belgian government to organize an informative investment seminar in Toronto. With more than 50 attendees, the seminar offered an opportunity for senior decision-makers in the Toronto marketplace to learn about opportunities in Belgium.
Chaired by Lorne Saltman of Cassels Brock, the event included presentations on innovative Belgian fiscal measures, investment incentives, and included a presentation by Belgium's Prince Philippe. In addition, Cassels Brock's Renate Herbst participated as a panelist with the roundtable session.
"We were honored to be chosen by the Belgian government to help organize this event. We immediately contacted Cassels Brock, WSG's Ontario firm who contributed in making the seminar a success." said Jane Murphy, a lawyer and Lawfort's main contact for the event.
Lawfort, Belgium
Our membership to the World Services Group facilitated a vital transaction for a very important client. This Michigan based group, a leader in factory-built construction, has produced more than 1.6 million homes and operates 33 manufacturing facilities in North America and partners with over 3,000 independent retailers, builders and developers.
We were advising our client on a recent financing and acquisition of a Minnesota based company � a producer of high-quality modular and manufactured homes with a significant presence in the north central United States, for cash consideration of $23 million.
This acquisition was an important step in furthering the strategy to expand their modular market share. Our client would be able to increase their manufacturing, distribution and builder / developer coverage in several key states currently underserved.
The WSG legal services member in Minnesota, Fredrikson & Byron assisted as local counsel to our client in connection with the acquisition as well as in connection with the requirements under our client�s Credit Facility with respect to adding the company as a Subsidiary Guarantor under such facility. In April 2006, our client also completed an amendment to its Credit Facility and Fredrikson & Byron provided the necessary local counsel opinion in connection with that amendment.
Dykema, Michigan
In January 2006, a WSG firm provided timely assistance to Scottish member firm, Shepherd and Wedderburn, in facilitating the signing of various legal documents in the USA. The assistance was promptly given within a matter of hours of a request from Shepherd and Wedderburn and was invaluable in the completion, on schedule, of a large corporate sale in Scotland.
Paul Hally commented, "We wish to publicly thank Gallagher & Kennedy for their help and regard the experience as indicative of how WSG can assist members in dealing with the time-sensitive international aspects that often arise in complex deals. We hope to have the opportunity to work with Gallagher & Kennedy again in the future."
Shepherd and Wedderburn LLP, Scotland
Cifuentes, Lemus & Asociados, WSG accounting firm member representing Venezuela, referred Miller International (www.milossadjusters.co.uk) to Basham, Ringe y Correa, S.C., WSG law firm member representing Mexico.
"Miller International informed me that they are very satisfied with the services, " stated Luis Cifuentes, partner of Cifuentes, Lemus & Ascoiados
Luis Cifuentes, Cifuentes, Lemus & Asociados, S.C., Venezuela
Van Doorne, WSG member firm representing legal services in the Netherlands, received assistance in restructuring a firm from Malaysia member firm, Shearn Delamore. It was also noted that representatives with Shearn Delamore responded overnight.
In other news, Van Doorne and the WSG member representing Brazil, Veirano Advogados have also been able to work together.
Van Doorne, Netherlands
Dykema�s membership to WSG brought them great benefits when the legal services member for Quebec, Canada, Lavery de Billy referred a business opportunity to them. The deal was the sale of a prominent Quebec based manufacturer of PVC fencing and railing systems, to an Illinois, U.S.A. based company. The Chicago office of Dykema acted as primary counsel to the sellers and the deal was closed at around $35 million. The President of the Quebec based company also attended Dykema�s M&A seminar in Chicago. Dykema also handled an employment litigation case for the company.
