IFLR 1000
The Guide to the World's Leading Financial Law Firms

Salans is ranked primarily for its strength representing Russian clients for European commission merger notifications and in cartel investigations. In 2011, the firm added a high profile member to its team when it hired David O'Keeffe as senior counsel from Squire Sanders Hammonds. O'Keeffe is a well-known professor and state aid and public procurement expert.

The team, led by Brussels-based Edward Borovikov, is according to one client "very [thorough] and with the deepest level of knowledge. They now what problems they would have in advance and take the time to research before making suggestions."

In significant matters, the firm was advising Russian clients, and some non-Russian clients, on anti-monopoly, state aid, merger control, market sharing and dumping matters. The clients by and large come from a heavy industry background, technology and cosmetics.

The firm's competition practice is spread through offices in Paris, London, Berlin Madrid and Warsaw, among other European jurisdictions. One of its strengths is handling EU competition rules in terms of trade regulations.

"Salans are definitely one to watch over the next couple of years, they have been getting more active," says one partner.

Being one of only two international firms directly on the ground in Baku, Salans often works to help outside investors find a gateway into the market, and can boast big name clients such as Coca-Cola, Goldman Sachs and Bank of America Merrill Lynch. After a year filled with interesting deals it furthers solidifies its tier two ranking this year.

One noteworthy deal saw the team advise Czech bank Komercní Banka, who were leading on an export credit loan of €247 million to the Azerbaijani government's Ministry of Transport. The money is earmarked for infrastructural development, including the purchase of highway construction equipment and supplementary services for the building of the Heydar Aliyev International Airport and the Markadan-Bilgah trunk road. What makes this deal special is that it was backed by a sovereign guarantee, a government imprimatur that has been rare in recent times.

In M&A, a team led by managing partner James Hogan (who divides his time between Baku and Paris) advised a confidential group of investors in acquiring a controlling share of a major telecommunications outfit in Azerbaijan, the first major TMT acquisition activity for a significant period of time.

The firm also showcased the utility of its international network, working closely with the London office on the Weir Group deal, where they advised the former in gaining a stake in Weir, the company formerly known as Standard Oilfield Services.

One criticism from peers was a perceived lack of experience among the young team: "They have employed graduates who do not have that much experience," says one partner.

However there is little doubting the team's overall skill set: "I would say, on a technical level, Salans are as good as some in the top tier," comments one peer. Having made up the eminently recommendable Azeri lawyer Kamal Mamedzade to partner earlier this year, the firm has moved to shore up its local capability as it looks to the future.

There is no doubt that Salans' strength lies in real estate. "I'm surprised by Salans, who we see exclusively in real estate and not really in M&A," says one partner. This focus paid dividends when the firm acted for Strategic Hotels & Resorts on the €110 million sale of the Hotel Intercontinental. The team also advised European Property Investors Special Opportunities (a fund co-managed by AEW Europe and Tristan Capital) on the €300 million acquisition of an 80% stake in six industrial parks in Prague owned and managed by VGP.

Led by Abai Shaikenov, with sixteen years to its name, Salans Almaty is well established and consolidates its place in the second tier. In terms of numbers, Salans is one of the larger firms on the Kazakhstan market. "Salans is up there," says one partner, with another adding: "Size reflects revenue, profitability...the quality of work you get and prices." Another had praise for Shaikenov: "Abai Shaikenov of Salans; I have the impression he has done some banking deals and been active on the financing side."

Clients have no doubt as to the firm's standing in the market. "Salans is historically one of the preferred firms," says one client, adding: "They have clear understanding. They consult a number of banks in the local market. Others I know say it is a top law firm in our market." Another client says: "They generally work well, timely and on point. They didn't give irrelevant [answers]. It was well designed and well tailored to what I looked for."

This year, the firm was involved in some interesting mandates. Salans Almaty advised the RBS (Kazakhstan) on the €60 million sale of a retail portfolio to HSBC. Furthermore, the firm is acting as Kazakhstan law counsel for ENRC and Kazchrome in relation to its $500 million credit facility from Samruk Kazyna. The firm is currently advising the European Bank of Reconstrcution and Devlopment (EBRD) on the rescheduling and restructuring of the debt of Kagazy Recycling company.

