Dentons > Barcelona, Spain > Firm Profile

Dentons Offices

Dentons
AVENIDA DIAGONAL 477
10th Floor
08036 Barcelona
Spain
Visit website +34 93 241 38 40 34 93 209 91 93

Dentons > The Legal 500 Rankings

Spain > Banking and finance Tier 3

Covering project finance, commercial lending, structured finance and financial regulatory matters, Dentons is sought out by commercial and investment banks, multinationals, non-traditional lenders and other international financial institutions for its expertise in complex, multijurisdictional financing transactions. Jabier Badiola, the managing partner of the firm in Spain, handles a host of banking and finance matters, from project finance to debt restructuring. Fernando Gutiérrez, a versatile partner with in-depth knowledge of banking and finance law, has been particularly active in refinancings and the financing of projects in the renewables and healthcare segments. ‘With great ability to solve problems and search for alternatives‘, recently promoted partner Luis Belart specialises in cross-border financing deals, while Jesús Mardomingo is singled out for his fintech expertise.

Practice head(s):

Jabier Badiola

Other key lawyers:

Jesús Mardomingo; Fernando Gutiérrez; Luis Belart; Ignacio Fernández

Testimonials

‘Ease of treatment, closeness, and openness to assisting us with whatever we need.’

‘I would highlight the level of service, with very fluid communication and a very effective response time, the personal involvement of the most senior lawyers, providing support whenever necessary.’

‘After working with other firms, the added value that Dentons provides is based on the proximity and involvement of the partner in each of the transactions. Luis Belart has shown total dedication and cooperation. He is a very constant, experienced person, with great dedication, good technical knowledge and with great ability to solve problems and search for alternatives.’

‘They are fast and provide very personal service. Luis Belart, as a new partner, is very aware of the results of his services and is always willing to serve his clients. ’

‘Availability, agility in responses and adaptation to the client’s circumstances. Expresses warning of risks not foreseen by in-house lawyers under foreign legislation. Quick understanding of the structures of the transactions subject to advice.’

‘I highlight Jabier Badiola, a great professional available at all times, who gets deeply involved in matters without fear of having to be the direct drafter of the agreements and is on the front line of the negotiations.’

‘The lawyers of the team led by Luis Belart stand out for their experience and depth of knowledge. Their accumulated experience allows them to address cases and legal matters effectively and with a strategic approach. Dentons is known for its global presence and ability to provide legal advice in multiple jurisdictions. This is especially valuable for clients with international operations, as they can get coordinated and consistent advice around the world.’

‘Dentons attorneys, including Luis Belart, stand out due to their experience, global approach, ability to adapt, focus on technology and innovation, client service and culture of collaboration. These qualities significantly differentiate them from their competitors and allow them to offer high-level legal services in a variety of jurisdictions and practice areas. ’

Key clients

Ministry of Economy and Finance of the Republic of Ecuador

Komerční banka, a.s. and Česká spořitelna, a.s.

HSBC France Factoring

UST Global

Scotiabank (The Bank of Nova Scotia)

Banco Santander, BBVA, EBN, CAIXABANK and PICHINCHA

UBS AG London Branch

Instituto de Crédito Oficial, E.P.E. (“ICO”)

Bank Polska Kasa Opieki S.A.

Singh Capital Partners

HSBC Bank UK plc

Syndicate of banks (Banco Santander, S.A, Banco Bilbao Vizcaya Argentaria, S.A. (BBVA) Caixabank, Banco de Sabadell and Alantra)

PGIM Inc

Roundshield

Work highlights

  • Advised the Ministry of Economy and Finance of the Republic of Ecuador on the re-profiling of the sovereign debts in an outstanding principal amount of approximately $1.397bn with China Development Bank, and $1.831bn with The Export-Import Bank of China.
  • Advised Komerční banka, a.s. and Česká spořitelna, a.s. on the refinancing of the Eurowag Group.
  • Advised HSBC France on the €450m pan-European receivables purchase program entered into with Total Energies.

Spain > Capital markets: Debt Tier 3

Lauded for its ‘extensive experience in acting for corporate issuers in both MTN and MARF programmes’, Dentons is also skilled at assisting financial institutions and investment banks in domestic and cross-border debt offerings. Spearheaded by capital markets specialist Ignacio Corujo, the team is well equipped to handle a variety of DCM matters, including but not limited to convertible bonds, commercial paper programmes and project bonds. Luis Belart, a key contact for international financing deals, is often retained by issuers and underwriters in DCM mandates.

Practice head(s):

Ignacio Corujo

Other key lawyers:

Luis Belart; Ignacio Fernández

Testimonials

‘I would highlight the level of service, very fluid communication, effective response time, and the personal involvement of the most senior lawyers, providing support whenever necessary. In addition, the solutions to problems are usually appropriate and provided in a timely manner.’

‘After working with other firms, the added value that Dentons provides is based on the proximity and involvement of the partner in each of the transactions.’

