warsaw banking and finance practice

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Warsaw Banking and Finance Practice

2 Warsaw Banking and Finance Practice

© Allen & Overy LLP 2011

About us

Allen & Overy is at the heart of the world’s banking and financial markets. Few practices can match the quality of our people, the breadth of our client base, our global reach and our top tier position across the full range of financial products. We advise our clients across the full spectrum of financing disciplines. As well as our work in infrastructure and energy projects and in the real estate sector, we also advise on acquisition and export finance deals on syndicated and bilateral loans, all forms of financing, capital markets and derivatives. Beyond the deal itself, clients also call on our non-transactional expertise. We help borrowers and lenders deal with financial regulatory issues, restructurings and a broad range of corporate and commercial issues.

Being able to offer finance advice across every discipline gives us a track record of advising on some of the most complex and high profile debt offerings, invaluable when corporates demand alternative sources of funding. These include high-yield bonds which are emerging as an essential part of the mix of possible finance structuring in debt capital markets, banking and leveraged finance, and in restructurings of corporate debt. We also offer an integrated bank and securitisation take-out capability with access to other specialist teams, such as real estate finance and workout experts.

Band 1 Banking & Finance Practice in PolandChambers Global 2011 Chambers Europe 2011 Legal 500 EMEA 2011 IFLR 1000 2011

“ Allen & Overy, A. Pedzich sp. k. is great locally, not just in London”Legal 500 2009

Piotr LesińskiPartnerTel +48 (0)22 820 [email protected]

Tomasz KawczyńskiPartnerTel +48 (0)22 820 [email protected]

Arkadiusz PędzichPartnerTel +48 (0)22 820 [email protected]

Key cOnTAcTs

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Key practice areas

Our banking and finance practice is split into eleven product lines. These are:

Asset and Structured Finance

General Lending

Leveraged and Acquisition Finance

Project Finance

Real Estate Finance

Restructuring and Insolvency

Export Finance

Debt Capital Markets

Derivatives and Structured Finance

Securitisation

Regulatory


Warsaw Banking and Finance Practice4

Our Asset and structured Finance practice is recognised not only for its ability to structure complex transactions, but also for its extensive experience at other levels and across all sectors of the asset finance industry. Whatever we’re handling our lawyers have the breadth and depth of experience to help our clients find the most commercially beneficial way to structure a deal.

We advise on both domestic and cross-border asset financings including all types of debt, lease (both tax and non-tax-based) and capital markets-driven products, securitisations, receivables financings, vendor programmes and retail finance. Our lawyers help clients buy and sell leasing companies and portfolios, and structure regional and global leasing business networks. They also advise on aircraft repossessions and airline and ship restructurings and insolvencies.

Key highlights include advising:Aldus Portfolio Leasing Ltd – and HSH Nord Bank on the purchase of two embraer 170 aircraft and their subsequent lease to LOT Polish Airlines

ING Netherlands – on the Polish law aspects of truck leases

Angel Trains Polska Sp. z o.o. – (a subsidiary of The Royal Bank of scotland) on the operational lease of six new multi-system electric Bombardier TRAXX F104 Ms locomotives to PKP cargo s.A.

Angel Trains Polska Sp. z o.o. – on renewing the lease of seven electro-Motiv-Diesel class 66 locomotives to Freightliner sp. z o.o.

