Mergers and acquisitions

Mergers and acquisitions are one of our firm’s key areas of operation. Our lawyers have gained experience in this area by advising:

  • strategic and financial investors (including private equity funds),
  • sellers, buyers, and the targets (the companies subject to transactions),
  • investment banks advising on transactions,
  • banks and funds financing transactions.

We have advised on both local and international transactions.

Our experience includes, in particular:

  • transactions for the sale of shares and stocks (including stocks in listed companies), organised parts of enterprises, and individual assets,
  • MBO and LBO transactions,
  • shareholder (partner) agreements and joint-venture agreements,
  • merger, division, and transformations.

We provide comprehensive services for mergers and acquisitions, including:

  • structuring of the transaction,
  • organising and conducting due diligence (including vendor’s due diligence and preparing a virtual data room),
  • support in preparing and negotiating transaction terms (term sheet),
  • preparing and negotiating agreements and other transaction documents (including SPA and disclosure letters),
  • preparing notifications of intended concentration and providing representation before competition regulators and other authorities,
  • advice on closing and settling transactions.

Completed projects

  • Picodi.com S.A.

    Advise on the sale of the majority stake in Picodi.com S.A. to Méliuz S.A. – a strategic investor, a company listed on the Brazilian Stock Exchange.

  • Custodia Capital

    Advising on the acquisition of 100% shares in Atende Software sp. z o.o.

  • Work Service S.A.

    Advice regarding information obligations related to acquiring a foreign investor, including preparing the transaction structure, conducting negotiations, and preparing and signing a conditional investment agreement with Gi International S.R.L.

  • Ferro S.A.

    Advising on the acquisition of a majority stake in Termet S.A. and 100% of shares in the company Tester sp.z o.o.

  • Schindler Polska sp. z o.o.

    Advice on the acquisition of 100% of shares in the share capital of Wrocławskie Przedsiębiorstwo Remontowe Urządzeń Dźwigowych sp. z o.o.

  • Polish ePayments (Centrum Rozliczeń Elektronicznych Polskie ePłatności S.A)

    Advising a company from the Innova Capital portfolio on acquiring 100% of the shares in Top Card sp. z o.o.

  • Polski Holding Nieruchomości S.A.

    Advice regarding an increase in the share capital and the issuance of series E shares addressed to the State Treasury and paid for with a non-cash contribution in the form of shares in Centrum Biurowe Plac Grunwaldzki S.A. and Przedsiębiorstwo Budownictwa Przemysłowego “Chemobudowa-Kraków” S.A.

  • Clovin S.A.

    Advising a Polish cleaning products manufacturer on the sale of a majority share to Avallon, a Polish private equity fund.

  • OCRK sp. z o.o. / Innova Capital

    Advising a company in the Innova Capital fund portfolio on acquiring a majority stake in Marcos Bis.

  • V4C Poland Plus Fund

    Advising a fund managed by Value4Capital on acquiring a minority stake in Dreamcommerce S.A. from other company shareholders.


Awards and rankings

The highest quality of services provided by the lawyers of the mergers and acquisitions team has been repeatedly appreciated by professional publications and rankings as well as industry organizations.

  • IFLR1000
  • Legal 500
  • Chambers Europe
  • Chambers Global
  • PSIK
  • MergerMarket
  • CEE Mergers and Acquisitions

In the IFLR1000 2021 ranking, Mrowiec Fiałek and Partners were awarded in the field of M&A practice. Partners Zbigniew Mrowiec and Mirosław Fiałek were distinguished as “Highly Regarded” in their fields (Capital Markets and M&A).

In the IFLR1000 2019 ranking, Mrowiec Fiałek and Partners were awarded in the field of M&A practice. Partners Zbigniew Mrowiec and Mirosław Fiałek were distinguished as “Highly Regarded” in their fields (Capital Markets and M&A).

In the IFLR1000 2019 ranking, Mrowiec Fiałek and Partners were awarded in the field of M&A practice. Partners Zbigniew Mrowiec and Mirosław Fiałek were distinguished as “Highly Regarded” in their fields (Capital Markets and M&A).

In the IFLR1000 2018 ranking, Mrowiec Fiałek and Partners were awarded in the field of M&A practice. Partners Zbigniew Mrowiec and Mirosław Fiałek were distinguished as “Highly Regarded” in their fields (Capital Markets and M&A).

In the IFLR1000 2016 ranking, Partner Zbigniew Mrowiec was distinguished as “Highly Regarded” in Capital Markets practice.

