Banking & Finance / Restructuring

This past year the broad banking and finance practice of Avellum was boosted by instructions from the Ukrainian state, when the firm acted on lending, debt restructuring and capital markets mandates. Thus, Avellum is constantly present in major milestone financing projects and in the largest restructuring mandates. The team acted as a Ukrainian counsel to the Ministry of Finance in connection with multimillion loans to Ukraine from the KfW and Export Development Canada. Another landmark transaction is the JPY 108.2 billion loan from the Japan International Cooperation Agency to the Cabinet of Ministers of Ukraine for the purpose of implementing the Bortnychi Sewage Treatment Plant Modernisation Project. It is noteworthy that Avellum advised the EBRD in connection with a three-year USD 300 million guaranteed renewable facility from the EBRD to NJSC Naftogaz of Ukraine. On the restructuring side, the team acted for the Finance Ministry with respect to USD 15 billion restructuring of thirteen sovereign and sovereign-guaranteed Eurobonds; and concerning reprofiling Eurobonds of two state-owned banks, namely Ukreximbank and Oschadbank. Given its remarkable track record for representing corporate borrowers, the team acted for cross-border restructurings having advised DTEK, PrivatBank and Ferrexpo. Practice head Glib Bondar is certainly among the busiest and most active practitioners on the market in the past year.

Sayenko Kharenko retains its profile as a Ukrainian heavyweight in international finance, being involved in a number of complex, multijurisdictional transactions. The firm continues to act as a Ukrainian legal counsel to the EBRD on finance projects and advised on arranging a EUR 40 million loan to Kronospan UA, a market leader in the wood-based panel sector, and on a syndicated working capital loan to the Industrial Group ViOil, a major Ukrainian sunflower oil producer and exporter. The firm remains a trusted legal counsel to the Nordic Environment Finance Corporation (NEFCO) and advised on finance projects related to a dozen Ukrainian enterprises and municipalities aimed at implementing energy-saving technologies. In 2015 the firm was active with a number of innovative and complex debt restructuring transactions, handling projects for a total amount of over USD 5 billion. The key highlights include advice on a series of debt restructurings carried out in line with the requirements of the IMF’s Extended Fund Facility, in particular, representation in the course of Eurobond restructurings of two state-owned banks, Ukreximbank and Oschadbank. The firm also acted on restructurings carried out under the English law scheme of arrangement; it worked on the municipal sector and represented Goldman Sachs as a lead manager on the restructuring of Kyiv City Eurobonds. Top notch partner Michael Kharenko is widely recognized by market insiders. Of late his focus encompasses ultra-high profile mandates including so-called special situations and sensitive, highly-complicated restructuring mandates. Nazar Chernyavsky, experienced banking and finance and capital markets partner, took over the key role in banking and finance mandates. Meanwhile, counsel Anton Korobeynikov andseniorassociates Olexander Olshansky, Iryna Bakina, Olexander Droug and Yuriy Draganchuk are the firm’s key practitioners.

As pioneers in banking and finance on the Ukrainian legal market, Baker & McKenzie is amongst the broadest experienced international counsels. The sizeable Kiev team enjoys established close integration with banking/finance teams around the globe. In a recent highlight the firm advised AKA Ausfuhrkredit-GmbH and Landesbank Berlin AG in connection with a EUR 14.5 million syndicated loan for agroindustrial company Ovostar Union. The team advised Eurobank Ergasias S.A. in connection with entry into agreements with entities of the Ukrainian Delta Bank Group for the disposal of its Ukrainian subsidiary, PJSC Universal Bank, and the transfer of certain Ukrainian assets for total consideration of EUR 95 million; acted as legal counsel to three major international institutions in connection with the UAH 43.2 million additional capitalization of Ukrainian commercial bank Megabank. The team has wide-ranging experience of handling complex cross-border financial restructurings and is often especially attracted to represent the largest corporate borrowers. For example, the firm represented Metinvest and Agroton Public Limited on consent solicitations of bondholders. Its clientele includes prominent international lenders, major corporate borrowers, global payment giants, amongst others the IFC, EBRD, KfW, AerCap, ING Bank Ukraine, Metinvest B.V., MasterCard, Western Union, American Express. Managing partner Serhiy Chorny has headed the practice for about 15 years and frequently advises on securities trade and securities custody, cross-border leasing matters. His solid experience is endorsed by the legal banking community and he is often referenced as a market authority. Respected for strong regulatory advice, partner Ihor Olekhov spans hisgeneral banking and financefocus onfinancial regulations, banking M&A, as well as derivatives, securities, debt capital markets.