Swedish Aircraft Holdings AB – on the legal and regulatory aspects of leasing aircraft in Poland

Polskie Linie Lotnicze LOT S.A. – (LOT Polish Airlines) on the purchase and sale of three embraer eMB 145 aircraft, buyout and sale of one embraer 145 aircraft, tax lease together with a syndicated debt facility for eight embraer 145 aircraft, and leverage lease together with a syndicated debt facility and sale and leaseback for 12 embraer 145 aircraft

Citibank N.A. – on a term loan facility to purchase three container vessels to be built by Polish shipyards

a consortium of – Bank Pekao S.A., ABN Amro Bank (Polska) S.A. and ING Bank Śląski S.A. on the financing of four ships for paper shipping worth UsD 145m

BRE Bank S.A. – on ship financing for Gdynia Shipyard

Pembroke Capital Limited – on a lease of a Boeing 767-300 to LOT Polish Airlines

Asset and Structured Finance

“ We would never work with anyone else. They’re co-operative, proactive and pay serious attention to detail, as well as getting things done on time” Client quote, IFLR 1000 2009

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Our reputation as the premier firm in the Polish market is built on our commercial understanding of what our clients are trying to achieve, the quality of our documentation and our ability to deliver a high value service within tight timeframes. Our longstanding presence at the top of the local and international legal league tables shows that we have sustained this level of performance over many years.

We advise banks, financial institutions and large local and international companies on all aspects of Polish and english law. clients trust us with the full range of their domestic and cross-border transactions. They rely on us for the depth and breadth of our expertise, our intellectual rigour and our proven track record of finding solutions and completing the transactions on which we work.

Now, more than ever, financing transactions need to be structured and negotiated to take account of market and client requirements, and clients need innovative, adaptable legal services from lawyers capable of offering robust advice. Our lawyers have the expertise to advise on any form of financing, and clients often call on us for advice on the groundbreaking deals and structures which eventually become market standards.

Key highlights include advising:A consortium of banks – in relation to financing for Polski Koncern naftowy ORLen s.A. designed to refinance its credit lines. The facility amounted to EUR 2.6bn and is the highest financing in the history of the Polish market

The European Bank for Reconstruction and –Development in relation to a credit facility for PKn ORLen amounting to eUR 250m

Aquanet S.A. – , a water supply company from Poznan, controlled by the city of Poznan in connection with the PLn 600m guarantee facility granted by nordea Bank Finland Plc securing the PLn 500m capex facility granted by the european Investment Bank and the PLn 80m revolving facility granted by Pekao s.A.

Bank Pekao S.A. – on the increase of eUR 178m facilities granted to companies from Ultimo Group and corresponding changes to the finance documents

Bank Pekao S.A. – on a PLn 200m credit facility for TVn

ING Bank Śląski S.A. – on a PLn 120m investment and refinancing facility for EMPIK Centrum Investments

Bank Pekao S.A. – on PLn 650m credit facilities for the Vectra group of companies concerning financing transactions in internet cable television investments

Rabobank Polska S.A. – on a PLn 300m term loan and revolving facility for netia s.A.

Bank Pekao S.A. – , Bank PKO BP S.A. and BRE Bank S.A. on an investment and working capital credit facility for Huta Stali Częstochowa, a subsidiary of Industrial Union of Donbass

Bank Handlowy w Warszawie S.A. – (citigroup), Dresdner Bank Luxembourg and WestLB on various credit facilities for Polskie Koleje Państwowe S.A. (Polish state Railways)

General Lending

“�Clients�praise�the�firm’s�‘really� hands-on and highly skilled’ team of lawyers in Warsaw” Chambers Europe 2009



We are one of the leading leveraged finance practices in the Polish market, known for groundbreaking deals and structures that eventually become market standards. Thanks to our network we can combine our local leveraged debt team with an extensive european and U.s. capital markets practice. Our sector knowledge and understanding of our clients’ business objectives makes us able to provide legal advice that truly meets those aims within the context of the overall rationale for the debt package. Lenders and borrowers alike need to be able to structure deals in ways that suit market conditions. Our lawyers can advise on any form of leveraged financing that our clients choose to undertake. We offer a broad mix of finance capabilities to help our clients exploit the opportunities the market presents and deal with the changes that take place.