Dykema, Michigan
Koci�n �olc Bala�tik, WSG Czech Republic Member Firm, teamed up with Garrigues, WSG Spain Member firm, to successfully represent Telefonica, the Spanish telecom operator in their acquisition of Cesky Telecom, the Czech telecom operator. This was a very prominent transaction with the Prime Minister of the Czech Republic, Stanislav Gross presiding over the signing ceremony for the acquisition of a 51.1% stake in Cesk� Telecom by the Spanish operator. The Spanish telecommunications company had won the privatization tender with the highest bid - 82.6 billion crowns (a little over 3.5 billion US dollars).
Telef�nica, third largest telecom operator worldwide in terms of market capitalization and second largest integrated operator, is confident about the growth potential of Cesk� Telecom in its market, where it has maintained a leading position in both fixed and mobile services. Incorporating Cesk� Telecom into the Telef�nica Group is fully in line with Telef�nica�s strategic goal of becoming the largest and best integrated telecommunications company in the world by the year 2008. The acquisition of the Czech operator will allow Telef�nica to reach more than 130 million customers worldwide.
C�sar Alierta, Chairman and CEO of the Board of Telef�nica, thanked the Czech Government for the trust vested into the Spanish company and expressed Telef�nica�s wish to contribute to the economic and social growth in the Czech Republic through a sector as dynamic as telecommunications. �We are delighted to be able to include Cesk� Telecom among our assets. It is a well-managed company and we believe that our long-term experience in the industry will enable us to capture its full potential in terms of growth and quality of services,� said C�sar Alierta.
Koci�n �olc Bala�tik and Garrigues benefited from the relationship they enjoyed as members of the WSG network, and shared resources in a very effective manner to successfully represent the Telef�nica Group in this high profile acquisition.
In addition to this success, Koci�n �olc Bala�tik gained tremendously through one on one interaction with over 70 attendees during the 2005 WSG Annual Luncheon held on the occasion of the IBA Conference in Prague on September 26, 2005.
"The opportunity that this member to member venture provided for building professional relationships goes beyond simply one transaction and exemplifies the synergy of WSG membership", said Sasha Stepanova of Kocian Solc Balastik.
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
Dykema�s client, an industry leader in enterprise software & IT services, intended to acquire privately held company in Dublin, Ireland. Dykema referred A&L Goodbody, the WSG legal services member in Ireland, to act as their primary counsel in this transaction. Since the company being acquired was an Irish parent with U.S. based subsidiaries, Dykema provided advice with those matters. The two WSG firms worked together effortlessly and this cooperation resulted in great value for the client.
The Irish company develops a business requirements management tool that enables all business and technology stakeholders to work collaboratively to understand, define, communicate and manage application requirements throughout the lifecycle. Dykema�s client maximizes the value IT brings to the business by helping CIOs more effectively manage the business of IT. They serve the world's leading IT organizations, including more than 90 percent of the Fortune 100 companies.
The addition of the Irish company to Dykema�s client�s Application Delivery Management solutions will allow them to help applications organizations more effectively collaborate with their business customers and deliver better applications, faster. The two companies have had a long-term relationship and have been integrated with software development and quality assurance solutions. This will enable both companies� customers to obtain immediate value from the transaction.
Dykema, Michigan
Dykema�s client, an industry leader in enterprise software & IT services, intended to acquire a U.S. company which is headquartered in Marlborough, Mass., and runs its European operations from a regional office in Gdansk, Poland. The company being taken over pioneered a technology which complements the client�s product line by providing extremely high-capacity, agentless end-user experience monitoring and deep insight into application performance.
Dykema asked Wardynski & Partners, the WSG legal services member in Poland, to assist with legal counsel in this transaction. The two WSG firms cooperated smoothly due to their relationship through WSG membership. Wardynski handled the Polish side of this transaction and advised Dykema�s client on issues relating to the regional office in Gdansk.