In the IFLR1000 2014 ranking, Partner Zbigniew Mrowiec was distinguished as “Highly Regarded” in Capital Markets practice.

In the IFLR1000 2013 ranking, Partner Zbigniew Mrowiec was distinguished as “Highly Regarded” in Capital Markets practice. Clients expressed their satisfaction with the quality of services provided by Zbigniew Mrowiec and the team he runs at Allen & Overy. According to the ranking, “the team is among the 4-5 leading players in Poland – they certainly provide excellent quality, while also taking into account value for money.”

In the IFLR1000 2011 ranking, Partner Zbigniew Mrowiec was distinguished as a “Leading Lawyer” in Capital Markets practice.

In the Legal 500 2019 ranking, Mrowiec Fiałek and Partners were awarded in the field of Commercial, Corporate and M&A practice. Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2018 ranking, Mrowiec Fiałek and Partners were awarded in the field of Commercial, Corporate and M&A practice. Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2017 ranking, Mrowiec Fiałek and Partners were awarded in the field of Commercial, Corporate and M&A and Capital Markets practice. Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2016 ranking, Mrowiec Fiałek and Partners were awarded in the field of Commercial, Corporate and M&A and Capital Markets practice. Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2015 ranking, Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2014 ranking, Partner Zbigniew Mrowiec was distinguished as a “Leading Individual” in the field of Capital Markets: Equity.

In the Legal 500 2013 ranking, Partner Zbigniew Mrowiec was named in the area of Capital Markets practice “as head of the capital markets team at Allen & Overy, where he advised financial institutions in connection with the share issue, with subscription rights, of Globe Trade Centre S.A., and advised the Warsaw Stock Exchange in connection with a public bond issue.” Clients indicated Zbigniew Mrowiec as a “brilliant lawyer.”

In the Legal 500 2012 ranking, Partner Zbigniew Mrowiec was distinguished in the area of Capital Markets practice “for the quality of legal advice, project management, and knowledge of the regulatory environment.”

In the Legal 500 2011 ranking, Partner Zbigniew Mrowiec was awarded in the field of Capital Markets practice. Working with the law firm Allen & Overy, he “represented investment banks, Order Book Managers and Transaction Co-Managers in connection with the issue of shares, with subscription rights, by PKO Bank Polski.”

In the Chambers Europe 2014 ranking, Partner Zbigniew Mrowiec was awarded in the field of Capital Markets practice. According to the ranking, “he has earned an enviable reputation for his capital markets skills and has been recommended by clients and other lawyers alike.”

In the Chambers Europe 2013 ranking, Partner Mirosław Fiałek was distinguished as “Up and Coming” in the field of Private Equity practice and was identified as “further building his reputation on the private equity market.”

In the Chambers Europe 2012 ranking, Partner Zbigniew Mrowiec was awarded in the field of Capital Markets practice as “an excellent advisor in the field of capital markets – extremely competent and with extremely extensive knowledge.” Partner Mirosław Fiałek was distinguished as “Up and Coming” in the area of Private Equity practice and was identified as “a lawyer valued both for his particular attention to detail and the ability to see the full picture of the situation” and as “one of the most promising lawyers in the field of private equity in Poland.”

In the Chambers Europe 2011 ranking, Partner Zbigniew Mrowiec was distinguished as a leading legal advisor on the capital market in the area of Capital Markets practice. According to the ranking, he “is an extremely experienced expert with a wealth of knowledge.”

In the Chambers Europe 2009 ranking, Partner Zbigniew Mrowiec was awarded as a leading attorney in the field of Capital Markets practice.

In the Chambers Europe 2008 ranking, Partner Zbigniew Mrowiec was awarded as a leading attorney in the field of Capital Markets practice. According to the ranking, “other lawyers mention his experience and his in-depth knowledge of the functioning of the Polish Financial Supervision Authority, which he gained while working at the institution.”

In the Chambers Global 2013 ranking, Partner Zbigniew Mrowiec was recognised in the area of Capital Markets practice as the head of the capital markets team at Allen & Overy. According to the ranking, he “has fantastic experience and knowledge.”

In the Chambers Global 2012 ranking, Partner Zbigniew Mrowiec was awarded in the field of Capital Markets practice as “an excellent advisor in the field of capital markets – extremely competent and with extremely extensive knowledge.”