‘Extensive experience in acting for corporate issuers in both MTN and MARF programmes.’

‘I would highlight Ignacio Corujo for his experience and professionalism.’

Key clients

Cajamar Cajar Rural, Sociedad Cooperativa de Crédito

Ministry of Economy and Finance of the Republic of Ecuador

Banca March, S.A.

Sacyr S.A.

HSBC

Banco Santander, BBVA, EBN, CAIXABANK and PICHINCHA

ING Bank

Impress

Quid Pro Quo Alquiler Seguro Socimi, S.A. (QPQ)

ING Belgium SA/NV

PGIM Inc

Work highlights

  • Advised the Ministry of Economy and Finance of the Republic of Ecuador in the largest debt-for-nature swap transaction to date.
  • Advised Cajamar on the issuance of €750m covered public bonds listed on the Spanish Regulated Market (AIAF Mercado de Renta Fija).
  • Advised Banca March S.A., in its capacity as Sole Lead Arranger, on the renewal of the €550m Commercial Paper Programme of Sacyr S.A. registered with the Spanish Alternative Fixed Income Market (MARF).

Spain > Projects and energy Tier 3

With a keen focus on renewable energy, Dentons is called upon by a variety of clients for its deep expertise in project finance and development, regulatory issues and cross-border transactions. Fermín Garbayo is sought after for his experience advising national and international funds on the acquisition and financing of energy and infrastructure projects. Luis Gil stands out for his energy  regulatory expertise, while Almudena Gurpegui is active in an array of transactional mandates in the renewable segment, including M&A, PE deals and corporate restructurings.

Practice head(s):

Fermín Garbayo

Other key lawyers:

Luis Gil; Almudena Gurpegui

Testimonials

‘Much better team coordination than their peers. Also outstandiing quality in documentation.’

‘Fermin Garbayo brings together experience, clear-cut advice and strong process-management capabilities.’

‘One of the most reliable choices in Spain when we confront tough counterparts under significant time pressure.’

‘They compare much better than other competitors, due to their technical knowledge of the energy sector. They are able to adapt contracts to real risks and sector standards.’

Key clients

Nextracker Inc. (a subsidiary of Flextronics International Ltd)

EDP RENEWABLES EUROPE S.L.

ARCADIS

Corning Inc.

Largo Clean Energy Corp.

Work highlights

  • Advising Nextracker Spain, a subsidiary of Nextracker Inc., on corporate, regulatory and labor law matters.
  • Advised EDP España, a Spanish subsidiary of the EDP group, on the purchase of a project with a total estimated installed capacity of more than 164 MWp.
  • Advised ARCADIS energy on regulatory and environmental law advice related to energy self-consumption law.

Spain > Real estate and construction Tier 3

Clients recurrently turn to the real estate team at Dentons for its ‘deep knowledge of the industry’ an extensive experience in investments, financing, M&A, joint ventures, contractual and development matters in this space. Backed by two decades years of industry knowledge, Roberto Tojo assists investors, developers and funds with a range of matters, including sales, infrastructure financing, leaseback transactions and construction contracts. Itxaso López advises national and international investors on real estate acquisitions, disposals and financings, particularly those related to renewable energy projects and data centres.

Practice head(s):

Roberto Tojo

Other key lawyers:

Itxaso López; Francisco Jiménez; Manuel De Cueto

Testimonials

‘This is one of the most professional real estate law teams in the sector. Their work capacity and the quality of their documents is at the level of the best firms in this practice.’

‘The team’s great ability to provide solutions to complex problems, and its very commercial vision of operations beyond simple legal advice sets it apart.’

‘Both Manuel De Cueto and Itxaso López are a very good team and provide a service with great professionalism and closeness.’

‘Good team with deep knowledge of the industry.’

‘Itxaso López and Manuel De Cueto have done a great job by always being attentive and available to our needs and providing timely follow-up on all parallel issues.’

‘High knowledge of real estate, excellent negotiation skills, confidence and tranquility when representing the client. They are fast, precise and accurate when it comes to responding.’

‘Complete involvement and adaptation to changes and circumstances. Itxaso López stands out for his competence and professionalism.’

‘Our advisers at Dentons are always available and provide a very personalised service that meets our needs and the needs of our client. They take initiative when appropriate, yet seek client input on sensitive matters when necessary.’

Key clients

AXA IM Alts

Revcap

Blackstone

RoundShield Partners LLP

Scannell Properties

Hines

Remake Live

Work highlights

  • Advised AXA IM Alts on the sale of the European data centre operator Data4 to Brookfield Infrastructure.
  • Acted for Revcap, a real estate investment fund, in a €300m acquisition, from the local council, of a large plot of land, part of the UR-9 “|Polígono| |Valdecabañas|” for development purposes.
  • Advised Blackstone on the sale of shares of Tailor Propco (Spain), the company which owns an office building currently intended for courts and leased to the Community of Madrid.