Key highlights include advising:UniCredit Bank AG – , London Branch, Bank Pekao S.A., BNP Paribas acting through its subsidiary Fortis Bank SA/NV on a credit facility to acquire shares in Żabka, a Polish chain of retail shops, by the private equity fund Mid europa

BNP Paribas Fortis – and ING Bank N.V. on financing the acquisition of shares in Agros nova sp. z o.o. by IK Investment Partners

Innova – on a credit facility to finance the acquisition of 70% shares in Marmite International s.A., europe’s leading manufacturer of cast marble sanitary products

Advent International – , a leading global private equity fund, on refinancing the acquisition of 100% of Wydawnictwa szkolne i Pedagogiczne s.A., Poland’s largest educational publisher

Poult – , private equity-owned biscuit manufacturer, on financing its acquisition of LIDER’S KG

Société Générale Asset Management Alternative –Investments on financing its acquisition of a controlling stake in Konsalnet s.A., a security service provider

ABN AMRO (Polska) S.A. – , ING Bank Śląski on a credit facility for Jeronimo Martins Dystrubucja s.A. to finance the acquisition of shares in Plus Discount Sp. z o.o. (the owner of a supermarket chain in Poland)

a syndicate of banks led by – Bank Handlowy w Warszawie S.A. (Citigroup) on leveraged financing for Penta Investments to acquire shares in Żabka S.A.

Bank BPH S.A. – on multimillion eUR credit facilities to finance the acquisition of shares in Bakoma S.A. from Compagnie Gervais Danone S.A.

Leveraged and Acquisition Finance

“ Commentators highlight M&A-related�finance�as�a�particular� strength of the practice” Chambers Europe 2010

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Allen & Overy has a leading projects practice in Poland. The three main elements that make Allen & Overy’s projects practice unique in the Polish market are local expertise, international know-how, and substantial experience in cross-border transactions. We have the reputation of a firm which is capable of handling the most complex and cutting edge transactions.

Our team is experienced in dealing with the challenges facing both sponsors and financiers. The broad range of projects in which we have been involved includes preparing and negotiating project documents, hedging arrangements, construction contracts and finance documents.

The Warsaw Projects team have worked on almost all of the major project financings in Poland and virtually all in the power sector. Our expertise makes us uniquely qualified to carry out large projects of this type, and we can provide comprehensive services in structuring financing, carrying out due diligence investigations of related agreements, identifying legal risks, drafting credit facility documentation and representing clients in negotiations.

Allen & Overy in Warsaw has advised lenders and project companies on financing and/or refinancing of the largest projects in the Polish market, including:

Brown energy – – PKE, Bełchatów, Pątnów II, Turów

cogeneration – – Nowa Sarzyna, Zielona Góra, ELCHO Chorzów, Lublin Wrotków

Renewable energy – – Liniewo, Ścieki, Margonin, Tychowo, Martifer wind farms

Biofuels – – Bioagra

Petrochemical sector – – Basell Orlen Polyolefins

Infrastructure – – A1 (section 2) and A2 (section 1 and 2) motorways, container Terminal in Gdańsk, Terminal 2 at Okęcie airport in Warsaw

Telecommunication – – UMTs infrastructure for “Play’s” mobile network

Project Finance

“�It�is�excellent�in�combining�financing�know-how�with�sector-specific�knowledge”�Chambers Europe 2010

“ We frequently use A&O precisely because they provide a high quality of service�and�offer�great�advice”�Client quote, IFLR 1000 2011

Band 1 Project Finance Practice in PolandIFLR 1000 2011



The Warsaw Real estate team advises clients on all aspects of real estate in Poland and abroad. We provide advice on the full spectrum of commercial real estate work: property finance, property development, construction, operation and maintenance, sale and purchase agreements, leases, tax, leasehold, zoning and planning, environmental and green-field projects.

Our lawyers advise the world’s most advanced investment banks and specialist real estate lenders, as well as sponsors and borrowers, on their most critical and pioneering transactions. We have extensive experience in all aspects of property finance transactions and are familiar with the problems that arise between banks, borrowers and sponsors. Our expertise makes us uniquely qualified to carry out large projects of this type, and we can provide comprehensive services in structuring financing, carrying out due diligences of related agreements, identifying legal risks, drafting facility documentation and representing clients in negotiations.