Clients also praise the firm's communication. "Comparing Salans with others, they are meeting the expectations of their clients," says one client, adding: "Even if they need time to assess the scope of work. They'll still write a reply, 'we'll get back to you as soon as possible. We need time to think'."

Salans advised Tauron on a bond issuance programme for €322 million. The main goal of the program was to refinance the debt of the Tauron Group and it ended in the largest financing in the energy sector of 2010.

"Salans has a very good debt capital markets practice mainly due to the fact that the current partner is an ex Clifford Chance associate [Robert Dulewicz]... [they're] much more orientated on domestic transactions and domestic debt capital markets rather than international," observes a competitor.

Salans is building market share fairly rapidly. The firm secures a place in the second tier this year as it continues to strengthen its team with notable hires and is also attracting some interesting mandates. There is no doubt that the firm has the capacity to handle finance matters. The firm's banking division comprises one of the biggest finance departments on the market consisting of ten lawyers. When the banking division is combined to form the firm's banking and finance team, its lawyers extend beyond 20. "[It is] a pretty strong team right now. The practice is pretty profitable and I think the size does not show everything but it shows that there's a group of clients which are really happy working [with it]," says one partner.

In the last twelve months, the firm has been involved in some notable instructions. The firm assisted Deutsche Bank Luxembourg on the restructuring of €200 million in German law loans granted by a consortium of major banks to one of the world's leading manufacturers of carbon-based products. Furthermore, supported by its teams in Prague, Moscow, and New York, Salans Warsaw successfully closed a syndicated financing of €111 million, granted by a syndicate of Polish banks including Bank Pekao, RBS Bank Polska, Bank Zachodni and RBS to the AmRest Group for acquiring, developing, managing and owning restaurants offering swift dining services.

The firm's real estate arm has been strengthened by the hire of Pawel Debowski and his team from Clifford Chance. "Mr Debowski, who was responsible for the real estate sector, moved to Salans, taking also a huge part of the banking & finance work," says one partner, adding: "As you can imagine, real estate needs a lot of money, a lot of lending, he [Debowski] is perceived by the market as a master of changes and moves, he's taking his clients and he's taking his team." Apart from regional coverage, Salans maintains close ties to Freshfields Bruckhaus Deringer, Shearman & Sterling, Orrick and NautaDutilh and often works with them as local counsel on important cross-border transactions.

Salans' corporate/M&A practice had a busy year and will be pushing for a higher ranking in the near future. The firm advised on the single biggest M&A deal in Poland last year, representing Vivendi in the €1.4 billion sale of PTC shares to Deutsche Telekom and assisting in the settlement of an eleven-year dispute, fought in several countries, in which Vivendi received total compensation of €1.25 billion.

Elsewhere, Salans advised IK Investment Partners, a Pan-European private equity firm, on its acquisition of Agros Nova, a leading diversified food and drinks company in Poland. The deal was a rare large private equity LBO in Poland.

Competitors describe the firm as "very active" in the market.

Salans advised Continental and provided legal support with regard to specific Romanian legal aspects linked to three subsidiaries of an international corporation. This was for the bonds issuance made by one of the subsidiaries of senior secured notes at an aggregate of €3 billion.

Salans move up a tier into the third band this year based partly on the recommendations of key market players.

The firm is renowned for its real estate finance capabilities and, amid difficult market conditions, it continued to be active in this sector.

The firm advised Raiffeisen Bank and Raiffeisen Bank International with regard to the €26 million restructuring of finance documents and increase of the security coverage by new mortgages in the Rose Garden residential project. It also provided legal assistance to Ermes holding in relation to the restructuring of the €80 million financing of Era Shopping Park, Iasi, and supported the European Fund for Southeast Europe in arranging the restructuring of the club deal financing granted to an important Romanian financial institution.

"They can provide English and New York law advice," says one competitor alluding to the firm's cross-border capabilities.