Spain > Commercial, corporate and M&A Tier 4

Covering the entire scope of M&A and corporate work, Dentons is well placed to act for a diversity of clients, ranging from public listed companies, to middle-market players and private equity funds. The department operates across a wide spectrum of industries, most notably energy, life sciences and technology. Focused on the structuring of funds, M&A, buy-outs and divestments, Jesús Durán spearheads the department. With extensive experience in both domestic and cross-border transactions, Israel de Diego is active in M&A and corporate restructurings, while Nieves Briz regularly advises on corporate, commercial and contractual matters.

Practice head(s):

Jesús Durán

Other key lawyers:

Israel de Diego; Nieves Briz; Natalia Ontiveros; Vicente Paramio

Testimonials

‘Dentons provides comprehensive legal advice. The dedication of its teams to create their own advisory solutions makes it stand.’

‘Israel de Diego stands out for his total dedication to ensuring that a deal is closed satisfactorily. In addition to being the lawyer with the greatest technical knowledge in his practice, he stands out for his client service and dedication while the deal is being executed.’

Key clients

Sareb

Affidea Group B.V

Platinum Equity Advisors

Adepa Global Services

Eicher Motors Limited

CEI (Eskool Estudio Creativo)

Ktesios Real Estate Socimi, S.A. (listed on the Spanish stock exchange – BME Growth)

WebMD

Work highlights

  • Advised Sareb on the competitive auction process for the appointment of one or more service providers to manage, market and maintain its €30bn portfolio of more than 100,000 financial and real estate assets.
  • Assisted private investment firm B-Flexion and Affidea Group in the sale of the group to Belgian investment firm Groupe Bruxelles Lambert (GBL).
  • Advised Platinum Equity Advisors 0n its acquisition of Calderys, a company that is part of Imerys SA’s High Temperature Solutions (HTS) business.

Spain > Private equity Tier 4

Combining extensive expertise in fund formation with strong transactional capabilities, Dentons is well placed to advise on the structuring of acquisitions, secondary deals and exits, with a particular focus on the infrastructure, energy and real estate sectors. Jesús Durán, a prolific adviser who regularly handles fund structuring issues and PE transactions in the financial services, energy, retail, real estate and communications segments, heads up the practice alongside Fernando Gutiérrez, a specialist in fund formation.

Practice head(s):

Jesús Durán; Fernando Gutiérrez

Other key lawyers:

Jorge Carmona

Testimonials

‘Closeness and availability of the responsible partner to deal with any issue in a timely manner.’

Key clients

Affidea Group B.V.

BeAble Capital SGEIC

Adepa Global Services

PLATINUM EQUITY ADVISORS LLC

Zubi Capital, S.A., Unipersonal

Work highlights

  • Advised B-Flexion and Affidea Group on the sale of the group to Belgian investment firm Groupe Bruxelles Lambert (GBL).
  • Advised Platinum Equity Advisors LLC on the acquisition of Calderys, a company that is part of Imerys SA’s High Temperature Solutions (HTS) business.
  • Advised BeAble Capital on the fundraising of the second or successor fund of BeAble Innvierte KETs Fund FCR.

Spain > Tax Tier 5

The 'strong, solid' tax department at Dentons is complimented by clients for its ‘technical quality‘ and 'close treatment' of clients. Singled out for its strong credentials in transactional tax, the team is often instructed to advise on the structuring of M&A, real estate and financing deals. A key port of call for insurance companies, the group is retained by an array of corporate clients and high-net-worth individuals. Practice head María Cortizas is noted for her ‘keen knowledge of the Spanish tax legal landscape‘ and is highly experienced in the tax structuring of M&A transactions; she often provides advice on the tax aspects of capital markets deals and debt restructurings. Diego Carrera, another core member of the practice, is a name to note for tax audits and personal and corporate income tax.

Practice head(s):

María Cortizas

Other key lawyers:

Diego Carrera

Testimonials

‘The technical quality of the team is extraordinary, as is their empathy, close treatment with clients and total availability.’

‘They understand our approach, which means they can anticipate when to seek the greatest tax efficiency consistent with the lowest possible risk.’

‘They are tremendously practical and save time that I don’t have when analysing alternatives and approaches. For me they are the ideal companions in a business.’

‘Dentons lawyers are very hard-working and sophisticated in the way they work. I would like to highlight María Cortizas.’

‘Maria Cortizas has keen knowledge of the Spanish tax legal landscape, applied in terms that are practical for business and accessible to outsiders.’

‘The Dentons team is a strong, solid group that complements each other very well, so they have a unified approach that gives clients confidence.’

Key clients

Ambridge

Lighthouse Netherlands B.V.

