Norton Rose Fulbright > Warsaw, Poland > Firm Profile

Norton Rose Fulbright
METROPOLITAN BUILDING
PLAC PILSUDSKIEGO 2
00-073, WARSAW
Poland

Poland > Banking and finance Tier 2

At Norton Rose Fulbright, lawyers have developed a solid reputation for trade and commodity finance. The team is also well-versed in acquisition and asset financings, particularly in relation to aircraft and rail, real estate and project financings. Grzegorz Dyczkowski  heads the department, advising domestic and overseas lenders and borrowers on their transactions in Poland. Counsel Tomasz Rogalski is most noted for energy and infrastructure deals, while counsel Marta Kawecka has a specialism in banking insurance regulation and supervision.

Practice head(s):

Grzegorz Dyczkowski

Other key lawyers:

Tomasz Rogalski; Marta Kawecka; Jacek Smardzewski; Joanna Braciszewska-Szarapa

Testimonials

‘Norton Rose Fulbright Warsaw banking team is a world-class banking team with a focus on diverse types of banking transactions. They are very helpful and easy to work with’

‘We particularly like working with Tomasz Rogalski. Tomasz is very bright and knowledgeable banking lawyer who knows the banking documentation inside out and offers very good legal and business advice. We appreciate Tomasz’s availability and willingness to spend time looking for practical solutions.’

‘I am pleased to work with them due to their professional skills, high dedication of the team to close smoothly the transaction, ability to sufficiently address our expectations in the documentation and full availability of the main team throughout the transaction period.’

‘I worked with Grzegorz Dyczkowski – partner and Marta Kawecka – counsel. Both of them are fully professional banking lawyers with sufficient experience and skills to navigate the transaction to the successful end. They are good in negotiations using the relevant arguments basing on knowledge and experience.’

‘Extensive experience in company financing contracts and M&A’

‘Availability, mostly immediate solution to the problem’

Key clients

BNP Paribas Bank Polska S.A.

Bank Gospodarstwa Krajowego

Bank Polska Kasa Opieki S.A.

Bank of China – Polish branch

Commerzbank Group (local entity: mBank)

HSBC Group

Industrial and Commercial Bank of China – Polish Branch

ING Group (local entity: ING Bank Śląski)

LOT Polish Airlines

Panattoni Europe

PKO Bank Polski S.A.

Credit Agricole Bank Polska S.A.

Santander Bank Polska S.A.

Societe Generale S.A. Oddział w Polsce

Alior Bank

Accession Capital Partners

Bank Millennium

Work highlights

  • Advised a consortium formed by domestic and international financial institutions on structuring and financing of senior secured facilities for a newly established joint venture of Orange Polska S.A. and an investor controlled by APG, one of the world’s largest pension investors. The total value of the financing was equal to PLN 3.15 billion (EUR 690 million).
  • Advised financial institutions on the €500 million revolving facilities made available to companies from the Synthos Group incorporated in Poland and Czech Republic. The loan facilities will be used to finance general corporate and working capital purposes of the Synthos Group.
  • Advised one of the largest syndicates formed this year by domestic financial institutions on a complex transaction involving financing up to PLN 1,5bn (€ 325m) for Polish, Russian, Romanian, Ukrainian and German companies from Cersanit Group.

Poland > Energy and natural resources Tier 3

The energy team at Norton Rose Fulbright is led by Tomasz Rogalski and advises sponsors, developers, banks and lenders on the full spectrum of energy-related matters; examples include the development, construction and financing of renewables, the design and regulation of power and gas markets, electricity and CO2 trading, M&A transactions and the restructuring of energy-related financings. Senior associate Cezary Zawiślak joined the office from Penteris in June 2021.

Practice head(s):

Other key lawyers:

Testimonials

‘The energy practice at Norton Rose Fulbright is quite strong in M&A and project finance. They’re well educated in energy sector in Poland and deliver practical advice. They offer high UK standards for legal due diligence and drafting of the project documents in the Polish transactions. They are very helpful and collaborative team. We also note their increasing expertise in regulatory matters, corporate PPAs in Poland and offshore wind.’

‘Deep and business oriented experience in energy and transactional and finance related services.’

‘They are one of the most experienced energy teams in the market, providing the most in-depth legal services that are very helpful to new comers not accustomed with the local market, facilitating the transaction.’

‘Right capability to deliver lending documentation, good understanding of the energy specifics, robustness.’

‘Head of the practice Tomasz Rogalski is a top-notch energy lawyer. We like his focus on the project finance transactions where he takes the lead on both the finance documents and legal due diligence work. This one-stop shop approach is for us as a project finance lender in the Polish energy market very helpful as one lawyer can provide advice on lending and energy regulatory matters in one transaction. It’s a game-changer for us.’

