print

Marius Matonis

Partner, Head of M&A, Lithuania

Vilnius, Lithuania

+370 5 251 4444; 251 4445

marius.matonis@tgsbaltic.com

Lithuanian, English, Russian

Marius has been leading on most of the major transactions done by our law firm. The total value of the transactions handled by Marius is close to EUR 1,000,000,000. Marius “is lauded for his constructiveness and solution-finding skills”

Chambers Global 2012

RECOGNITION BY INDEPENDENT INTERNATIONAL PUBLICATIONS

Marius is listed as a leading M&A expert by all best known international legal directories, like Legal 500, Chambers Europe and Chambers Global, ILFR1000, Best Lawyers International. Some quotes from these catalogues about Marius:

  • Marius “is lauded for his constructiveness and solution-finding skills” (Chambers Global)
  • Marius is “dedicating relatively a lot of his own time in advising clients in comparison with their main rivals” (IFLR1000)
  • “Marius and his team is very capable and helpful in private equity transactions, not only offering high quality legal advice but is also very creative and innovative in negotiations, structuring transactions and coming up with non-standard solutions. In my view, they are one of the most experienced legal M&A and private equity teams” (IFLR1000)
  • Marius “proactively steers deals with a very practical approach to risk factors” (Legal500, 2012)
  • Marius is also praised as “talented and active practitioner” (Chambers Europe)

MAJOR PROJECTS

Advised Lietuvos Energija (Lithuanian Energy),  state-controlled company group which is one of the largest in the Baltic States, on the acquisition of two companies – Eurakras and Tuuleenergia – that own wind farms in Lithuania and Estonia (2016);

Advised shareholders of Neptūno vandenys, one of the major mineral water producers in Lithuania, on sale of the company to Coca-Cola HBC, that is part of the global soft drinks giant Coca-Cola family (2015);

Advised Scandinavian financial group Swedbank on the acquisition of Danske Bank personal banking business in Lithuania and Latvia (2015);

Advised collapsed commercial bank Snoras on the sale of EUR 169.7 million Snoras loan portfolio to an international investor consortium led by private funds registered in Luxembourg and investment bank Deutsche Bank AG (2015);

Advised MCI.TechVentures 1.0, managed by the MCI Management, on the acquisition of a majority shareholding in Pigu.lt , the e-commerce leader in the Baltic States (the Company’s revenue is nearly EUR 50 million) (2015);

Advised the private equity and venture capital investor BaltCap on its investment into Trafi together with Practica Capital, Octopus Investments and European Bank for Reconstruction and Development (EBRD) (2015);

Advised AB City Service, shareholder of Ecoservice, in sale of shares of Ecoservice and provided full transaction support, including vendor’s due diligence. UAB Ecoservice is the biggest waste management company in Lithuania, engaged in the collection, transportation and processing of secondary raw materials and household waste. Ecoservice was acquired by private equity and venture capital fund Baltcap through UAB AWT Holding (2014);

Advised ERGO Life Insurance SE in structuring and implementation of the transaction of transfer of the 2nd pillar pension funds managed by the company in Lithuania to UAB DNB Investicijų Valdymas (2014);

Advised FR&R Invest IGA S.A., a Luxembourg based restructuring unit of Swedbank and the largest shareholder of Alita on the sale of the controlling block of shares in Alita to Mineraliniai vandenys UAB (2014);

Advised Baltic Champs, a major producer of champignons, in structuring and implementing the merger with Agrowill Group, the major agricultural goods producer with shares listed in Vilnius and Warsaw Stock Exchanges. The transaction was the first of such type in Lithuania. Total value of the transaction amounts to almost EUR 30 million (2014).

Advised a private equity investor in connection with the contemplated acquisition of Finasta, a private bank in Lithuania and Latvia, and Snoras Leasing, a leasing company (2012);

Advised Valeant Pharmaceuticals International, Inc. on acquisition of a controlling stake in AB Sanitas, publicly-traded specialty pharmaceutical and branded generics pharmaceutical company based in Lithuania. The transaction was valued at EUR 314 million and has been the biggest transaction in Lithuania for years (2011);

Advised AB Invalda, majority shareholder, in the merger of AB Tiltra Group, regional road construction group Lithuania, with Trakcja Polska SA, the leading rail infrastructure construction group in Poland. With the value of EUR 400 million, this transaction is one of the largest М&A deals in the region and unique in its structure (2011);

Advised SEB Venture Capital, a venture capital vehicle of SEB, and its subsidiary UAB Cgates in acquiring 100% stake in UAB Mikrovisatos TV, a major provider of pay TV services in Lithuania (2011);

