Energy and infrastructure
Energy played a part in the decisive Euromaidan protests in Kiev which culminated in Ukraine’s incumbent government of Viktor Yanukovych being overthrown in 2014. What has happened since as Russia-backed Ukrainian pro-soviets annexed the Crimea region, makes this easy to forget, with the subsequent civil war still engulfing the east of the country.
Ukrainians began protesting in 2014 when, after openly flirting with the European Commission, Yanukovych opted against signing an association agreement with the European Union that would have strengthened the county’s economic and political ties with the trading bloc. Russia had made its objections to the affiliation clear, manipulating its dominant role in the world’s energy supply market and using its position as Ukraine’s largest trading partner to persuade Yanukovych to renege on the deal.
Since dislodging Yanukovych, Ukraine has elected a new government which has signed a trade agreement with the EU. One of its crucial targets is to improve energy security for Ukraine.
Russia supplies more than half the gas Ukraine consumes and gas accounts for around 40% of the country’s overall energy usage. In the past, gas has caused tensions between the two countries. When Ukraine fails to pay its bills, Russia cuts it – and subsequently other parts of Europe - off as it has twice already in 2006 and 2009.
Greater energy independence has long been an ambition of Ukraine, even under Yanukovych’s decidedly pro-Russian government. The country’s strategy for weaning itself of its dependence on Russian energy revolves around improving alternative supplies of gas and domestic production.
Building an LNG terminal to secure imports from abroad was a central part of the country’s energy diversification strategy. Yet, although the project has been planned and in progress for years, Ukraine is struggling to find a supplier and to agree a route. The Bosporus would be the obvious way to import US LNG, for example, but Turkey will not permit ships to transport the resource up its already congested river.
Investing in renewable development and tapping unconventional gas reserves, estimated to be the third-largest in Europe, have been Ukraine’s two clear avenues for improving domestic energy production. The loss of Crimea and the war in the east have severely dented the country’s plans for shale exploration. Multi-billion dollar production sharing agreements (PSA) signed with Royal Dutch Shell and Chevron to investigate Ukraine’s tight-gas potential have both been cancelled because of the fighting, and an agreement with Eni to develop unconventional hydrocarbons in the Black Sea off the coast of Crimea has been invalidated by the region joining Russia. What’s more, the new government has reformed the law to remove the attractive incentives that were previously available under PSAs.
Renewable energy only accounts for 0.6% of Ukraine’s electricity capacity, despite the country having once had one of the highest solar feed-in tariffs in Europe. At present, there is little sight of new development with funding scarce. It’s also worth noting that the Crimea had the most potential for solar and has one of Europe’s biggest photovoltaic parks.
Coal, the country’s most abundant natural resource, is seen as one solution to improving domestic power production by using it instead of natural gas. The coal industry is concentrated in the Donbass, however, where fighting continues and has already heavily diminished the region’s output.
On the legislative side, one of the new government’s amendments, which will certainly not aid its aim for greater energy independence and has not been received well by the oil and gas industry, is the increase on royalties introduced by its 2014 tax code. The code increased tax rates for oil drilling to 45%, and the gas sector was even more severely hit. State-owned gas producers are being taxed up to 70% and independents 55% - up from 27% - of their revenues. The IMF has strongly recommended the country revisit these decisions and amend the taxes. The government has said it needs the money to fund security measures.
Infrastructure development has not been prevalent in Ukraine for several years as its weak economy and massive debt burden have not made projects a realistic prospect. With the country’s closer ties with the EU, funding should be more readily available in future and the East of the country in particular will need to be rebuilt once hostilities cease.
Ukraine’s legal market is surprisingly large, with a number of small domestic firms and a handful of internationals. A number of foreign firms have closed offices in the last two years, Chadbourne & Parke, Noerr and Beiten Burkhardt to name a few – but some remain, and the projects area is mostly dominated by UK and US firms. In energy, CMS is widely seen as the leading expert, but Baker & McKenzie runs a close second. Asters is the leading Ukrainian firm when it comes to project work.
Ben Naylor – Journalist EMEA
Aequo is strong and experienced in banking and finance and M&A.