Dykema, Michigan
In June 2003, Hoet Pelaez Castillo & Duque and another WSG firm were jointly appointed by the State owned Venezuelan company (PDVSA) as their joint co-counsel in a large private antitrust litigation against PDVSA and its US subsidiary, CITGO, filed by a RSM Production Corporation before a Federal Court in Denver, Colorado. In terms of the amount allegedly at issue, the dispute was one of the largest in Colorado history. Both WSG member firms approached PDVSA and CITGO when they learned about this legal action, and made a presentation for a joint representation in this US litigation. Subsequently the lawyers of both firms combined their abilities to successfully defend PDVSA against this antitrust suit and obtained a complete dismissal of the case at an early stage.
RSM Production Corporation is a Texas corporation involved in international oil and gas exploration and production. In 1996, the country of Grenada granted RSM an exclusive offshore license relating to oil and natural gas within Grenada�s maritime territory. RSM and Grenada agreed to suspend the license agreement until Grenada�s maritime boundaries with Venezuela and Trinidad were resolved. In its complaint, RSM alleged that PDVSA, Venezuela�s national, state-owned oil company, had excluded RSM from acreage to which it was entitled by failing to resolve these boundaries and had been prevented from exploiting a license to develop offshore oil and gas resources in Grenada.
RSM brought an action in the United States District Court for the District of Colorado, seeking equitable relief or damages from PDVSA, its subsidiary PDVSA Petroleo, S.A. (�Petroleo�), and its U.S. marketing arm, CITGO. RSM had alleged that Petr�leos scuttled its opportunity to �preserve its monopolistic regional standing as the representative of the only country (Venezuela) in the region with which foreign investors must conduct trade�.
Due to the collaborative efforts, on September 30, 2004 the district court in Denver dismissed RSM�s claims on jurisdictional grounds. It said the defendants were agents of the Venezuelan state shielded by the Foreign Sovereign Immunity Act. They could only be sued in an American court if their conduct had a direct effect in the United States. Although RSM had prevented �potential importation of oil to the United States,� the court held that this was evidence only of indirect effects and dismissed the lawsuit.
This is a prime example of the type of collaborative work between WSG members which benefits clients and provides them access to an in depth knowledge of laws and legal norms across the world. The membership of both firms to WSG allowed them to interact and exchange resources in an effective manner.
Bruno Ciuffetelli commented, "This has permitted different partners and associates of each firm to network and get to know each other better."
Francisco Castillo-Garcia, Hoet Pelaez Castillo & Duque, Venezuela
On May 12, Dykema, the WSG law firm member in Michigan, closed a transaction for one of its major clients with the assistance of Minter Ellison, the WSG law firm member in Australia. The transaction was a stock sale and the Sellers, who were represented by Dykema, were Australian entities. The Australian firm that was originally engaged by the Sellers to provide legal opinions to the Purchaser refused to allow the Purchaser�s lenders to rely on their opinions. Beginning with a series of late Friday night emails (early Saturday morning in Australia) between Mark Peters at Dykema and Peter Bartlett and James Philips at Minter, Minter was able to provide appropriate legal opinions to both the Purchaser and its lenders, and the transaction was able to close. Mark had contacted Peter and James after discovering in a conversation with Peter at the last WSG Annual Meeting that Minter represents affiliates of the Sellers in Australia.
Mark acknowledged that �we were in a bit of a bind, given the parties� desire to close the transaction and the position of the other Australian law firm. The professionalism and responsiveness of Peter, James and their colleagues at Minter, as well as the relationship between our firms built through our WSG membership and activities, helped to save the day.�
Dykema, Michigan
Luis Cifuentes of Cifuentes, Lemus & Asociados referred a business contact to Francisco Javier Puentes of the Garrigues, the WSG law member in Valladolid Spain (Garrigues). This referral was related to legal advice in real estate business in Tudela del Duero - Valladolid.