Throughout 2015, the banking and finance practice team of AEQUO was one of the most rapidly growing ones on the market. The firm significantly broadened its clients’ portfolio with domestic and international banks, leading international financial institutions and investors. AEQUO advised the European Commission on the new Macro-Financial Assistance (MFA-III) program for Ukraine, amounting to a total of EUR 1.8 billion. Another significant part of the team’s work comes from restructuring, amongst the highlights was giving advice to the EBRD on restructuring of its operations in Eastern Ukraine, including restructuring of loans granted to Ukrainian borrowers operating in that region. With the team’s strong history of banking M&A work, the firm stands out for a number of landmark projects, inter alia, advising US private equity fund NCH Capital on acquisition of PJSC Astra Bank and acted for UBG Group on the acquisition bridge bank from the Ukrainian Deposit Insurance Agency in the course of banks’ resolutions. The firm’s clients include, among others, RwS Bank, Fidobank, UniCredit Group, Alfa Bank, Sberbank of Russia, Porsche Bank AG, Portigon Financial Services, etc. Yulia Kyrpa, partner and practice head, is extensively expanding the team’s capacities and enhancing her market reputation. Denis Lysenko, managing partner, traditionally contributes with his broad-based experience.

Dentons has rapidly expanded its cross-border capabilities at the global level, subsequent scope of work, complexity, as well as the team of its Ukrainian branch. The 10-lawyer practice team is regularly instructed for cross-border finance, syndicated facilities, sovereign financings, secured lending, regulatory advice, real estate finance, trade and assets finance, leasing, factoring, refinancing and complex restructuring, bad debts trade. The Kiev team assisted Export Development Canada (EDC) in connection with two loans to Ukraine. The firm developed a solid financial institutions/banking client base, among others, advising the Black Sea Trade and Development Bank, BNP Paribas, Czech Export Bank, EBRD, EDC, HSBC, UniCredit Bank.The firm has delivered comprehensive advice on banking activity in Crimea and has extensive experience of selling distressed portfolios. Recent restructuring work included large value corporate and sovereign debts, and stands out in particular for representation of a group of bondholders, led by one of Ukraine’s largest private creditors, Franklin Templeton Investments, in USD 15 billion sovereign debt restructuring. The team has been strengthened by senior associate Nadiya Shylienkova, who joined from the Kiev office of Clifford Chance. Knowledgeable partner Natalia Selyakova leads the practice.

Asters is traditionally recognized among major Ukrainian counsels for financial matters, including syndications, lending, debt restructuring; and banking M&A and equity investment. The firm also acts for intra-group financing transactions, and extends its advice to a wide scope of regulatory issues, including currency regulation and financial monitoring. Asters advises international financial institutions on an almost continual basis. For example, the IFC was advised in connection with committed and anticipated facilities to Astarta; China Development Bank Corporation — on financing to PJSC Ukrtelecom for the purchase of telecommunications equipment. The experienced team is regularly enlisted as a legal counsel for multimillion-debt restructuring, debt collection and recovery against mortgaged property, as well as for execution and enforcement matters. The team has recently acted as legal advisor to Ukrzaliznytsya, the state Ukrainian railway company, in connection with the restructuring of USD 500 million Eurobonds and advised JSC Rodovid Bank on restructuring a syndicated loan from international financial institutions. Lead partners are Armen Khachaturyan (named by market authorities), Iryna Pokanay and Yevgen Porada.