‘Tomasz Rogalski is the most business-oriented lawyer with exceptional skills and ability to focus on key elements that enables us to close transactions.’

‘Tomasz Rogalski engages in the transaction proactively, advising not only on the legal terms, but also give examples on market standard.’

‘Tomasz Rogalski is very well connected, experienced and strong support on regulatory matters, due diligence and contract negotiations.’

Key clients

PGE Polska Grupa Energetyczna

Arise

Bank Polska Kasa Opieki

EBRD

Enel Green Power

Niam

European Investment Group

European Bank for Reconstruction and Development

Eiffel Investment Group

BlackRock

Aquila Capital Management

Allianz Capital Partners

DNB Bank Polska

mBank

Santander Bank Polska

BNP Paribas Bank Polska

SUSI Partners

Industrial and Commercial Bank of China

Work highlights

  • Advised Enel Green Power on joint development of 346 MWp PV portfolio in Poland with a leading local PV developer in Poland.
  • Advised the club of Polish banks consisting of mBank S.A. and Santander Bank Polska S.A. in relation to the construction financing of R. Power’s 121 MWp PV installations in Poland.
  • Advised Allianz Capital Partners on the due diligence, acquisition and negotiation of the project documents  for the 53 MW Karlino wind farm in Poland.

Poland > Private equity Tier 3

Clients appreciate that Norton Rose Fulbright‘s team has ‘a high level of diversity, extremely practical approach and a focus on closing deals‘. Lawyers advise on private equity transactions at all stages, throughout the fund lifecycle, advising clients on buyouts, restructurings and exit transactions. Heading the team is Agnieszka Braciszewska, who has vast experience in the private equity field. Senior associate Aneta Janecka is another important team member, and has a focus on real estate-based deals.

Practice head(s):

Agnieszka Braciszewska

Other key lawyers:

Aneta Janecka; Maciej Dubiel

Testimonials

‘High level of diversity, extremely practical approach, focus on closing the deals’

‘Agnieszka Braciszewska is extremely engaged and effective in getting things done.’

‘Good local network and strong support during due diligence and negotiations.’

Key clients

Abris Capital Partners

Aegon Growth Capital

AIG

Amicus Therapeutics

Aquila Capital Management GmbH

Bayer

Benefit Systems S.A.

Bioplan Europe

Cathay Pacific Airways Ltd.

Chubb

Dot2Dot

Domestic & General Group Ltd.

Egis Road Operation S.A.

Energizer

ICAP Management Services

IMI plc

Industrial Division Spółka z o.o.

ING Bank N.V.

KIRCHHOFF Automotive GmbH

Lindorff

MoneyGram

Nestle

SAAB

Sandvik

SUSI Partners

Toyota Tsusho

Velvet CARE Sp. z o.o.

Volvo Trucks

XL Insurance Company SE

Work highlights

  • Advised Abris Capital Partners on the exit from its investment in Industrial Division Sp. z o.o.
  • Advised Abris Capital Partners on its acquisition of R2G Polska sp. z o.o. owner of apaczka.pl.
  • Advised SUSI Partners on a renewable energy joint venture in Poland with a local partner for the acquisition of the greenfield PV and wind projects, development of retail trading arm with cPPA offtake capabilities and electricity balancing power offering.

Poland > Restructuring and insolvency Tier 3

Norton Rose Fulbright has a strong track record acting for domestic and cross-border financial institutions, companies and other business undertakings. Its varied portfolio of work includes debt restructurings, pre-insolvency restructurings. bankruptcy and insolvency litigation, as well as sales and purchases of distressed assets. The practice is jointly led by banking and finance lawyer Grzegorz Dyczkowski and licensed restructuring adviser Tomasz Rogalski. Counsel Marta KaweckaJacek Smardzewski and senior associate Daniel Popek are also core team members.

Testimonials

‘Tomasz Rogalski’s team has been always flexible, reliable and delivering good quality documentation on time. Sometimes more negotiating support could be expected, however they are developing this skill.’

‘Tomasz Rogalski is always available for contact, able to balance his team properly and manage its strengths.’

‘Daniel Popek was in charge of preparing documentation; always accurate and on time.’

Key clients

Bank Polska Kasa Opieki S.A.

European Bank for Reconstruction and Development

Bankia

Alior Bank S.A.

Bank Ochrony Środowiska S.A.

BNP Paribas Bank Polska

HSBC

ING Bank Śląski S.A.