The Private Equity practice, led by Partner Miroslaw Fiałek, was a finalist in the “legal advisor” category of the PSIK Awards competition, organised by the Polish Private Equity and Venture Capital Association. The law firm was among the four law firms in Poland that were nominated.

In 2019, the Partner Mirosław Fiałek was classified as one of the most active lawyers in the field of M&A practice in the entire CEE region.

In 2018, Mrowiec Fiałek and Partners were recognised as the best boutique law firm of the year, receiving an award at the CEE Mergers and Acquisitions Awards 2018.

  • 2021
  • 2020
  • 2019
  • 2018
  • 2016
  • 2014
  • 2013
  • 2011
  • 2019
  • 2018
  • 2017
  • 2016
  • 2015
  • 2014
  • 2013
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  • 2011
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01/09

Alvo sp. z o.o. sp.k.

At Mrowiec Fiałek and Partners, we provide services at a level comparable to that of the largest network law firms. The boutique character and narrow specialisation of our firm are undoubtedly our great advantage. Our transaction was very complex, and the attorneys at Mrowiec Fiałek and Partners were invaluable support for us.

Agata Olszewska Proxy, Alvo sp. z oo sp.k.

Tempo Finanse sp z o.o.

While working together, the team led by Mirosław Fiałek was distinguished by their business approach to the transaction, thorough understanding of the issues, and both highly substantive and effective argumentation during negotiations.

Jarosław Wyrzykowski President of Tempo Finanse sp. z o.o.

ESO Capital

With full conviction, I can recommend the firm as a competent legal advisor in M&A and PE transactions, distinguished by their business approach to the transaction and their incredible commitment. In my opinion, working with the firm had a significant impact on the success of the transaction.

Richard Butler Founding Partner, Chief Operating Office rat ESO Capital

Value4Capital

Mrowiec Fiałek and Partners advised us on the sale of the business operations of a private security group to a company based in Shanghai, China. With full conviction, I can recommend the firm as a competent, reliable, and comprehensive legal advisor in M&A and Private Equity transactions, as well as for transaction services.

Jacek Pogonowski Partner, Value4Capital

Clovin S.A.

During the transaction, the team at the firm had to face challenges arising from a complicated investment process, as part of which an international private equity fund invested in a family company. The transaction documentation prepared by the firm not only comprehensively secured each of the company’s shareholders individually, but also accounted for the specific nature of the company’s operations, based on close cooperation among the existing shareholders.

Arkadiusz Żanowski President of the Management Board, Clovin S.A.

Centrum Rozliczeń Elektronicznych Polskie ePłatności S.A.

The firm was responsible for structuring the transaction our company conducted, as well as for preparing, negotiating, and signing the transaction documents and closing of the transaction. I can definitely recommend Mrowiec Fiałek and Partners.

Marcin Drozdowski Vice President of the Management Board of Polish ePayments (Centrum Rozliczeń Elektronicznych Polskie ePłatności S.A)

OCRK Polska sp. z o.o.

The law firm provided comprehensive and efficient legal advice on the transaction our company conducted. The whole thing went very smoothly and professionally. I definitely recommend the Mrowiec Fiałek and Partners.

Marcin Stencel Member of the Management Board of OCRK Polska sp. z o.o.

CIC sp. z o.o.

We worked with the Mrowiec Fiałek and Partners on two company sale transactions. During this process, the firm proved to be a professional and committed partner, providing comprehensive legal support at every step of the way.

Rafał Błędowski Partner, CIC sp. z o.o.

Yuniversal Development sp. z o.o.

During our cooperation, the team at the firm demonstrated professionalism, experience, and an excellent understanding of both the legal issues and the business environment of the transaction. In our opinion, working with the firm had a significant impact on the success of the transaction.

Wojciech Czyżewski Proxy, Yuniversal Development sp. z o.o.
Practices
  1. 01. Mergers and acquisitions
  2. 02. Private equity, venture capital
  3. 03. Acquiring an investor
  4. 04. Share offers
  5. 05. Bond issues
  6. 06. Due diligence
  7. 07. Restructuring
  8. 08. Real estate
  9. 09. Collateral administration
  10. 10. Investment funds
  11. 11. Acquisitions, capital market transactions
  12. 12. Regulatory advice
  13. 13. Dispute resolution
  14. 14. Obtaining financing
  15. 15. Corporate law
  16. 16. Competition law
  17. 17. Manager option programs
  18. 18. Labour law
  19. 19. Intellectual property
  20. 20. Personal data protection