Grupo Probelte

Adepa Global Services

Work highlights

  • Assisted Ambridge regarding W&I insurance for both investors in respect of a newly created 50:50 joint venture between Orange and MasMóvil in Spain.
  • Assisted Lighthouse Netherlands with the tax aspects of the share deal acquisition of a Spanish company which was the owner of one of a shopping centre in Andalucía.
  • Assisted Agronova Biotech, S.L with the acquisition of a 70% stake in two Spanish companies, Proineco Export S.L and Prointegrada Culivos Asesores, S.L, and the Mexican entity of Proineco Mexico, S.A.

Spain > Restructuring and insolvency

Dentons‘ newly launched restructuring, insolvency and bankruptcy practice is led by Santiago Hurtado, who joined the firm from Simmons & Simmons in February 2023. Mercedes has extensive experience in litigation and corporate matters related to shareholder conflicts, as well as distressed and special situations.

Press Releases

China private wealth and Singapore family office specialist Linda Bai joins Dentons Rodyk as the firm’s first partner hire of 2024

11th March 2024 Global law firm Dentons Rodyk has announced its first partner hire of the year with the appointment of China private wealth and Singapore family office specialist Linda Bai as a Partner in the firm’s Private Wealth, Family Office and Tax practices, with a focus on China clients. 

Dentons launches combination with PJS Law in the Philippines

6th February 2024 Dentons has launched its previously announced combination with leading Philippine law firm, PJS Law.

Singapore’s Global Law Firm Dentons Rodyk Unveils New Leadership Appointments

8th January 2024 Singapore’s Global Law Firm Dentons Rodyk announces new leadership appointments for 2024. 

Dentons Rodyk Announces the Admissions of Two Next Gen Leaders to Equity Partnership and Seven Promotions to Partner

8th January 2024 Singapore’s Global Law Firm Dentons Rodyk announces the admission of two new Senior Partners and seven Partners with effect from 1 January 2024.

Singapore’s Global Law Firm Dentons Rodyk Boosts Litigation & Dispute Resolution Practice with Partner Alexander Lee

18th December 2023 Singapore, 7 December 2023 – Dentons Rodyk has announced that leading dispute resolution lawyer Alexander Lee has re-joined the firm’s Litigation & Dispute Resolution practice as a Partner.  He was most recently a Director at Drew & Napier.

Dentons Rodyk’s Annual Thought Leadership Event Explores the Cornerstones of Singapore’s Success

6th November 2023 Singapore, 2 November 2023 – Singapore’s global law firm Dentons Rodyk hosted its annual national thought leadership event, the Dentons Rodyk Dialogue 2023 today, 2 November 2023.

Dentons advised on the global offering of €75 million 4.60 per cent. Credit Enhanced Bonds due 2026 for Gaoyou City Construction Investment Development Group

7th March 2023 Dentons has represented Gaoyou City Construction Investment Development Group, a leading state-owned infrastructure construction company principally engaged in the construction of municipal infrastructure, water facilities, roads, environmental governance-related facilities and shantytown redevelopment projects in Gaoyou City and Suzhou City, in its global offering under Regulation S of its English law governed €75 million 4.60 per cent. Credit Enhanced Bonds due 2026, with the benefit of an irrevocable Standby Letter of Credit issued by Bank of Jiangsu Co., Ltd., Yangzhou Branch, underwritten by China Industrial Securities International, Industrial Bank of Co. Ltd., Hong Kong Branch, Shanghai Pudong Development Bank, Hong Kong Branch, China Minsheng Banking Corp., Ltd., Hong Kong Branch, CEB International, Guotai Junan International, Guosen Securities (HK), Central Wealth Securities Investment Limited, CNCB Capital, CITIC Securities, CMBC Capital, China International Capital Corporation and Caitong International.

Dentons Rodyk kicks off 2023 with the introduction of next generation leaders

16th January 2023 Singapore’s Big Five law firm Dentons Rodyk unveiled its new Executive Committee and also announced the admission of two outstanding young individuals into the senior partnership of the firm, with effect from 1 January 2023.

Court of Appeal releases written grounds for upholding decision in US$1.48b environment related claim

9th December 2022 The Singapore Court of Appeal on 2 December 2022, issued its written grounds for upholding the High Court (General Division)’s decision in Ok Tedi Fly River Development Foundation Ltd and others v Ok Tedi Mining Ltd and others [2021] SGHC 205. The appeal was successfully resisted by the Dentons Rodyk team led by Mark Seah, Co-Head of the Litigation Practice and comprised Andrea Gan, Martin See, Alexander Choo and Philip Teh. TSMP Law Corporation’s Mr Adrian Tan and Dr Tang Hang Wu acted for the Appellants.

Mr. Phuc Le rejoined Dentons LuatViet to strengthen its offshore legal services

7th July 2022 Dentons LuatViet is delighted to welcome back Mr. Phuc Le to join our firm as a Special Counsel. He will primarily provide legal services to our clients in the US and Moscow.