Mezzanine Management

Obotritia Capital

Work highlights

  • Advising the lenders and hedge counter-parties, led by ING Bank Śląski S.A., on the restructuring of trade finance facilities, enforcement of security and, eventually, bankruptcy proceedings initiated with respect to Hermes Energy Group S.A.
  • Advising banks on the amendments to finance documents related to the financing development of a 38 MW Golice wind farm in Western Poland operated by Acciona Energia, and providing day-to-day regulatory advice in relation to renewables regulatory environment in Poland.
  • Advising Alior Bank S.A. on amendments to finance documents related to the financing development of 25.3 MW Jóźwin wind farm in Poland operated by Max Bogl and Vortex to reflect restructuring arrangements agreed between the parties to the development financing, as well review of certain project documents.

Poland > Capital markets Tier 4

Norton Rose Fulbright is regularly instructed in international bond and note offerings, particularly in relation to high-yield bonds and Eurobonds, often acting as Polish counsel. Jointly leading the practice are Grzegorz Dyczkowski, who manages the firm’s Warsaw office, and Agnieszka Braciszewska, who has experience of a variety of equity capital markets transactions.

Practice head(s):

Grzegorz Dyczkowski; Agnieszka Braciszewska

Key clients

HSBC Bank Plc

Deutsche Bank

Credit Agricole Corporate and Investment Bank

Polskie Linie Lotnicze “LOT” S.A.

JP Morgan Securities plc

Bank of America Merrill Lynch

TAURON Polska Energia S.A.

Goldman Sachs

Greenyard NV

Oriflame Poland Sp. z o.o.

Export Development Canada

Work highlights

  • Advised the initial purchasers (Goldman Sachs Bank Europe SE, Credit Suisse Securities Sociedad de Valores, S.A., BofA Securities Europe SA, Deutsche Bank Aktiengesellschaft, J.P. Morgan AG, Commerzbank Aktiengesellschaft) on the Polish aspects of refinancing of existing indebtedness of the Pfleiderer Group in a form of €750m sustainability-linked senior secured notes, in a combination of fixed and floating rate notes.
  • Advised an ad-hoc committee of bondholders on Polish aspects of the exchange offer and security arrangements involving Polish subsidiaries.

Poland > Commercial, corporate and M&A Tier 4

At Norton Rose Fulbright, the team works closely with colleagues in the firm’s global office network to advise on Polish M&A, the negotiation of sale and purchase agreements, as well as shareholder agreements. The group has particularly strong connections with private equity funds operating in the local market. Agnieszka Braciszewska, who is the team leader, was promoted to partner in January 2021. Senior associate Aneta Janecka is active on M&A and real estate deals.

Practice head(s):

Agnieszka Braciszewska

Other key lawyers:

Aneta Janecka; Maciej Dubiel

Testimonials

‘Agnieszka Braciszewska is extremely determined and focused on closing the deals smoothly.’

‘Good local network and strong support during due diligence and negotiations.’

‘High quality legal services provided cost efficiently. Availability is a key strength and stands out compared to other law firms on the Polish market.’

‘NRF are among the best law firms in Poland when it comes to renewable energy.’

Key clients

Abris Capital Partners

Aegon Growth Capital

Aquila Capital Management GmbH

AIG

Amicus Therapeutics

Bank Gospodarstwa Krajowego S.A.

Bayer

Benefit Systems S.A.

Bioplan Europe

Bioventus

Cathay Pacific Airways Ltd.

Chubb

Dot2Dot

Domestic & General Group Ltd.

Egis Road Operation S.A.

Enel Green Power

Energizer

Fortum Holding BV

ICAP Management Services

IMI plc

Industrial Division Spółka z o.o.

ING Bank N.V.

KIRCHHOFF Automotive GmbH

Lantmännen ek för

Lindorff

MoneyGram

NDI Austostrada sp. z o.o.

Nestle

PGE SA

PGE Energia Odnawialna SA

SAAB

Sandvik

SUSI Partners

TAURON Polska Energia S.A

Toyota Tsusho

TFI Energia S.A.

Velvet CARE Sp. z o.o.

Volvo Trucks

XL Catlin Services SE (now AXA XL)

XL Insurance Company SE

Work highlights

  • Advised a consortium formed by domestic and international financial institutions on corporate aspects (which included running a due diligence exercise) relating to structuring and financing of senior secured facilities for a newly established joint venture of Orange Polska S.A. and an investor controlled by APG, one of the world’s largest pension investors. The total value of the financing was equal to PLN3.15bn.
  • Advised Abris Capital Partners on the exit from its investment in Industrial Division Sp. z o.o.
  • Advised Abris Capital Partners on acquisition of R2G Polska sp. z o.o. owner of apaczka.pl (a logistics platform operating for over 10 years on the courier market).