Redcliffe Partners (prior to 1 December 2015 — the Kiev office of Clifford Chance) has a 5-lawyer banking and finance practice renowned for its broad experience of advising foreign and local lenders, corporate and investment banks, international financial organizations, borrowers, project sponsors, developers and investors in connection with complex cross-border financings. Throughout the past year the team advised on USD 400 million refinancing to Kernel, representing UniCredit Bank Austria; the EBRD on USD 85 million financing to Myronivsky Hliboproduct. The practice team is also well positioned to handle the largest and complex restructuring projects (the reported total amount of debt restructuring in 2015 exceeded USD 1.5 billion). The team advised the EBRD on the restructuring of financing provided to the Ukrainian State Air Traffic Services Enterprise for the modernization of the Ukrainian air navigation system; and was mandated by ING and Ukrsotsbank for a debt restructuring project. Emphasized by peers for his broad experiencemanaging partner Olexiy Soshenko and counsel Dmytro Orendarets are notable practitioners of Redcliffe.

DLA Piper Ukraine is active in lending and restructuring projects, M&A in the financial sector, financial leasing, and is also noted for its special focus on energy projects, infrastructure and PPP. The team is currently working on one of the largest port projects in Ukraine that envisages modernization and concession of Yuzhny Port (Odessa Region) to one of the largest port’s operator; provides legal support to one of the biggest debt collection agencies in Russia and Ukraine in relation to restructuring of debt payable to its creditors. In terms of bilateral financing DLA often represents lenders, in particular, it advised the largest European banks on bilateral financing to a number of Ukrainian borrowers, members of DTEK Group, and to Ukrainian subsidiary of Monsanto. Amongst significant clients are the EBRD, IFC, AvangardCo, Horizon Capital, Dragon Capital. Notable recent restructuring work included advising AvangardCo Investments Public Limited on the restructuring of its USD 200 million Eurobonds through an arrangement scheme. Oleksandr Kurdydyk, partner and head of finance and projects, is known on the market and leads the team with key members Illya Muchnyk, Rodion Ignatenko and Mykhaylo Byelostotskiy.

Featured for its English law capacity on the ground, the Kiev team of CMS Cameron McKenna regularly counsels international banking and finance names. The team recently represented a syndicate of bankson syndicated secured pre-crop and pre-export credit facility for Ukraine’s leading agribusiness, Kernel Group. The firm is known for its extensive track record in project finance, restructuring, sectoral M&A and litigation. For example, the team acted for Horizon Capital and Zubr Capital on the sale of MTBank, the largest private bank in Belarus. The outgoing year was also noted for advisory regarding derivative transactions and financial agrarian receipt, loan restructurings. The banking and international finance team consists of Vyacheslav Ovechkin, Kateryna Chechulina, Tetyana Mykhailenko, guided by managing partner Daniel Bilak.

Egorov Puginsky Afanasiev & Partners Ukraine gets wide referrals for its strong cross-border performance, being equally well established in banking finance, capital markets and financial restructuring. The firm handles an extensive portfolio of prestigious clients — parties to transactions in the capital markets and banking business. EPAP Ukraine recently acted as legal counsel to the EBRD in connection with a secured loan facility to Serinus, a Canada-based oil and gas production company; major international banks as pre-export facilities lenders on restructuring of pre-export facilities and issuance of further funding instruments by one of the biggest Ukrainian industrial groups. The practice team also handles projects of multi-jurisdiction secured loan facilities, cross-border restructuring and complex regulatory advisory. EPAP Ukraine advised Credit Suisse and Morgan Stanley on an exchange offer for USD 500 million Eurobonds issued by Ferrexpo Finance plc. The banking and finance, capital markets team is led by partner Roman Stepanenko. Partner Ilona Zekely, an Austrian lawyer, works with Austrian, German, Swiss and other international companies.