Advised Amber Trust and Firebird Avrora, major Baltic private equity funds, in selling of a controlling stake in the Geonafta group, the biggest oil extraction group in Lithuania, to a strategic investor – Lotos Group from Poland (2011);

Counselled Thermo Fisher Scientific Inc. on all Lithuanian law matters related to the acquisition of Fermentas International Inc., headquartered in Canada, and its nine subsidiaries located in the USA, Canada, China, the United Kingdom, Germany, France, Finland, Sweden, and Lithuania. Advised on all Lithuanian law matters and conducted the legal due diligence of UAB Fermentas and UAB Sorpo, the companies where the most substantial assets and production facilities of the group are located, advised on transaction documents and handled the merger clearance in Lithuania (2010);

Provided full transaction services to UAB EVA GRUPĖ in relation to acquisition of a controlling stake in Mieszko SA (Poland) from UniCredit AG (Germany). White&Case also acted for UAB EVA GRUPĖ with respect to matters pertaining to Polish and German law and Clifford Chance represented UniCredit AG (2010).

OTHER EXPERIENCE

Advised Skandia, one of the largest Sweden's banking and insurance groups, on the establishing a new operations centre in Vilnius (2015);

Advised shareholders of major coffee shop chain in connection with accepting the private equity investor (2012);

Advised Litcapital in connection with investment into Brolis Semiconductors, a high tech specialized in the design and development of long-wavelength mid-infrared laser diodes (2012);

Advised Baltcap, a major Baltic private equity fund, on investment of the chain of family medical centers (2012);

Advised Litcapital, a private equity fund, on investment in to NNL Logistics, a cold storage logistics company (2012);

Advised Baltcap on acquisition of Impuls sports club chain (2011);

Advised Pontos Group Estonian subsidiaries in acquisition of the biggest shopping centre in Panevėžys (27 thousand + sq. m.) from Carpathian Properties S.a.r.l. fund (2011);

Prepared analysis of the legal framework applicable to establishing an electronic insurance union (self-insurance association) (2011);

Upon request of the client Nexum IT, performed an analysis of the legal framework applicable the development of the insurers’ fictitious losses identification system, which covered regulation of insurance legal relations, personal data and data safety issues (2011);

At the request of Hypo, one of the major banking groups in Germany, presented a legal analysis of possible implications related to the transfer of bad portfolio assets to AidA, a bad loan portfolio agency established by the German government (2010);

Analysed financing documents of some significant borrowers at the request of SEB, one of the major Swedish banks, holding the largest loan portfolio in Lithuania (2010);

Prepared a draft settlement agreement and negotiated for it in the dispute arising out of the agreement for sale of UAB Archyvų sistemos shares (2009);

Counselled SEB, a bank holding the largest loan portfolio in Lithuania, and its subsidiary SEB lizingas regarding a possible restructuring of the loan extended to the sports clubs company (2009);

Counselled a Scandinavian bank, holding one of the largest portfolios in the Baltic States, on restructuring of bad loan portfolios with regard to taxation, corporate and regulatory issues (2009);

Prepared financial collaterals used in transactions by a financial investment company which is a subsidiary of a major Lithuanian company (2009);

Represented MOLLER BALTIKUM AS in the Competition Council of the Republic of Lithuania in obtaining a concentration permit for acquisition of a shareholding in UAB Magira (2009);

Represented UAB HC Airways in acquisition transactions, conclusion of the shareholders agreement. Also, counselled the client on the services and cooperation agreement with the Vilnius airport and on issues of state aid (2009);

Counselled a client that intended to engage in purchase and transportation of metal scrap in Lithuania, on all business issues, including incorporation of a company, regulations applicable to its activities, lease and operational agreements, labour law issues (2009);

Counselled UAB ERGO Lietuva gyvybės draudimas with regard to the incorporation of a European company in Lithuania (2008–2009);

Represented AB Invalda in connection with the sale of some shares in AB Sanitas, a major Lithuanian producer of generic pharmaceutical products, to Citi Venture Capital International, the major shareholder of AB Sanitas (2008);

Represented the client UAB AG Group that controls TOPO CENTRAS, in a share sale transaction (2008);

Counselled a client on land lease and development of a wind power plant park (100 MW) in Šilutė district (2008);

Represented a client in acquisition of Farma chain of pharmacies (2008);

Represented a client in acquisition of 5% shareholding in UAB Baltic Auto (2008);

Represented the Estonian construction company Merko Ehitus (the company’s sales revenue amounted to EUR 3.62 billion in 2007) in relations with competent authorities of the Republic of Lithuania regarding recognition in Lithuania on the company’s right to perform construction works. Advised the company on regulatory issues (2008);