Allen & Overy in Warsaw has advised on financing, refinancing and/or financial leasing of the most prestigious real estate projects in Poland, including:

shopping malls – – Galeria Kaskada in szczecin, Galeria Mokotów in Warsaw, Bonarka city center in Kraków, Galeria Kazimierz in Kraków, Fashion House Outlet centres in Warsaw, Gdańsk and sosnowiec, Magnolia Park in Wrocław, silesia city center in Katowice, Arkadia in Warsaw, Poznań Plaza in Poznań, Millennium Hall in Rzeszów, Manhattan shopping center in Gdańsk

Office buildings – – senator in Warsaw, Deloitte House in Warsaw, Mokotów Business Park in Warsaw, Andersia Tower in Poznań, Metropolitan in Warsaw, Liberty corner in Warsaw, Centrum Królewska in Warsaw, ING – Holland Park in Warsaw

Warehouses and logistic centres – – portfolio of logistic centres in Poland, Indesit warehouse in Radomsko, Panattoni Park in Bielsko Biała, Żerań Park II in Warsaw

Residential apartments – – Poezji III in Warsaw, Maraton Gardens in Poznań, Osiedle Konstancja in Konstancin

Real Estate Finance

“ Allen & Overy, A. Pedzich sp. k. is noted for its lender-focused property financing�skills”�Legal 500 2010

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The Restructuring department of Warsaw’s Allen & Overy office provides support to financial institutions in three core areas. We assist banks in working out optimal refinancing solutions and consolidating corporate debt. We have been actively involved in developing the most advantageous options for out-of-court restructuring of debtors who are on the verge of bankruptcy. To make it work, we are capable of coordinating the work of numerous financial institutions to fend off the direct risk of the borrower’s bankruptcy and providing the parties with a possibility to begin negotiations outside the bankruptcy court’s building. We have been an active partner in these negotiations, often proposing unconventional legal solutions. We have also advised on implementing exit-type strategies, including sales of banks’ debts to a strategic investor or funds. We are involved in executing innovative transactions on the Polish market that involve converting bank debt into equity. We represent banks in bankruptcy cases, both domestic and cross-border. Our role significantly goes beyond that with which attorneys have been traditionally assigned. This is because we become involved in developing the strategy of directing proceedings, and adjusting options of bankruptcy restructuring pursued by banks to the possibilities and framework of court procedures. We are also strongly committed to carrying out talks with investors and assisting banks in supervising the work of bankruptcy receivers, as well as representing banks at creditors’ meetings.

Key highlights include advising:A consortium of seven banks: – Bank Handlowy w Warszawie S.A., BRE Bank S.A., PKO Bank Polski S.A., Bank Millennium S.A., ING Bank Śląski S.A., DnB Nord Polska S.A. and Bank Pekao S.A. on the PLN1.3bn financial restructuring of Ciech, a major Polish chemicals producer

Calyon S.A., Citibank, RBS, Deutsche Bank, Kredyt –Bank, Bank Gospodarki Żywnościowej, PKO BP S.A., Bank Pekao S.A. and Nordea Bank on restructuring of financial indebtedness and a new financing for Gdańska Stocznia “Remontowa” im. J. Piłsudskiego (Remontowa Shipyard)

A group of five commercial banks – on the restructuring of a number of bilateral credit facilities granted to a major Polish manufacturer of steel constructions and automotive parts

A bank – on insolvency proceedings involving a Polish hop processing factory

Fortis Bank Polska S.A. – on debt-to-equity restructuring of Vistula s.A.

Westdeutsche ImmobilienBank AG – and Investkredit Bank AG on debt restructuring of a retail project in RzeszÓw (Millennium Hall)

Bank Pekao S.A. – and Bank PKO BP S.A. on restructuring debt incurred by Telefonia Dialog s.A.