Integrites international law firm, headquartered in Kiev and rapidly developing internationally, now has a 3-partnerbanking and finance practice. The focus of the team is cross-border lending and subsequent restructuring, pre-export finance, loans portfolio management, regulatory, domestic banks insolvency and recovery issues. VTB Bank, instructed the firm to register its increase in share capital. Amongst notable highlights is advising Banque de Commerce et de Placements on issues connected with validity and enforceability of Ukrainian law security documents guaranteeing a USD 25 million loan facility to the largest Ukrainian grain trader; and a number of cross-border restructuring projects where the firm represented Rabobank International, EBRD and Autonomy Capital. What sets Integrites apart is its extensive pool of ECAs clients, that enable the firm to be a hub for trade finance work. The team of partners Vsevolod Volkov and Oleksandr Aleksyeyenko has been strengthened with the arrival of Oleh Zahnitko, who joined as a partner from Gide Loyrette Nouel.

Arzinger is preferred for project finance, real estate finance work, cross-border lending, and predominantly acts on the lenders’ side. In a recent highlight the firm supports the EBRD on its USD 20 million investment in a joint project with Soufflet Group for infrastructure projects in Ukraine, Poland and Romania. The firm is highly active in restructuring work, especially in the agricultural sector, and currently represents the lenders’ committee in the course of USD 1.3 billion debt restructuring by Mriya Agro Holding. Oleksandr Plotnikov, partner, heads the practice.

Jeantet, a French international law firm, was launched in Ukraine in November 2015 by taking over the Kiev office of Gide Loyrette Nouel. The Kiev team was regularly instructed by VTB Bank (Austria), UniCredit Bank Austria, European Investment Bank, IFC, EBRD. Apart from cross-border lending performance, the practice team has been active in restructuring work. For example, advised Air Liquide in restructuring EBRD secured financing; acted for the EBRD in connection with the restructuring of corporate loan to Agrogeneration. A recent work highlight also included acting for Bank of New York Mellon Trustee Company in connection with the recognition and enforcement of the LCIA Award in Ukraine against Industrial Union of Donbass and Alchevskiy Iron & Steel Works. Practice head Igor Krasovskiy was promoted to counsel.

Ilyashev & Partners covers its strong litigation performance, and is increasingly active in regulatory and restructuring matters. Banks formed a formidable part of the firm’s client base and counts BTA Bank (Kazakhstan, Ukraine), Bank Mykhailivskyi, Procredit Bank, Trasta Кomercbanka, Credit Europe Bank, Crimean Development Company, PZU, Group DF. The firm continued to receive the bulk of its work from BTA Bank Ukraine, in particular, restructurings; Bank Mykhailivskyi hires the firm for regulatory advice. PZU Ukraine was represented in the adopted course of challenging decisions by the National Commission on Regulation of Financial Services. Partner Maksym Kopeychykov headed the banking and finance practice.

Wolf Theiss demonstrates its focus on acquisition finance and regulatory assignments, accompanying the firm’s M&A work. Most recently the team advised Bluebay Asset Management on the financing of the acquisition by LDC, a leading UK private equity company, of Synexus, one of the largest multi-national clinical trials business groups. Another area of expertise covers insurance sector M&A. In particular, the firm advised VIG on the acquisition of a 20% shareholding in the insurance company GLOBUS and advised QBE, an Australian based insurance provider, on the sale of its 50% Ukrainian subsidiary, QBE Ukraine, to Fairfax Financial Holdings Limited. In terms of restructuring, the firm acted as Austrian law and Ukrainian law counsel to the EBRD in connection with the restructuring of a loan granted to a Ukrainian brick producer. The practice is lead by Oksana Volynets.

LCF Law Group considers financial sector among its core industrial priorities, while its clients’ portfolio counts such players as Alfa Bank, Universal Bank, OTP Bank, Bank Kontrakt, Bank Novyj, Bank of Cyprus (NEOS Bank), TAS Group. The practice is sharply centered around litigation, the core strength of the firm, with comprehensive work on debt recovery and foreclosure disputes. Alfa Bank instructs the groups for a variety of representations, including a series of litigations with group of companies Azovmash, Virobichnii Vector LLC, Apartment complex Pokrovskiy Posad, PJSC Renaissance Life. The group represents Bank of Cyprus (NEOS Bank) in loan restructuring work. The projects were handled by managing partner Anna Ogrenchuk and senior partner Artem Stoyanov with input from counsel Olena Volianska. The group also enhanced the practice team with new counsel Oleksandr Biryukov, who previously worked on international projects.