This year, Salans retains its place in the second tier for its M&A work. Nevertheless, there is scepticism among market players as some have noted a loss in market share. "I'd double check Salans. They had a major client, but besides that we haven't met," says one partner. "Salans is a funny animal. It's not your typical international law firm," another partner says, adding: "They were founded in Paris by Americans and have an office in Moscow. They're more of a European boutique, an emerging markets boutique with headquarters in Paris. It's a different model but they're a very good firm."

Despite these reservations, driven by Anda Todor, the firm is involved in interesting mandates and continues to show its proficiency for multi-disciplined cross-border work. In the last year, the firm closed a major deal in the agriculture sector for CHS (Nasdaq: CHSCP). In a sector, which has been neglected of late and amid negotiations which lasted for two years, the firm completed what was the first closed M&A deal of 2011. It advised the clients in acquiring the majority stake in Agri Point, a company that operates the Silotrans grain storage business at the Port of Constanta in Romania. The firm also advised Romtelecom in connection with the acquisition of the "Direct to Home" business of Digital Cable Systems, one of local market leaders in telecommunications.

Although not active in the major M&A transactions of the firm this year, Christopher Berlew is described as a "very wise and experienced" M&A lawyer.

Salans has a certain reputation for working with development agencies such as the European Bank for Reconstruction and Development (EBRD) and the Eurasian Development Bank (EDB), and under department head Tim Stubbs has also branched out into other areas this year.

For example, the team advised a confidential Russian bank with regard to the equity financing of Inter RAO UES so that the company could acquire shares in OGK-1, a large electricity company. The deal came to a value of approximately $735 million when it closed in June 2010.

Stubbs also led on a deal with an oriental flavour, advising the confidential borrower of an acquisition finance facility worth over RMB 695.5 ($101 million), another deal that closed in summer 2010, in July.

Salans maintains a steady tier three presence again this year, keeping a turnover of smart, mid-market deals in a number of different sectors. As one partner says: "Salans have fingers everywhere! They work across the sectors."

The standout deal for the team, led by Todd Culyba out of Moscow, was advising Sistema, the largest public financial corporation in Russia, which possesses a very diverse portfolio. In this case the corporation was selling Sistema Telecommunications, Informatics and Communications to Mobile Telesystems for a combined total of $438 million. The deal also included key IP assets such as a series of trademarks. With the assistance of London partner Tatiana Kruse the deal closed in December 2010.

Salans Bratislava has developed a reputation for proficiency in real estate finance. This year, the firm advised Continental, a leading manufacturer of tires, brake systems, vehicle stability control systems and engine injection systems, with regard to its €2.5 billion refinancing. "Salans have a small presence in Bratislava. They are good in real estate...not heard much about banking," one partner says. "Salans are heavily focusing on real estate financings," another partner says.

Having now secured a spot in the second tier, Salans is the big mover this year. Opening in Kyiv in 1992, but with functions in Ukraine from 1988, the firm is among the first international firms to be operational in the country. It is well established and has built itself a sound reputation on the market. "Salans have good Russian clients, they should be tier two," one partner says.

Impressions from clients paint Salans as a workhorse firm where the whole is greater than the sum of the parts. "There are five or six lawyers of the same calibre," says one client, adding: "They work around the clock and are always accessible."

Over the last twelve months, the firm has been involved in some big-ticket mandates. The firm advised one of the leading international investment banks on a $568 million Eurobond issue by a Ukrainian state enterprise "Financing of Infrastructure Projects". This was secured by a Ukrainian sovereign guarantee. Furthermore, the firm advised one of the biggest Ukrainian banks, PJSC Kreditprombank, on the restructuring of its $300 million internal and external debt with over twenty creditors. The firm also advised ING Lease Ukraine on the preparation of the transaction documentation to convert a €77 million loan to financial leasing. The original loan was actually extended to Sirius Project Lviv in 2008 for the construction of one of the largest shopping and entertainment centres in Ukraine, King Cross Leopolis in Lviv.

Salans advised AgroGeneration on its acquisition of Vinal, a Ukrainian agricultural group last year. The firm's involvement was comprehensive from legal due diligence and transaction structuring to the preparation of shareholders' agreements and the closing of the transaction. Legal assistance also included the preparation of a number of share purchase and escrow agreements and legal advice on corporate, tax, labour and land lease issues, as well as handling the antimonopoly filing.