Industrial Union of Donbass – , one of the largest global steel manufacturers, on its worldwide reorganisation and restructuring of its financial indebtedness

Nineteen financial creditors – (banks and financial institutions) on cross-border insolvency proceedings concerning restructuring companies which are members of the Schieder Möbel Group (the largest furniture manufacturer in Poland)

BRE Bank S.A. – on restructuring its loan to el-net s.A., a telephone operator in Poland and its sale to netia s.A.

Restructuring and Insolvency

“�Clients�benefit�from�the�firm’s�superior�understanding of the banking industry; interviewees�note�the�firm’s�historical�experience in the area” Chambers Europe 2010

Band 1 Restructuring/Insolvency Practice in PolandChambers Global 2011 Chambers Europe 2011



We are a leading law firm in Poland in the export financing market sector, known for producing innovative structures that eventually become market standards. We are able to advise on any type of export financing, including syndicated or bilateral, granted with or without the support of export credit Insurance corporation or its overseas equivalents.

Our experience covers financings from Poland and other european countries to the Russian Federation, Ukraine, Belarus, Hungary, Thailand, cyprus and many other countries. We have advised on the construction of power plants, car dealership centres, logistics centres, factories, various production plants, mines, harbours, hotels, residential buildings, wind farms, aqua parks, ships as well as restructurings of some of these projects.

Our clients have all been Polish banks granting export credit facilities. We have established strong relationships with lawyers cooperating with Allen & Overy’s local offices and other leading firms in many of these host states. When cooperating with oversees law firms, we coordinate projects from the legal side and are able to negotiate and draft and review legal documents in English, German and Russian.

Key highlights include advising:Bank Gospodarstwa Krajowego S.A. – and Raiffeisen Bank Polska S.A. on the financing of a hotel complex at Moscow airport

BRE Bank S.A. – on an export credit project regarding financing a plywood factory in the Russian Federation

BRE Bank S.A. – on an export credit project for financing the turn-key construction of a VW car dealer and service centre in yarolsaw, the Russian Federation

BRE Bank S.A. – on an export credit project to finance the development of a logistics complex (warehouse) in the Russian Federation

BRE Bank S.A. – on an export credit project to finance the development of a pellet production plant in Hungary

BRE Bank S.A. – on an export credit project to finance the delivery, assembly, testing and commissioning of a production line in a sugar production plant in Ukraine

BRE Bank S.A. – on an export credit project to finance the turn-key construction of an aqua park complex in Thailand

Export Finance

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Increased regulatory focus on a wide range of industries has made understanding and complying with new regulations and legislation more important than ever. Our lawyers advise on all ranges of regulatory matters in banking and finance, and we help our clients plan for regulatory change and position their businesses to take advantage of new opportunities. New regulations affecting the banking sector are often cross-border in their scope and our expertise in managing multi-jurisdictional regulatory change projects adds real value to our clients, helping them to compare different requirements in different jurisdictions and structure their operations accordingly.

The financial services sector has seen a significant increase in regulatory scrutiny and proposals since the financial crisis and we offer an extensive team to help our clients navigate these new requirements. Assignments range from developing new structured products and investment funds to documenting new market standards in securities and derivatives markets. Our team also covers all recent developments, regulations and recommendations from different Polish authorities, including the Financial supervisory Authority and national Bank of Poland.

Our expertise in financial services regulation is also cross-practice, bringing together experts in regulatory change, capital markets, corporate finance, data protection and customer information, litigation and regulatory investigations, employment and tax matters. This enables our clients to have a comprehensive view of the potential impact of new regulations on all aspects of their business.