In banking and finance, the firm has mostly been occupied with loan restructurings and loan portfolio sales. One new money finance highlight saw the firm advising Naftogaz on negotiating a large loan from a group of banks.
In M&A the firm has advised on a number of real property acquisitions, in addition to deals in healthcare, life sciences and technology sectors.
Agriculture, banking, energy and real estate are sectors where the firm has expertise.
Dragon Capital, European Bank for Reconstruction and Development (EBRD) and Naftogaz are some of the firm’s key clients.
“Strong finance practice, led by Yulia Kyrpa. We have worked with Aequo on several projects and have found them to be a top-class firm with a great client focus.” – Banking and finance
“Very proactive and result-oriented. Great team to work with.” – Banking and finance
“Very professional and dedicated team.” – Banking and finance
“High calibre and well-resourced team. Praised from our side for its availability, delivery and clarity of advice. The team has a good strategic approach in corporate and finance restructuring issues and secures client objectives providing reasonable advice.” – Banking and finance, M&A
“Very professional. Personally involved in each project.”
“She gives responsive, clear advice and is well-informed about the market.”
“Strong advice, responsive and practical. Yulia gives clear directions and develops creative solutions."
Arzinger is a domestic firm which is generally strong in financial and corporate and project work.
The firm’s recent banking and finance highlights were all debt restructurings where the firm as predominantly acing for lenders. The largest deals were debt restructurings of Mriya, Ukrlandfarming, and DTEK.
In M&A the firm was active on deals in agriculture, technology, and infrastructure, with the work all private deals and fairly evenly split between roles for buyers and sellers.
In the project area the firm is involved in the construction of a new grain terminal and recycling.
EBRD, ING, Ukrsotsbank, RBI, and Sberbank are among the firm’s notable clients.
“Arzinger is a full service law firm with special focus on industry knowledge that makes it differ from the majority of the law firms in Ukraine. If you need advice in specific area, you will get complex legal solution considering all possible risks specific for your industry. That is very valuable.” - Project development
“A highly qualified professional, legal practitioner and manager who aims to find working solutions for a client’s business.”
“Showed herself as professional with in-depth knowledge in the energy industry and an individual approach to our business.”
Asters has strong banking, M&A and projects practices.
Recent banking and finance included a number of roles for development banks providing finance to Ukrainian entities.
Capital markets highlights for the firm included a role for Ukrzaliznytsia on the company’s bond restructuring and a role on a lender’s right issue.
In M&A, the firm has been involved in deals in the banking sector, energy and natural resources, generally acting as local counsel on in bound deals for foreign buyers.
Banking and energy are sectors where the firm has expertise.
European Bank for Reconstruction and Development (EBRD) and the IFC are key clients.
Avellum has market leading lending, capital markets and M&A specialists, and is consistently involved in the market’s most significant deals. A common complement from clients about the firm is the team combines technical expertise with extremely hard work.
In the banking and finance area, the firm has mostly been active for foreign banks (development and private) lending cross-border to Ukrainian businesses. A public sector loan deal saw it representing the government when Ukraine borrowed from Turkey.
In the capital markets space, the firm had roles on number of the large bond restructurings of Ukrainian businesses that were undertaken recently (it represented the bond holders to DTEK), it represented the state on sovereign bond issues, and Kernel on its recent large eurobond.
The M&A practice has been active on significant deals in banking and agriculture. For example, it represented UniCredit when it sold Ukrsotsbank and, in a separate transaction, its leasing arm in Ukraine and acted for Kernel when it bought a competitor.
Agriculture, banking, energy, financial services, mining and technology are some of the sectors where the firm has expertise.
The European Bank for Reconstruction and Development (EBRD), DTEK, Kernel, and the Ukrainian government are some of the firm’s key clients.
“Avellum is a top-class, market-leading firm for finance and capital markets transactions in Ukraine. We have used them regularly for several years and each time they delivery comprehendible, practical advice.” – Banking, capital markets, restructuring
“The team at Avellum (in particular Glib Bondar) are fantastic, extremely commercial and technically proficient.” – Banking, restructuring and insolvency
"Avellum provide a prompt, concise and considered service.” – Banking, capital markets, restructuring and insolvency
“Avellum is an excellent firm. I was impressed by Glib Bondar's excellent service and usability. His associates were also very helpful, responsive and their work was of a high quality. I would have no hesitation in recommending Glib and his team.” – Banking, capital markets, restructuring and insolvency
“Glib is practical and focussed on unravelling the often difficult legal issues in Ukraine. He and the team are responsive and provide quality advice.”
