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M&A and CorporateRegulatory & Competition
Vidmantas Drizga is noted for his expertise in shareholders' disputes and securities mandates. Commentators view him as "absolutely the best adviser for shareholder issues. He is a visible presence in the market."
The European Legal 500, Best Lawyers International, Chambers Europe and Chambers Global, which are among the most influential and best know international legal guides publishing annual independent rankings of law firms, recommend Vidmantas Drizga as a perfect professional in the areas of capital marktets, commercial and corporate law, shareholders’ disputes as well as other areas of law.
Advised UAB Maxima Grupė in arranging and approving the medium term note programme of up to EUR 1 billion and issuing a EUR 300 million first bond issue under the programme, as well as admission thereof to trading on the Dublin Stock Exchange and AB Nasdaq Vilnius. This is the first time when a company of private capital of Lithuania successfully entered into international capital market, offering a biggest bond issue of a private company in the Baltic States (2018);
Advised AB AviaAM Leasing and AB Avia Solutions Group and their shareholders on delisting the shares of the companies from the trading on the regulated market on the Warsaw Stock Exchange (2018);
Advised Lietuvos energija, UAB in approving the medium term note programme, which has been upsized to EUR 1.5 billion, and issuing a EUR 300 million bond issue under the programme. Acting as an advisor to the company on the issues of Lithuanian law, who assisted in drafting the base prospectus of the programme, as well as other documents relating to the project, represented the company in AB Nasdaq Vilnius for admission of the bonds to trading on the regulated market (2018);
Advised AUGA group, AB and its largest shareholder, Baltic Champs Group, UAB in implementing a biggest secondary public offering (SPO) of shares in the company in Lithuania (EUR 36 million), also in admitting the new shares to trading on the Polish and Lithuanian regulated markets (Warsaw Stock Exchange and AB Nasdaq Vilnius), and transferring all the shares from the Additional Trading List to the Official Trading List of Lithuanian regulated market (2018);
Advised joint bookrunners Dom Maklerski PKO Banku Polskiego w Warszawie, Swedbank, AB and Trigon Dom Maklerski S.A. in performance of the initial public offering (IPO) of AB Novaturas in Lithuania, Poland and Estonia, also admitting its shares to trading on the Polish and Lithuanian regulated markets. After the implementation of this public offering, over EUR 22 million has been received. That was one of major IPOs on the Baltic regulated market. Besides, during this process, for the first time in the Baltic States, the strategic investor (Enterprise Investors) partly recouped its investments by implementing the IPO (2017–2018);
Advised AB INVL Technology and AB INVL Baltic Real Estate in their transformation into special closed-ended investment companies. These where the first ever transactions in Lithuania when listed companies were transformed into investment companies, supervised by the Bank of Lithuania (2016-2017);
Successfully advised City Service, a holding company managing one of the largest corporate groups engaged in facility management and integrated utility services in Europe, on establishment of a European Company (Societas Europaea, SE) and admission of its shares to trading on the Warsaw Stock Exchange (2015);
Advised INVL Technology, a company investing in information and communication technologies, on successfully completed public offering of shares with the total issue price of over EUR 10 million and admission thereof to trading on the NASDAQ OMX Vilnius (2015);
Advised AB Avia Solutions Group with regard to offering newly issued shares of the Company to select investors and their admission to trading on the Polish regulated market, i.e. on the Warsaw Stock Exchange. The shares of the Company were successfully subscribed for and admitted to trading on the regulated market in December 2014 (2014);
Advises bankruptcy administrator in bakruptcy procedures of Snoro bankas. Advises in day-to-day activities, sale and recovery of the assets of the bank as well as other various matters (from 2014);
Advises bankruptcy administrator in bakruptcy procedures of Ūkio bankas. Advises the Client in day-to-day activities, assists in coordination of asset recovery processes in Lithuania and abroad as well as in coordination of closing of representative offices of the bankrupt bank established abroad and other matters (from 2013);
Advised Baltic Champs Group, the largest mushroom producer in the Baltics, in structuring and implementing the first of its’ kind merger in Lithuania with Agrowill Group, the major agricultural goods producer in Lithuania, the securities of which are listed in NASDAQ OMX Vilnius and Warsaw Stock Exchanges (2013–2014);
Advised State Company Deposit and Investment Insurance in unprecendented transaction – split of bankrupt Ūkio bankas into the “good bank” and the “bad bank” and transfer of “good bank” from to Šiaulių bankas, a Lithuanian bank with EBRD among its shareholders. Participated in structuring the transaction and coordination of the approval of the transaction by the Ministry of Finance of Lithuania (2013);
Represented Ministry of Energy of the Republic of Lithuania and advised the client in relation to investigation of AB Lietuvos Dujos activities (2011–2013);
Advised Rubicon Partners Corporate Finance SA and Dom Maklerski IDM SA on Lithuanian law issues (on Polish law issues they were advised by one of the world largest law firms Baker&McKenzie), in offering newly issued shares of AB Agrowill Group to investors in Poland and in connection with admission of the company shares to trading on the Warsaw stock exchange, also admission of the newly issued shares to trading on NASDAQ OMX Vilnius. This transaction was the first admission of shares of a company registered in Lithuania to trading on regulated markets of two countries (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 in the recent years and unique in its structure (2011).