Singapore Big Five Law Firm Dentons Rodyk Boosts Corporate Practice with Two Senior Lawyer Hires

4th July 2022 Singapore, 1 July 2022 – Singapore’s Big Five Law Firm Dentons Rodyk are today announcing the arrival of senior corporate lawyers Evelyn Ang and Emily Low. Together with six other lawyers, they join Dentons Rodyk from Big Four accounting firm EY’s Singapore law practice, Atlas Asia Law Corporation (AALC). The news follows Dentons' recently launched combination with leading Vietnamese law firm LuatViet, as the Firm pursues its goal of being the leading pan-ASEAN law firm.

Dentons launches combination with LuatViet in Vietnam

17th June 2022 Dentons has launched its previously announced combination with leading Vietnamese law firm, LuatViet, which has more than 40 legal professionals serving clients from offices in Ho Chi Minh City and Hanoi.

Former Deputy Director of Attorney-General’s Chambers Navin Naidu joins Big Five Law Firm Dentons Rodyk

17th June 2022 Big Five Law Firm Dentons Rodyk & Davidson LLP is pleased to announce the arrival of Attorney-General’s Chambers’ former Deputy Director Navin Naidu to the firm’s White Collar and Government Investigations practice.

How Singapore’s Big Five law firm Dentons Rodyk is embracing the future of work and ditching its traditional office for good

14th April 2022 Visions for the future of work have never been bolder. The COVID-19 pandemic changed notions on how many felt a work environment should be. The world was rushed into accelerating technology adoption, increasing digital connectivity and embracing virtual collaboration. As we usher in a new and dynamic decade, Dentons Rodyk envisions the future of work by ditching its traditional office for good and introducing a permanent hybrid work model.

Dentons secures final victory for ICT on European patent infringement case against ESSITY

18th August 2020

Global law firm Dentons is pleased to announce that the Paris Court of Appeal, the Higher Regional Court of Karlsruhe and the Barcelona Provincial Court have all issued final decisions dismissing Essity’s claims of patent infringement in regards to Industrie Cartarie Tronchetti’s (ICT) three ply toilet paper. With Dentons’ counsel, ICT successfully demonstrated beyond a doubt that its branded and private label products are produced based on its own proprietary process, and patented under European patent 2 353 859. 

Dentons has been advising Industrie Cartarie Tronchetti S.p.A since 2016. Based in Lucca, ICT is a leader in the category of high quality tissue paper products for domestic use, and has subsidiaries in Italy, Spain, Germany, France and Poland.

The Paris decision, which is the most recent, ends a long-running patent infringement litigation with Essity and affirms ICT can continue to produce and distribute absorbent paper based on its own proprietary technology. The three courts in France, Germany, and Spain have confirmed ICT’s argument that it is using its own novel technology, also patented. Essity’s claims of infringement were based on a patent originally filed by Georgia Pacific, and subsequently becoming Essity’s.

Dentons partner David Masson served as lead partner and represented ICT in France. Dentons partner Dr. Constantin Rehaag represented ICT in Germany, and PwC partner Alejandra Matas Brancós represented the client in Spain, with the support of Dentons partner Juan Ignacio Alonso.

David Masson, lead lawyer on the case, commented: “It has been very interesting to understand ICT’s own technology and work closely with different teams, including ICT’s R&D department, which has been part of all strategic and technical decisions throughout the case”.

Constantin Rehaag, who represented the client in the German court hearings and coordinated the work with the client’s patent attorneys, said: “This is an outstanding success of a great team formed by the client, who provided us with invaluable technological insight, the team of patent attorneys and, finally, by the Dentons teams in France, Spain and Germany.”

The patent litigation began in 2016 when Essity sued ICT in France, Germany and Spain for the alleged infringement of its patent related to the technical solution for the bonding of three layers of tissue for paper products such as high quality, soft and bulky, toilet paper.

In France, Essity claimed that ICT had breached the French part of its European patent 1 081 284 and that the toilet paper marketed as Foxy Soie Plus, and also certain other private labels produced by ICT France, had infringed on their patent. Essity demanded that all production operations be halted. The rolls of toilet paper were carefully analyzed and there were no findings of infringement. The two French courts - in first instance and appeal - rejected the claims and ordered Essity to pay compensation for the legal fees to ICT Italy and ICT France.

In Germany, the case was first taken to the Mannheim District Court, which is well reputed in patent matters. The lawsuit mainly focused on the complex questions regarding the construing of the claims of Essity’s patent. The court ruled in favour of ICT, and Essity filed an appeal. In August 2019, the Higher Regional Court of Karlsruhe also ruled that the German subsidiary of ICT did not infringe the German part of the patent 1 081 284.

In Spain, after a first decision in favor of Essity in the lower court, the Barcelona Provincial Court clearly stated in a written appeal that ICT’s products - and in particular, Foxy Seda, Foxy Bouquet, certain three-ply private label products - did not infringe the Spanish part of the patent 1 081 284.