Vasil Kisil & Partners has a notable capacity for lending and restructuring, project financing, financial and alternative instruments, factoring operations, regulatory and litigation. In early 2015 the firm acted as a legal advisor to one of the largest banks in Ukraine on the launch of an online micro-lending project. Anna Sisetska, counsel, advised IMS on acquiring the rights of demand under a bank loan with discount (factoring) along with share participation in a Ukrainian developer. Clients include Sberbank of Russia, Piraeus Bank, Latvijas Krajbanka. The strong litigation team that is headed by Oleksiy Sluch, counsel, regularly represents banks in their disputes with borrowers and enforcement matters.

The banking and finance practice of FCLEX is integrated in litigation, where the firm acts for both sides, lenders and borrowers. A significant part of its work is dedicated to debt recovery disputes. For example, the team is engaged in sound disputes between UkrSibbank (BNP Paribas Ukraine) and AIS Corporation. Among the recent highlights is representation of Azovmash in the course of its USD 850 million debt restructuring before 10 large banks; refinancing of the firm’s consistent, client Bank Finance and Credit, and restructuring of its debt to the National Bank of Ukraine. The practice is led by partner Andriy Nikitin, while banking disputes are guided by litigation partners Viktor Barsuk and Oleg Malinevskiy.

Alekseev, Boyarchukov & Partners is a preferred legal counsel for a number of banks on debt recovery and restructuring assignments deriving from corporate borrowers. Ukrsotsbank continues to instruct the firm for restructuring of bad large scale debts. Sergey Boyarchukov is the primary partner known for his substantial record ofindebtedness projects.

Spenser & Kauffmann is vivid in handling debt restructuring projects with a number of Ukrainian and international banks as well as litigation. This past year the firm enhanced its borrower representation experience. Ukravto Corporation, a leader of the Ukrainian automobile market, instructed the firm on a series of restructuring projects, as well as representation in disputes. The practice is co-headed by partners Valentyn Zagariya and Aleksandra Fedotova. Litigation partner Yuriy Petrenko represented Food Supermarket, operating in Ukraine under the TM Velyka Kyshenya, in a USD 20 million debt recovery dispute with Delta Bank. The firm stands out for its long-lasting insurance practice headed by partner Tetyana Daniltseva, and advising such significant players as MetLife and Cardif.

In 2015 MORIS GROUP boosted its client portfolio with banks and enhanced the practice of multimillion debt collection and asset recovery disputes. Notably, the group has projects of representation on both sides — lenders and borrowers and is a vivid counsel in agricultural, brewing, petrochemical industries. Major clients include the National Investment Bank, Delta Bank, Bank Forum, Bank UkrbusinessBank, First Private Brewery, UkrOboronProm, Lukor. Two partners are in charge of the practice, namely Maryan Martynyuk and Andriy Savchuk.

L.I. Group, a litigation boutique with a sharp niche in debt and asset recovery cases, is observed as one of the most rapidly growing dispute teams in the sector. The group is known for representing  banks in handling disputes and pre-judicial procedures with debtors, supporting insolvency-related procedures, and acts for such sound names as OTP Bank, VTB Bank, and also added Sberbank of Russia and Ukrsotsbank to its clientele list. The reported value of debt collection wins is over USD 332 million. Founding partners Mykola Kovalchuk and Artur Megerya are actively involved in practice.

Gryphon Investment Consulting Group is well versed with its trade finance, factoring support, and acts for sound banking names in bad loans portfolio restructurings and sale. The group also stands out for its seamless tax and audit advice in its offering. Another significant feature of the team is its accumulated expertise in e-commerce, e-money, money transfers and currency exchange, accompanied with substantial performance in regulatory work. Helen Lynnyk, Igor Lynnyk, Anna Andreasyan are the premier partners guiding the team’s work.

AstapovLawyers* international law group concentrates on corporate and M&A work in the banking sector and contentious matters. The recent work is centered on bad debts management and representation of banks and financial institutions in debt collection and mortgage disputes in annexed Crimea. Aleksey Kovryzhenko, counsel, heads distressed assets practice in the CIS region. Partners Andrey Astapov and Oleh Malskyy are the primary contacts.