Luis Cifuentes, Cifuentes, Lemus & Asociados, S.C., Venezuela
Jiri Balastik, a senior partner at Kocian Solc Balastik, undertook a business development trip to Asia in October 2006 and took the opportunity to personally visit and meet with WSG members in:
Hong Kong (Deacons � Gavin Nesbitt, Edwarde Webre and Phillip Macdonald)
Taipei (LCS & Partners � Mark J. Harty, Amy Chin, Victor Chang, Rich Chin-Fu Lin) and
South Korea (Lee & Ko, Jongkwan Peck, Yong Suk Yoon).
The WSG network and KSB�s personal connections established and developed through our long term involvement in WSG was a great resource in the planning and successful outcome of Jiri�s business development trip. The experience gained in visiting WSG member firms on their home turf and being able to have discussions with a range of local lawyers was invaluable in developing cross jurisdictional understanding.
Sasha Stepanova, Kocian Solc Balastik, Czech Republic
On September 1, 2005, Jilbey Gold Exploration Ltd. (JLB: TSX Venture Exchange) ("Jilbey"), High River Gold Mines Ltd. (HRG: TSX) ("High River") and High River Acquisition Corp. carried out a transaction under an arrangement in accordance with the provisions of the Canada Business Corporations Act pursuant to which Jilbey, merged with High River Acquisition Corp., a wholly-owned subsidiary of High River.
Jilbey is a leading exploration company in West Africa, having assembled a land package exceeding 5,300 square kilometres in highly prospective greenstone belts in Burkina Faso. The main focus of Jilbey's exploration activities to date has been on extending the Bissa Hill deposit. Jilbey reported in October 2004 a significant mineral resource and recent additional drilling along a 5.5 kilometre section of the structure has intersected encouraging drilling results indicating the potential to significantly add to this resource.
High River has been established in Burkina Faso since 1994 with an excellent portfolio of exploration properties covering in excess of 2,300 square kilometres, including the Taparko-Bouroum gold project and the recently announced Labola high-grade gold discovery. High River is currently constructing the Taparko-Bouroum gold mine, which is scheduled to commence production in mid 2006 at an initial annual production rate of 100,000 ounces and ramping up to over 140,000 ounces in the third year of operation.
The consolidation of Jilbey's Burkina Faso assets with those of High River establishes High River as the pre-eminent exploration and mine development company in Burkina Faso, providing shareholders and investors with an attractive investment vehicle with exposure to near-production assets in West Africa - one of the fastest growing gold producing regions of the world. With the price of gold having appreciated significantly in the past year, this transaction will prove to be strategic in terms of adding value to the merged entity.
David Mosher, President and Chief Executive Officer of High River said, "The alliance between High River and Jilbey has been very successful in establishing a large prospective land position in Burkina Faso, with Jilbey identifying potentially significant new gold zone extensions at Bissa Hill. Both companies believe that a consolidation of their respective interests at this stage will allow for optimization of technical programmes in Burkina Faso, add critical mass and lead to more aggressive development initiatives and added value for shareholders."
Greg Isenor, President and Chief Executive Officer of Jilbey said, "We have been extremely successful in our exploration programmes in Burkina Faso and our merger with High River will strengthen the ability to finance, further explore and potentially develop Jilbey's gold assets. This merger is the logical next step for us and will provide all Jilbey shareholders with an opportunity to be part of a much larger company with gold production and a varied portfolio of exciting projects."
Jilbey was represented by a team from Lavery, de Billy, LLP made up of Michel Blouin, Ren� Branchaud, Larry Markowitz, S�bastien V�zina (securities), Philip Nolan (tax) and Lee Ann Graston (litigation).
Michel Blouin commented, �Our association with Cassels Brock served us well in facilitating this very important merger in the Canadian mining industry.�
Lavery Lawyers, Canada
Dykema has recently reported that they have sent referrals to Akerman Senterfitt, the WSG law firm representing the state of Florida. These successful business opportunites were inclusive of local counsel opinions, financial transactions, and commercial real estate disputes.