About ICT

Industrie Cartarie Tronchetti (ICT) was founded in 1976 in Italy, in the Lucca province, to operate in the tissue sector, producing high quality paper exclusively from virgin fibre. The first production facility was opened in 1978 in Piano della Rocca, Lucca, and over the years new plants and facilities have been set up in Piano della Rocca, Diecimo and Piano di Coreglia. The Foxy brand, one of the leading brands in the European market, was launched in 1982. ICT is an example of excellence in the paper industry, in full harmony with the tradition of the Lucca region, where the most important Italian papermaking hub is located, on a par with those of Green Bay (USA) and Fuji (Japan). In Lucca in particular, great expertise has been nurtured in the field of paper for household use, and the city is in fact known as the world tissue capital. Today, ICT SpA boasts an annual production capacity of about 160,000 tonnes.

About Dentons

Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic.


Dentons advises Snam on US$10.1 billion consortium investment in ADNOC Gas Pipelines

3rd August 2020 Global law firm Dentons advised Italian-based multinational energy infrastructure operator Snam in relation to its agreement, in consortium with several international investment funds, to purchase a 49 percent share of ADNOC Gas Pipelines from The Abu Dhabi National Oil Company (ADNOC). ADNOC Gas Pipelines is valued at approximately US$20.7 billion (US$10.1 billion for 49%).

The transaction is one of the most important in the global energy infrastructure sector, as well as Snam’s first acquisition outside Europe.  ADNOC Gas Pipelines holds the tariff-based rights for the 38 pipelines that connect ADNOC’s upstream activities to Abu Dhabi’s consumption points and the export and interconnection terminals to neighboring Emirates.

The transaction was financed by a pool of international banks for approximately $8 billion, plus an equity contribution from each of the consortium members.  In addition to Snam, the other consortium members included Global Infrastructure Partners, Brookfield Asset Management, GIC, Ontario Teachers’ Pension Plan, and NH Investment & Securities.

Dentons acted with a cross-border team from Italy and UAE, coordinated by partner Sara Biglieri in Milan.  Partners Luca Pocobelli (Rome) and Mhairi Main Garcia (Dubai), counsel Claudio Segna (Milan), senior associate Craig Hughson (Abu Dhabi) and associate Stephanie Hawes (Dubai) advised on corporate and M&A aspects. Partners Alessandro Fosco Fagotto (Milan) and Stephen Knight (Abu Dhabi), counsel Franco Gialloreti, senior associate Tommaso Zanirato and junior associate Giulia Caselli Maldonado (all Milan) advised on financing aspects. Partner Michele Carpagnano (Rome) and associate Giulia Giordano (Rome) advised on the competition and antitrust aspects.

Snam’s internal legal team was led by General Counsel, Marco Reggiani - assisted by Michela Schizzi, Senior Vice President Regulated Assets Legal Affairs - and included senior legal counsels Rosanna Pallotta and Claudia Jolanda Fanelli.  The legal aspects related to the financing were handled, together with Marco Reggiani, by Gloria Bertini, Head of Finance and Capital Market Legal Affairs and Roberta Di Mauro, legal counsel.


Dentons advises Investitionsbank Berlin (IBB) on the establishment of the EU Malaria Fund

3rd August 2020 The EU Malaria Fund was initiated by the kENUP Foundation, a not-for-profit organization promoting research-based innovation with public and societal benefit. The fund is managed by the IBB Group. The target volume of the fund amounts to €280 million, with a first closing of €70 million on June 3, 2020. A Dentons team from Berlin, Frankfurt, Dusseldorf and Munich provided comprehensive advice to IBB Group on the establishment of the EU Malaria Fund. This included the development of the legal and tax conception of the fund, regulatory advice, corporate law support on the setup of the fund, and the negotiation of the financing agreements with the EIB, the Bill & Melinda Gates Foundation and other investors. Berlin-based partner Dirk-Reiner Voss and Frankfurt-based partner Arne Klüwer jointly led the Dentons team, with support from partners Stephan Busch, Matthias Santelmann and senior associates Holger Hölkemeier and Bernd Düsterbeck in Berlin; counsel Verena Etzel and Oda Elmoutaouakil in Frankfurt; partner Axel Schlieter in Dusseldorf, and partner Richard Fagerer in Munich. About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com

Dentons advises on ACS Group’s €500 million NEU-CP Program

3rd August 2020 Dentons, the world’s largest law firm, has advised Spanish-based multinational construction group, Actividades de Construcción y Servicios, S.A. (ACS), on the renewal of its €500 million Negotiable European Commercial Paper (NEU-CP) Program. The NEU-CP program is registered with the Central Bank of France, with the involvement of BNP Paribas, BRED Banque Populaire, Crédit Agricole Corporate and Investment Bank, ING Bank N.V. and Natixis, as dealers for the Notes. Headquartered in Madrid, the ACS Group is a worldwide leader in construction and services. It is currently the only non-financial issuer with a NEU-CP Program registered with the Central Bank of France. Dentons’ Capital Markets group in Madrid advised ACS on all aspects of the transaction. Partner Ignacio Corujo led and coordinated the transaction with the support of junior associate Ana Artola. Ignacio Corujo joined Dentons in January this year to establish and lead the Capital Markets group in Spain. In addition to this most recent deal for ACS, he has closed several high-value debt capital markets deals since his move, including most notably, Grupo Cajamar’s €1 billion issuance of mortgage bonds, as well as Sacyr’s renewal of its €500 million EMTN Program. About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com  