Key highlights include advising:BRE Bank S.A. – on calculating the minimum capital requirements for credit risk (Basel II)

Bank Handlowy w Warszawie S.A. – (citigroup) on adjusting the Bank’s internal regulations to the latest requirements adopted by the Basel committee on Banking supervision under the new capital Accord (Basel II) concerning minimum standards for capital adequacy and risk management

Cetelem Bank Polska S.A. – on a legal analysis of implementing consumer credit products in Poland, including the Bank’s regulatory obligations

MoneyGram – on the regulatory aspects of its Polish money transfer operations

GE Consumer Finance Poland – on regulatory issues concerning non-banking entities lending funds

Export Development Canada – on regulatory and civil law issues regarding foreign non-banking entities lending funds

GE Money Bank S.A. – on a regulatory framework for mortgage loans

Western Union Financial Services Inc. – and Western Union Ltd on the regulatory aspects of their operations in Poland

Regulatory



Allen & Overy’s Warsaw office has a particularly strong track record advising clients on many groundbreaking capital market transactions. In many cases our lawyers have assisted in devising novel structures to meet Polish requirements and satisfy clients’ demands.

The wide scope of work includes local and international bond programmes and standalone issues, eurobonds, convertible bonds as well as a number of projects related to the Polish financial markets: tender offers, foreign investments, structures devised for specific types of transactions on listed shares, regulatory advice for financial institutions, standard documentation for brokerage houses, matters related to the clearing and settlement system for public transactions, and related risk management structures.

We have the expertise and the know-how to ensure smooth and cost effective advice in any capital markets transaction.

Key highlights include advising:The Polish State Treasury, represented by the –Ministry of Finance, on its UsD1.5bn 3.875% notes due 2015. The notes were issued under Rule 144A and registered with the U.s. securities and exchange Commission. This was the first issue of debt securities by the Republic of Poland in the U.S. after the financial crisis

Operator Gazociągów Przesyłowych GAZ-SYSTEM –S.A. on establishing a PLn1.7bn bond programme arranged by BRe Bank s.A., nordea Bank Polska s.A., Bank Millennium S.A., ING Bank Śląski and Bank Polska Kasa Opieki s.A. Proceeds from the bond issues will be used to develop the gas pipeline infrastructure in Poland

PGE Polska Grupa Energetyczna S.A. – on establishing a PLn10bn bond programme arranged by Banca Infrastrutture Innovazione e sviluppo s.p.A., Bank Polska Kasa Opieki s.A., nordea Bank Polska s.A. and ING Bank Śląski S.A.

Bank Handlowy w Warszawie S.A., BRE Bank S.A., –Bank Polska Kasa Opieki S.A., ING Bank Śląski S.A., Nordea Bank Polska S.A. and Powszechna Kasa Oszczędności Bank Polski S.A. on arranging and underwriting a PLn1.3bn bond programme established by Tauron Polska energia s.A.

BRE Bank S.A., ING Bank Śląski S.A., Deutsche –Bank Polska S.A. and PKO BP S.A. on a PLn650m bond issue by Polskie Koleje Państwowe (Polish rail) guaranteed by the state Treasury

PGE Polska Grupa Energetyczna S.A. – on establishing a PLn2bn Domestic Bond Issuance Programme arranged by ING Bank Śląski S.A.

A consortium of banks and brokerage houses – on a PLn4bn listed programme for the capital city of Warsaw. This was the first domestic listed bond programme established by a Polish municipality. The notes issued under the programme will be listed on a regulated market in Poland

Société Générale – and Barclays Bank PLC on establishing a eUR1.5bn Medium Term note Programme of TPSA Eurofinanace France S.A. guaranteed by Telekomunikacja Polska s.A.