Dykema, Michigan
A Venezuelan client of Cifuentes, Lemus & Asociados, WSG accouting firm member in Venezuela, was in need of assistance with respect to Transfer Pricing in their Colombian office. Luis Cifuentes immediately contacted Monica Reyes of Brigard & Urrutia, WSG law firm member in Colombia. Brigard & Urrutia was able to successfully assist the Venezuelan client in their Transfer Pricing needs.
"As you can see, for us [Cifuentes] being part of the WSG organization has been extremely beneficial." Luis Cifuentes
Luis Cifuentes, Cifuentes, Lemus & Asociados, S.C., Venezuela
It has been reported by attorneys at Dykema, the WSG law firm member representing the state of Michigan, that many WSG member firms representing jurisdictions in South and Central America have made successful referrals to Dykema. In addition, Dykema has sent many referrals which turned into successful business opportunities to various WSG member firms in South and Central America.
These business opportunities were inclusive of real estate, tax holding company, subsidiary dissolution, and product warranties. Referrals were made to and from WSG firms such as Carey y Cia, Estudio Beccar Varela, Veirano Advogados, Misick and Stanbrook, De Comarmond, and Basham Ringe y Correa. These referrals are a great example of one of the many benefits of WSG membership.
Dykema, Michigan
Burton Landy, Shareholder of Akerman Senterfitt, WSG Florida law firm member received a referral from WSG accounting member Luis Cifuentes, Partner of Cifuentes, Lemus & Asociados of Venezuela. A Venezuelan Group was acquiring a controlling interest in a Miami based Spanish communications company. Akerman Senterfitt now is in communication with the potential client as a result of this successful referral.
"This is a great example of how a multi-disciplinary network can function. A Venezuelan accounting firm with which I had no prior dealings, referred a client to our law firm. In addition to the always welcoming of a new client to our firm, we now have a relationship with an accounting firm in Venezuela." Burton Landy, Akerman Senterfitt
Burton Landy, Akerman LLP, Florida
It has been reported by various attorneys at Dykema, WSG law firm member representing the state of Michigan, that two of the largest firms in their provinces of Canada, and members of WSG have referred several business opportunities to Dykema. These business opportunities were inclusive of employment litigation, general litigation, and an asset disposition. These referrals are a great example of one the many benefits of WSG membership.
Dykema, Michigan
For Haynes and Boone, LLP, the benefits of the WSG network continue to amass. On the business side, discussions with fellow members about opportunities in Russia were influential in leading the firm to open its Moscow office in 2005. The annual WSG meeting gave rise to a valuable sit-down with the general counsel of a major Mexican commercial power that has become an important international client. And WSG associations have led to lucrative joint projects with members in Florida, Colorado and Spain, among others.
But perhaps nothing illustrates the membership�s value more powerfully than the extraordinary, heart-rending experience that confronted one of our senior Partners, Ann Saegert, and a client traveling in Europe.
The client, a close Saegert family friend, slipped and broke her back while visiting Vilnius, Lithuania, with her husband. After entering the local hospital, she was held stationary on a bed, without food, pending "scheduling" of her surgery. No one in the hospital spoke English, and her husband is crippled and couldn't get around to help.
Ms. Saegert contacted WSG member Rolandas Valiunas and within 48 hours, Simona Oliskeviciute, an excellent lawyer with Valiunas' firm, arrived to assist the couple. With Simona's counsel, surgery was successfully completed within a couple of days, everyone was fed, the proper payments were made, and all the problems were solved.
"With the local WSG firm's advice and guidance, a tragedy was averted, and our client friends were able to return to the US about a week after the surgery -- well fed, reasonably comfortable, and very, very grateful for the assistance," says Ms. Saegert.
Ann Saegert, Haynes and Boone, LLP, Texas
Husch Blackwell LLP, WSG Missouri member firm, referred two real estate matters to Dykema, WSG Michigan member firm, resulting in over $10,000 in business transactions.
Dykema, Michigan