Advised AB Šiaulių bankas in the process of admission of EUR 20 million bond issue to trading on AB Nasdaq Vilnius (2018);
Advised UAB Medicinos bankas in approving the subordinated bond issue programme of up to EUR 10 million and public offering of the first EUR 2.2 million bond issue under the programme, as well as admission thereof to trading on AB Nasdaq Vilnius (2018);
Advises the lead manager UAB INVL Asset Management in carrying out the secondary public offering (SPO) of outstanding shares of INVL Baltic Real Estate managed by it in Lithuania, by which the major shareholder of the company AB Invalda INVL seeks to sell a part of its interest in the company (2018);
Represented Credit Value Investments and the funds managed by it in the course of investing into bonds of AB Civinity, structuring the bond issue and creating related necessary instruments securing the issuer’s obligations. The nominal value and the issue price of subscribed bonds is EUR 11 million (2017);
Represented AB INVL Asset Management and funds managed by it regarding acquisition of shares in Lithuania SME Fund and BaltCap Latvia Venture Capital Fund from UAB SEB Venture Capital (2017);
Represented UAB FMĮ Finasta and its clients regarding structuring of the issue and acquisition of convertible bonds of AS Lauma International. The bonds were issued in order to partly finance the acquisition of Felina International AG by AS Lauma International (2017);
Advised AB INVL Baltic Real Estate, an investment company specialising in investments into real estate, on over EUR 9 million share issue on the NASDAQ OMX Vilnius (2016);
Advises VIKONDA group, one of the largest business groups in Lithuania, on complex holding restructuring, which shall directly or indirectly include 16 companies in total. Restructuring process involves various and complicated share transfers and corporate actions (sale of shares, exchange of shares, spin-off’s, mergers, increase and reducing of share capitals of the companies etc.). Consolidated turnover of the group EUR 145 million (2014);
Advised AB Grigiškės on the secondary offering of its newly issued shares to the existing shareholders as well as other investors. Structured the transaction, drafted the prospectus, advised on issues related to admission of shares to the regulated securities market in Lithuania (2013);
Advised KJK Fund SICAV-SIF, Firebird Republics Fund, Ltd. and Firebird Avrora Fund, Ltd. in submitting and implementing an official tender offer to buy up the remaining voting shares in AB Snaigė. Drafted the circular of the tender offer, as well as all other documents related to the project, represented the offerors before the Securities Commission of the Republic of Lithuania, AB NASDAQ OMX Vilnius, and preformed all other necessary actions concerning the tender offer (2011);
Advised Rubicon Partners Corporate Finance SA and Dom Maklerski BZ WBK SA on Lithuanian law issues (on Polish law issues they were advised by Baker&McKenzie), in offering newly issued shares of AB „Avia Solutions Group“ to investors in Poland (transaction value – EUR 19 million) and in connection with admission of the company shares to trading on the Warsaw stock exchange, also admission of the newly issued shares to trading on NASDAQ OMX Vilnius. This transaction was the first admission of shares of a company registered in Lithuania to trading on market regulated by a foreign country (2010–2011);
Represented Swedbank Corporate Finance, the leading corporate finance adviser in Scandinavia and the Baltic States, on the initial public offering (IPO) of AB Linas Agro Group shares with the aggregate value of EUR 30 million (2010);
Represented City Service AB – manager of one of the largest groups of companies providing building maintenance services in the Baltic States – on the public offering of shares with the aggregate value of EUR 20 million (2010);
Advised Siauliu Bankas AB, the bank listed on the Nasdaq OMX Vilnius stock exchange, on the public offering of the shares and mandatory takeover bid (2010);
Represented BaltCap OU, the leading private equity and venture capital manager in the Baltic States, in establishment of the first ever venture capital fund to invest into Lithuanian SMEs. This forms part of the EIF managed JEREMIE Holding Fund initiative ir Lithuania (2010);
Represented a shareholder in the dispute with one of the major companies engaged in demolition of industrial structures and treatment of construction waste (2009-2010).
TGS Baltic assisted Belgian investment group Straco with the acquisition of the horticulture company AS Greenyard Horticulture Latvia from Greenyard as a part of acquisition of its horticulture segment.