Represented a client in sale of some of the shopping centres Verdispar (2008);

Counselled a major private equity fund in the Central Europe Polish Enterprise Fund (managed by Enterprise Investors) regarding the acquisition of UAB Novaturas, the biggest tour operator in the Baltic States, and its subsidiaries in Latvia and Estonia, funding of the above transaction, legal due diligence of UAB Novaturas and its subsidiaries in the Baltic States (2007–2008);

Advised UAB Archyvų sistemos on corporate issues (2007);

Advised the national Swedish lottery company Svenska spel on operations in Lithuania (2007);

Counselled an international concern engaged in wholesale of medicines and medical goods (2007);

Represented a client in a transaction of sale and purchase of a shareholding in a radio station company (2007);

Represented a client in a transaction of sale and purchase of a shareholding in the chain of tea shops (2007);

Advised an Estonian investment company in acquisition of 100 percent shareholding in the underwear chain holding 16 shops in Lithuania (2007);

Assisted in connection with the legal due diligence of AB Lietuvos energija and AB Rytų skirstomieji tinklai (2007);

Represented Norby Telecom in acquisition of a unit of Microlink Data, assisted in connection with the legal due diligence, drafted transaction documents (2007);

Advised UAB BESIC and UAB EU-CO STATYBA on construction law issues, drafted a variety of contracts, represented clients in negotiations for a contractor’s contract (2007);

Represented Enterprise Investors and assisted in connection with the legal due diligence of the major tour operator in Lithuania Novaturas, Aviaturas ir partneriai and Excursus (2007);

Represented a client in acquisition of AB Vienybė, assisted in connection with the legal due diligence (2007);

Advised TELE-3 on issues of reorganisation (2007);

Represented Masterfoods in change of the company name (2007);

Represented EVA grupė in the share sale and purchase transaction (2007);

Represented Nordic Capital IV Limited in acquisition of UAB Gambro Healthcare Lietuva and its subsidiaries and assisted in connection with the legal due diligence (2007);

Represented a client in the shopping centre Babilonas 2 acquisition transaction, drafted transaction documents (2007);

Represented COWI in acquisition of Ekostrategija and Miestprojektas, assisted in connection with the legal due diligence (2007);

Advised IT services company Proact Lietuva on corporate issues (2007);

Represented UAB Archyvų sistemos in a share sale and purchase transaction (2007);

Advised a client on issues of entering into Kaunas free economic zone contracts (2007);

Advised a client in acquisition of UAB Vienybė (2007);

Represented a client in the transaction of sale and purchase of Mediafon shares (2007);

Advised EVA grupė on acquisition of a Czech company (2007);

Represented a client in the transaction of sale and purchase of UAB Odos ir lazerinės chirurgijos centras shares (2007);

Advised the client ARIMEX in the share sale and purchase transaction (2007);

Advised MTG Broadcasting AB on a contemplated acquisition of a Lithuanian radio station company and in negotiations related to the establishment of a joint venture company to be operating in the digital television services market (2007);

Advised a consortium of investors in connection with participation in the privatization of a brewery in Serbia (2007);

Advised the client in connection with the sale of 100% of shares in UAB Hidruva, a major consumer goods company (2006);

Advised AB Linas Agro in connection with the sale of the controlling stake in UAB Linas Agro veterinarijos centras (2007);

Advised an international investment fund in connection with the contemplated acquisition of UAB Kauno diena (2007);

Advised Cowi A/S, a major international engineering and consulting company, in connection with the contemplated acquisition of a number of design companies in Lithuania (2007);

Advised the consortium of the international investment funds in connection with the contemplated acquisition of UAB Bitė Lietuva and its Latvian subsidiary (2006-2007);

Advised the international investor in connection with the establishment of the joint venture company in China (2007);

Together with the Swedish law firm Mannheimer Swartling, advised Hilton International Corporation in connection with the contemplated sale of Scandic Hotel chain (transaction carried out in more than 20 states) (2006–2007);

Successfully advised Sampo Group concerning the cross-border merger of subsidiaries of the life insurance company in Lithuania, Latvia and Estonia by establishment of Societas Europea (2006);

Advised Seesam group companies in connection with the cross-border merger of its subsidiaries in Latvia, Lithuania and Estonia by establishment of Societas Europea (2006);

Together with the Swedish law firm Mannheimer Swartling AB, advised a major international construction components and systems company in connection with the legal due diligence of the Lithuanian subsidiary (2006);

Advised a major organizer of lotteries in Sweden Svenska Spel in connection with the establishment of a joint venture company with the Lithuanian partners, as well as on lottery organisation issues (2006);