Trusted Advisors, a new market player established in late 2014, rapidly conquered its niche in the litigation area. The young team is a point of choice by local borrowers and major banks. The firm has recently been handling full support of the banks’ interests in a number of debt recovery cases, and also acts on debtors in the process of foreclosure on mortgages. The highlight of the past year is representation of Ukrainian company PJSC TAKO on its USD 99 million secured loan restructuring. Ivan Mishchenko, managing partner, is rather well known in market litigation.

The recent caseload of Lavrynovych & Partners covered banks acquisitions, debt recovery in the procedure of banking resolution, regulatory advisory of financial services. The firm has a strong history of representing the Ukrainian state in its borrowings and in negotiations with foreign lenders on sovereign restructurings. Partners Iryna Marushko¹ and Olena Zubchenko acted as team leaders.

ILF (Inyurpolis Law Firm) is best known for its litigation performance. The 10-lawyer team demonstrates vast presence in representing a state bank in foreclosure proceedings; and represented the interests of business before banks under a resolution. The firm also acts for its client BASF on loan facilities support. Olexiy Kharytonov, partner, is growing ILF’s presence on the dispute front.

Over the past year Attorneys Association PwC Legal completed a number of projects for Ukrainian and international banking institutions, insurance companies. The team is involved in advising on restructuring financial liabilities, non-performing loans, currency control, corporate restrictions. The practice is led by Alexey Katasonov, senior attorney, supported by Artem Narodenko and Anna Lypska.

Gramatskiy & Partners is engaged in projects of banking and corporate financing of Ukrainian borrowers, predominantly intra-group, advises on currency restrictions and regulatory framework, developed international procedures for banking operations and financial monitoring. One new development of the practice group is engaging the firm’s clients into Chinese ECA and structuring the indebtedness of Ukrainian exporters. As regards restructuring work, the firm worked on the bad debts of banks under the resolution procedure and represented borrowers in front of banks and intra-group projects. Ihor Reutov is the main contact for finance work, and Andrii Trembich is in charge of restructuring.

Jurimex Law Firm has been active in project finance in the energy sector, intra-group financing, assignment of claims. Anna Antonenko advised NEFCO on energy efficiency projects in a number of Ukrainian cities. Danylo Getmantsev, honorary president, advised the State Road Agency of Ukraine on obtaining technical aid from the European Investment Bank for improving road safety.

Dynasty Law Firm is among the leading counsels in Dnepropetrovsk Region and has a restructuring and dispute record. The firm acts predominantly on the borrower’s side, representing corporates and individuals. Industry-wise clients come from a range of sectors: real estate and construction, agriculture, trade and retail, investments. Key partners of the practice are Yevheniy Smiyuha, Snejana Karagodina and Tamila Petrenko.

Misechko & Partners guided by Volodymyr Misechko represented the PFTS Stock Exchangein a dispute with Delta Bank on recovery of funds. The firm also acts on intragroup finance and regulatory matters.

Alexandrov & Partners advised a foreign agrarian holding on currency regulations. The team guided by Dmytro Alexandrov supported the market exit of JS Commercial Bank Kyiv and transfer of assets to JSB Ukrgazbank.

Occupying its aviation niche on the market, ECOVIS Bondar & Bondar continued advising Ukraine International Airlines on debt restructuring to ZLATOBANK and Finance & Credit Bank. Oleg Bondar, managing partner, is the main contact.

The team of NOBLES has a following of German and Austrian clients. The firm is enlisted for loan facilities transactions, regulatory advice and has experience in insurance matters. The team recently rendered legal support to IKB bank on a pledge of equipment. Volodymyr Yakubovskyy is a lead partner.

The Kharkov-based Shkrebets & Partnersis noted for representing individuals in litigations with OTP Factoring Ukraine and the Deposit Guarantee Fund.

¹ In March 2016 Iryna Marushko established her own practice, Marushko & Associates.

^*In May 2016 AstapovLawyers merged with European Law Firm Baltic Business Group to operate under the new joint brand of Eterna Law.