Dentons advises UniCredit on a €450 million secured sustainability-linked financing for Gunvor Gro

3rd August 2020 Global law firm Dentons has advised UniCredit Bank AG as Mandated Lead Arranger, (Sustainability) Coordinator, Bookrunner, Facility Agent and Security Agent as well as the lenders on a €450 million secured sustainability-linked borrowing base facility agreement with Gunvor Group. Gunvor Group will use the funds to cover the working capital requirements of its Ingolstadt refinery. The innovative financing model is tied to the borrower's achievement of predetermined ESG key performance indicators (Sustainability KPIs) and provides for a sustainability discount or premium in case the company overachieves or underperforms the predefined targets. An independent sustainability auditor will report on the performance of the Sustainability KPIs on an annual basis. The ESG-based scoring of certain key performance indicators provides a unique way for borrowers and lenders to communicate their commitment to sustainability and incentivizes sustainable corporate measures. Participating banks included DZ Bank, KfW IPEX-Bank, Raiffeisen Bank International, Erste Group Bank, Commerzbank, Industrial and Commercial Bank of China, CA Indosuez (Switzerland), Bank of China and First Abu Dhabi Bank. Gunvor Group is one of the world’s largest independent commodities trading houses by turnover, creating logistics solutions that safely and efficiently move physical energy from where it is sourced and stored to where it is demanded. With strategic investments in industrial infrastructure – refineries, pipelines, storage and terminals – Gunvor Group further generates sustainable value across the global supply chain for its customers. UniCredit is one of the pioneers in sustainable loans in the German market. Düsseldorf finance partner Dr. Axel Schlieter fully advised the bank on the drafting and negotiation of the loan agreement. The Dentons team further comprised Julia Heitmann (senior associate, Banking and Finance, Düsseldorf) and Eike Hinrich Pradt (associate, Banking and Finance, Frankfurt). Axel Schlieter is a core member of Dentons’ Sustainable Finance group in Europe and is regularly involved around the topics of issuance of green bonds and on sustainable financing. Advisors to UniCredit: Dentons (Düsseldorf): Dr. Axel Schlieter, (lead partner), Julia Heitmann (senior associate, both banking and finance, Düsseldorf), Eike Hinrich Pradt (associate, banking and finance, Frankfurt am Main) UniCredit inhouse lawyers: Carina Engelhardt, Alexander Strigin, Christian Hentrich About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com

Dentons advises Qair on refinancing of the acquisition of Rzepin and Linowo wind farms in Poland

3rd August 2020 Dentons’ Banking and Finance practice team advised Qair SAS, Qair International and Qair Polska Sp.z o.o. in connection with the refinancing of two wind farms under operation, Rzepin (58 MW) and Linowo (48 MW). The financing institutions are BNP Paribas and EBRD. The two wind farms are part of Qair’s larger portfolio of almost 200 MW of renewable energy sources, which also includes 93 MW of new capacity from three wind farms – Udanin (50 MW), Parzeczew (9 MW) and Września (9 MW) – and 25 MW of solar photovoltaic. The project was supervised by Mateusz Toczyski, Head of the Europe and Co-Head of the Global Banking and Finance practice, and led by Tomasz Zwoliński, counsel, with assistance from lawyers Klaudia Szymańska-Rutkowska, Katarzyna Mazur, Katarzyna Kaptur and Jakub Walawski. Supporting the Warsaw team were counsel Surbhi Malhotra-Trenkel in Munich and partners Jean-Marc Allix and Olivier Genevois, and associates Djésia Meziani, Philippine de Fouchier and Hugo Casasnovas in Paris. Dentons’ London team consisting of partner Matthew Sapte and associate Annreika Ray advised on the hedging documentation. “We are very pleased and honored to have had this opportunity to assist Qair in yet another wind power project the company has undertaken in Poland,” said Mateusz Toczyski. “We would like to congratulate Qair on this financing and to wish every success with further developments and investments in Poland and elsewhere in the world,” added Tomasz Zwoliński. About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com