The City of Warsaw – on establishing its eUR1.3bn Medium Term note Programme. The programme gives the city of Warsaw the opportunity to issue bonds for the first time since World War II and is also the first MTn Programme established by a Polish municipality

Debt Capital Markets

“ A top debt capital markets practice” Legal 500 EMEA 2011

“�On�the�debt�side,�the�firm�has�been�labelled by the market as the top of the tree” IFLR 1000 2011

Band 1 Capital Markets (Debt) Practice in Poland IFLR 1000 2011 Chambers Europe 2011

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We are an unquestioned leader on the Polish derivatives market. Our experience includes advising clients on all types of transactions, including derivatives, repo and buy/sell back transactions, as well as securities lending transactions. We also advise on foreign-exchange, cross currency interest rates and commodities transactions, as well as emissions trading transactions.

We provide comprehensive assistance in preparing hedging documentation in all types of financing and lending, in both domestic and cross-border transactions. We actively participate in negotiating documentation based on the International swaps and Derivatives Documentation, Inc. standard. We authored the Polish documentation for derivatives on the interbank market of the Polish Bank Association. We also develop standard documents for derivatives trading for many Polish banks.

Key highlights include advising:Bank Pekao S.A. – and BRE Bank S.A. on hedging arrangements for a project financing facility for Elektrownia Pątnów II

The Ministry of Finance – on negotiating derivatives documentation with several Polish and foreign banks

The Association of Polish Banks – on preparing a 2011 Framework Agreement for derivatives trades on the intra-banking market

ING N.V. – on hedging arrangements for wind farm financing of EUR31.7m for Elwiatr Pruszyński

Goldman Sachs, BNP Paribas S.A., J.P. Morgan Chase –Bank N.A., Nomura, Morgan Stanley and Deutsche Bank AG on various regulatory issues regarding derivatives and repo trades with Polish counterparties

The Royal Bank of Scotland N.V., Barclays Bank –plc, Mitsui & Co. Commodity Risk Management Limited and Mitsubishi Corporation on restructuring hedging transactions under an IsDA Master Agreement with LOT sA

International Swaps and Derivatives Association –Inc., International Capital Market Association, Securities Lending and Repo Committee and Bundesverband Deutscher Banken e.V. on varoius legal opinions regarding the enforceability of netting and set-off arrangements of derivatives, repo and securities lending transactions

A consortium of banks – on the strategy for rescheduling derivative transactions of stocznia Remontowa

Derivatives and Structured Finance

“ Clients acclaim the Poland team’s global quality and great expertise in regulatory matters, derivatives and the issuing of debt –�‘it�has�the�ability�to�provide�a�seamless�service across a number of areas’” Chambers Europe 2009



The landscape of securitisation is once again undergoing change. An increasingly regulated market and demand for more competitive financing instruments have heightened the need for innovative transaction structures. To achieve these structures, parties need experienced, market-savvy lawyers who understand both the legal framework and the financial aspects of transactions; lawyers with access to resources across jurisdictions and practice areas; lawyers who know how to get the deal done.

We have advised on a number of securitisation transactions, in both the feasibility and execution stages. In our Warsaw practice we combine the expertise of our London office with in-depth knowledge of the local market.

Key highlights include advising:A global bank – on an offshore securitisation of hospital suppliers’ receivables secured on contracts between hospitals and the national Health Fund

A Polish bank – on a synthetic securitisation of the sMe loan portfolio of a Polish bank

A global bank – on a foreign credit institution’s covered bond issue secured by residential mortgages originated by that credit institution’s Polish branch

The European Investment Bank – as a senior investor on the PLn420m securitisation of leasing receivables of Millennium Leasing sp. z o.o.

ABN AMRO Trustees Limited – on over the more than eUR1bn cornerstone Titan securitisation of commercial mortgage-backed loans due 2017

ArcelorMittal Poland S.A. – and ING Commercial Finance Polska S.A. on the PLn1bn securitisation of trade receivables of certain european ArcelorMittal companies

Kredyt Bank S.A. – on the sale of its non-performing loans portfolio to a securitisation fund. The value of the portfolio was more than PLn1bn. This was one of the first transactions of this type in Poland and the largest in terms of portfolio value

Securitisation

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