Advised on the merger of two leading paper wholesalers in Lithuania UAB Schneidersohne Baltija and UAB Papyrus distribution (2006);

Represented investors (Freenergi and Vardar Eurus) in connection with the acquisition of several companies for building and operation of a wind power plant park (2006);

Advised in connection with the management buy-out of shares of a leading Lithuanian advertising agency (2006);

Represented a leading Polish manufacturer of ceramic tiles Opoczno S.A. in connection with the acquisition of the major tile manufacturer in Lithuania AB Dvarčionių keramika (2005);

Advised Lindorff Group, the Nordic leader in credit management and debt collection, in connection with commencement of its operations in Lithuania, on office lease, labour and company law matters (2005);

Advised one of the largest televisions in Lithuania TV3 on the acquisition of shares in a regional TV (2005);

Advised a foreign insurance broker regarding the acquisition of a Lithuanian insurance broker, completed due diligence of the latter (2005);

Participated in due diligence of major Lithuanian companies, including:

  • AB Mažeikių nafta, the principal asset whereof is the largest oil refinery in the Baltic States (2005)
  • the Central Securities Depository of Lithuania (AB Lietuvos centrinis vertybinių popierių depozitoriumas) and the National Stock Exchange of Lithuania (AB Nacionalinė vertybinių popierių birža) (2004)
  • power supply and distribution companies (AB Rytų skirstomieji tinklai and AB Vakarų skirstomieji tinklai) (2003–2004)
  • distillers AB Stumbras, AB Vilniaus degtinė, AB Anykščių vynas (2003)
  • a major cosmetics and perfume distribution company in Lithuania (2003)
  • a major pharmaceutical company in Lithuania (2003)
  • the Lithuanian gas company (AB Lietuvos dujos) (2002)

Advised a seller in negotiations regarding the sale of a life insurance company to a foreign investor (2004);

Advised Bonnier Entertainment AB on the sale of the shares of one of the most popular TV channels in Lithuania LNK TV (2004);

Advised the investment group UBIG (AB Ūkio banko investicinė grupė) in connection with a variety of investment matters;
Represented a major commercial bank in Lithuania in its acquisition of a life insurance company UAB Lietuvos draudimo gyvybės draudimas (2003);

Advised a consortium of potential investors in connection with the tender for privatisation of a major Lithuanian shipping company (AB Lietuvos jūrų laivininkystė) (2003);

Advised an international oil transportation company in connection with the establishment of its representative office and commencement of operations in Lithuania (2003);

Advised a USA pharmaceutical preparations manufacturer Sicor Inc. on Lithuanian law in connection with the acquisition of this manufacturer by a major pharmaceutical company from Israel (2003);

Advised a major cinema operator in the Central Europe in negotiations for lease of a cinema chain in Lithuania (2003);

Advised a foreign investor in connection with the acquisition, reconstruction and installation of a modern industry park in Lithuania (2003);

Advised a global oil producer and seller in connection with due diligence on its subsidiaries in the Baltic States and change of the corporate structure of the group (2002–2003);

Assisted in advising the Lithuanian telecom (AB Lietuvos telekomas) on the offering of shares and depository receipts through stock exchanges in Lithuania and in London (the second phase in the privatisation) (2001);

Assisted in advising a Norwegian investor Moller Group in connection with the acquisition of an automobile dealership in Lithuania (2001);

Assisted in advising a foreign investor on establishing a joint information technologies company in Lithuania (2000).

PUBLICATIONS

  • You enter into a contract: Be familiar with the principles of contract law (lit. Sudarote sutartis: susipažinkite su jų teisės principais) // Verslo Žinios, 7 April 2006
  • Liability of the heads of companies (lit. Įmonių vadovų atsakomybė) // Verslo Žinios, 28 April 2006

MEMBERSHIPS

  • Lithuanian Bar Association
  • International Bar Association

PROFESSIONAL CAREER

  • Since 2017 Partner, Head of Lithuanian M&A practice group at law firm TGS Baltic (former TARK GRUNTE SUTKIENE)
  • Since 2010 Partner, Head of Lithuanian M&A practice group at law firm TARK GRUNTE SUTKIENE
  • Since 2006 Partner of law firm Sutkiene, Pilkauskas & Partners (now TARK GRUNTE SUTKIENE)
  • Since 2003 law firm Sutkiene, Pilkauskas & Partners
  • 1999 Vilnius office of the USA law firm McDermott, Will & Emery and thereafter continued practising with law firm Jaskutėlis, Sutkienė & Masiokas (the Vilnius office of the USA law firm McDermott, Will & Emery)

EDUCATION

  • 2002 Vilnius University, Faculty of Law (Master of Law)