Dentons advises Sev.en Energy on aacquisition of US-based Blackhawk Mining

3rd August 2020 Dentons has advised international energy group Sev.en Energy on its strategic acquisition of US-based metallurgical coal producer Blackhawk Mining, LLC. C. The transaction comes on the heels of Sev.en Energy’s acquisition of a 17% ownership interest in Corsa Coal in May 2020, further reinforcing its access to the metallurgical coal mining industry in the US market. Blackhawk Mining is one of the largest metallurgical coal producers in the US. With annual production capacity of seven to eight million tonnes of metallurgical coal among its five underground and open pit mining complexes in West Virginia and Kentucky, Blackhawk Mining is an important supplier of metallurgical coal both locally and internationally. It also owns three thermal coal mine complexes producing three to four million tonnes per annum. In 2019, Blackhawk Mining had $1bn revenues and $120m EBITDA.   Commenting on the acquisition, Dentons partner Petr Zákoucký, said: “Having worked for Sev.en Energy for many years, I am inspired by their sustained dynamism, and by this bold strategic move, even during these difficult market conditions. We were delighted to have opportunity to play our role in this success.”   Alan Svoboda, Executive Director of Sev.en Energy who leads the Group’s international expansion added: “Once again, the Dentons team exceeded our expectations and delivered the transaction within a tight time frame of less than a month, nailing both the complexity of the deal and challenges created by the current worldwide pandemic. What was really outstanding was the dedication and flexibility that the entire team showed.”   Dentons’ cross-border team was composed of partners Petr Zákoucký (Prague, Energy/M&A), Ilan Katz (New York, M&A), Lee Smith (New York, Finance), Christopher Van Bever (Lexington, Mining) and John Rhine (Evansville, Mining) Robert E. Richards (Chicago, Insolvency), Managing Associate Gregory DiBella (New York, M&A) and Associate Barbora Obračajová (Prague, Energy). Alvarez & Marsal advised Sev.en Energy on financial due diligence and Weir on technical due diligence.   About Sev.en Energy Sev.en Energy owns significant coal and energy production assets in the Czech Republic, the United Kingdom, Australia and the USA. It is the largest private operator of coalmines and conventional power plants in the Czech Republic, and employs more than 3,500 people. In 2019, Sev.en Energy acquired additional power generation assets from Swiss energy group Alpiq and a 50% stake in the multinational energy company – InterGen N.V., which is one of the leading independent power generators with gas-fired power plants in the UK and coal-fired power plants and coal mines in Australia. When pro-forma aggregated with the financial results of InterGen and Alpiq CZ, Sev.en Energy group combined revenues in 2019 were EUR 1,4 billion and EBITDA of EUR 319 million.   About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com

Dentons supports German subsidiaries of the Recylex Group in restructuring

3rd August 2020 Global law firm Dentons is assisting Weser-Metall GmbH and Harz-Metall GmbH, both subsidiaries of the French-German Recylex Group, with their restructuring through ‘self-administration’ proceedings. In addition, Dentons restructuring lawyers Andreas Ziegenhagen and Dirk Schoene and their team are advising the German management of the Recylex Group within the scope of its self-administration. As a result of the COVID-19 pandemic and the dramatic decline in metal prices, the German subsidiaries of Recylex have each applied for protective shield proceedings under German insolvency law. The aim of the protective shield is to allow the companies to continue their individual restructuring measures and to return to economic stability after the pandemic - if necessary, in a new shareholder structure. Weser-Metall produces about 100,000 tons of lead per year at its headquarters in Nordenham (Lower Saxony), making it the third largest lead smelter and the second largest lead recycler in Europe. Harz-Metall has its headquarters in Oker in the Harz Mountains and is one of the leading European recycling companies for lead and zinc contaminated waste. The Recylex group has a total of eleven operating units and two administrative sites in France and Germany. In addition to the companies supported by Dentons, two other companies in the group, Norzinco GmbH and PPM Pure Metals GmbH, have also submitted applications for protective shield, whilethree other German subsidiaries requested self-administration under creditor protection. The Group's French companies are not affected. Andreas Ziegenhagen, Head of the Europe and German Restructuring practice, said: "With the filing for protective shield proceedings, we are making use of the most restructuring-friendly court proceedings in the interest of all stakeholders of the companies”. Advisor to Harz Metall / Weser Metall / German management of Recylex: Dentons (Berlin): Andreas Ziegenhagen (Partner, Restructuring, Berlin/Frankfurt), Dirk Schoene (Partner), Dr. Jan Seelinger (Counsel), Dr. Benjamin Kurzberg (Counsel), Judith Schmid (Senior Associate), Dr. Jakob Pickartz (Senior Associate), all Restructuring and Insolvency About Dentons Dentons is the world's largest law firm, connecting talent to the world's challenges and opportunities in more than 75 countries. Dentons' legal and business solutions benefit from deep roots in our communities and award-winning advancements in client service, including Nextlaw, Dentons’ innovation and strategic advisory services. Dentons' polycentric and purpose-driven approach, commitment to inclusion and diversity, and world-class talent challenge the status quo to advance client and community interests in the New Dynamic. www.dentons.com


Comparative Guides