The firm: Norton Rose Fulbright is a global law firm. We provide the world’s preeminent corporations and financial institutions with a full business law service. We have more than 4000 lawyers and other legal staff based in more than 50 cities across Europe, the United States, Canada, Latin America, Asia, Australia, the Middle East and Africa.

Areas of practice: Recognized for our industry focus, we are strong across all the key industry sectors: financial institutions; energy; infrastructure, mining and commodities; transport; technology and innovation; and life sciences and healthcare. Through our global risk advisory group, we leverage our industry experience with our knowledge of legal, regulatory, compliance and governance issues to provide our clients with practical solutions to the legal and regulatory risks facing their businesses.

Wherever we are, we operate in accordance with our global business principles of quality, unity and integrity. We aim to provide the highest possible standard of legal service in each of our offices and to maintain that level of quality at every point of contact.

Norton Rose Fulbright Verein, a Swiss verein, helps coordinate the activities of Norton Rose Fulbright members but does not itself provide legal services to clients. Norton Rose Fulbright has offices in more than 50 cities worldwide, including London, Houston, New York, Toronto, Mexico City, Hong Kong, Sydney and Johannesburg. For more information, see nortonrosefulbright.com

Offices: We have offices in the world’s most important business, financial and regulatory centres and are active in strategically important growth markets. Our offices are located in Amsterdam, Athens, Austin, Bahrain, Bangkok, Beijing, Brisbane, Brussels, Calgary, Canberra, Cape Town, Casablanca, Dallas, Denver, Dubai, Durban, Frankfurt, Hamburg, Hong Kong, Houston, Istanbul, Jakarta (in association with Norton Rose Fulbright Australia), Johannesburg, London, Los Angeles, Luxembourg, Melbourne, Mexico City, Milan, Minneapolis, Monaco, Montréal, Moscow, Munich, New York, Ottawa, Paris, Perth, Piraeus, Port Moresby, Québec, Rio de Janeiro, Riyadh (in association with Mohammed Al-Ghamdi Law Firm), San Antonio, San Francisco, São Paulo, Shanghai, Singapore, St Louis, Sydney, Tokyo, Toronto, Vancouver, Warsaw and Washington, DC. In Africa, we have alliances with firms in Kenya, Uganda, Burundi and Zimbabwe

Number of partners (worldwide): 1,000+
Number of other fee-earners (worldwide): 2,000+
Total staff: 7,500+

Global key contacts
Financial institutions: James Bateson
Energy: Anne Lapierre and John Mauel
Infrastructure, mining and commodities: Nick Merritt
Transport: Harry Theochari
Technology: Nick Abrahams
Life sciences and healthcare: Stacey Martinez and Randy Sutton

DepartmentNameEmailTelephone
Financial institutions James Bateson
Energy Charles Whitney
Infrastructure, mining and commodities Dirk Trautmann
Transport Harry Theochari
Technology and innovation Sean Murphy
Life sciences and healthcare Huw Evans
Other offices : Amsterdam
Other offices : Athens
Other offices : Austin
Other offices : Bahrain
Other offices : Bangkok
Other offices : Beijing
Other offices : Bogotá
Other offices : Brisbane
Other offices : Brussels
Other offices : Calgary
Other offices : Canberra
Other offices : Cape Town
Other offices : Caracas
Other offices : Casablanca
Other offices : Dallas
Other offices : Dar es Salaam
Other offices : Denver
Other offices : Dubai
Other offices : Durban
Other offices : Frankfurt
Other offices : Hamburg
Other offices : Hong Kong
Other offices : Houston
Other offices : Istanbul
Other offices : Jakarta (in association with Norton Rose Fulbright Australia)
Other offices : Johannesburg
Other offices : London
Other offices : Los Angeles
Other offices : Luxembourg
Other offices : Melbourne
Other offices : Mexico City
Other offices : Milan
Other offices : Minneapolis
Other offices : Monaco
Other offices : Montréal
Other offices : Moscow
Other offices : Munich
Other offices : New York
Other offices : Ottawa
Other offices : Paris
Other offices : Perth
Other offices : Piraeus
Other offices : Port Moresby
Other offices : Québec
Other offices : Rio de Janeiro
Other offices : Riyadh (in association with Mohammed Al-Ghamdi Law Firm)
Other offices : San Antonio
Other offices : San Francisco
Other offices : São Paulo
Other offices : Shanghai
Other offices : Singapore
Other offices : St Louis
Other offices : Sydney
Other offices : Tokyo
Other offices : Toronto
Other offices : Vancouver
Other offices : Washington, DC
Other offices : In Africa, it has alliances with firms in Kenya, Uganda, Burundi and Zimbabwe.