“Glib's technical understanding and commercial awareness has proved a huge asset whenever I have worked with him.”
“Glib is one Ukraine's leading banking and finance lawyers, capable across a wide range of finance products and is able to synthesise the complexity of Ukraine law into a form those outside the country can digest.”
“Glib is an excellent lawyer. He was very responsive, technically first-rate and always user-friendly.”
“Highly focused and responsive, professional, goal oriented, easy going.”
Baker McKenzie has experienced financial and corporate lawyers, is one of the leading firms in the country for M&A and project development advice, and is arguably the strongest international firm with an office in Ukraine.
In the banking area, the firm’s recent work highlights were predominately debt restructurings.
The M&A team was active on transactions in banking, energy and retail. Highlights included representing Billa and Eurobank in divesting of Ukrainian business. It is also advising on the privatisation of a port.
Banking, energy, and mining are sectors where the firm has expertise.
Glencore, Horizon Capital, and Naftogaaz are among the firm’s key clients.
"Strengths - attention to detail, country knowledge, reputation. Weaknesses - task speed." – M&A
“Very professional legal services.” – M&A
“Very professional consultancy, wide expertise and deep understanding of the electricity sector. Very high integrity - they have given advice based on legislation and their judgement, without regard to whether the client will be happy to hear it or not.” – Restructuring and insolvency
CMS Cameron McKenna Nabarro Olswang’s Kyiv branch is the country’s leading energy law expert and has one the country’s strongest project development teams.
In the banking and finance area the firm was involved in new money deals – including several loans by EBRD to local authorities where it was the bank’s counsel – and a number of debt restructurings, where it was acting for creditors.
In M&A the firm’s recent mandates included a number of multi-jurisdictional strategic transactions with a Ukrainian element and several private equity acquisition where it was advising the financial sponsor.
In the project development area the firm has advised several clients in the process of constructing power plants.
Energy, infrastructure, and oil and gas are sectors in which the firm as expertise.
Deutsche Bank, ING, UniCredit, Erste Group Bank, Naftogaz, and Alfa Bank are among the firm’s significant clients.
Dentons strongest practice in Ukraine is banking and finance.
The firm has been involved in number of large debt restructuring, and on some large cross border loans. A highlight was representing Mriya Agroholding on its financial restructuring.
In M&A, the firm has been active in the energy sector advising on - among other deals - acquisitions of renewable energy facilities.
Agriculture, banking, energy and mining are sectors in which the firm is active.
Credit Agricole, National Bank of Ukraine, and UniCredit are among the firm’s significant clients.
“Good communication, client orientation, all legal support was rendered in needed timeframes.” – Banking and finance
“Fantastic, focused and responsive team of supportive, practical and creative lawyers who prove quality of work and industry knowledge that is second to none. Dentons provides lucid counsel with a down-to-earth attitude and consistently excellent level of services. Dentons without any doubt is a go-to firm for complex issues in the sphere of banking and finance.” – Banking and finance
“Natalia has extensive experience in banking and finance and in restructuring and insolvency, with in-depth knowledge of Ukrainian and international law and of complex international finance transactions and instruments.”
“Natalia has a good feel for the global picture, her deep experience guarantees comprehensive legal support in a commercial and interactive manner. Natalia has a vast experience in handling the largest and most complex restructurings in the market. Natalia is responsive and practical, manages deals with razor-sharp intelligence."
ECOVIS Bondar & Bondar Law Bureau as a focus on the aviation industry and has recently advised on acquisitions of businesses involved in airport services.
In Kyiv Egorov Puginsky Afanasiev & Partners, the largest firm in the CIS, has a team experienced in finance, capital markets, and M&A.
Recent banking and finance highlights for the firm included loan portfolio sales and lender side new money corporate loans.
In M&A the firm advised on private deals for international clients divesting of local businesses and making inbound acquisitions.
In the project space the firm is advising on the development of a healthcare PPP in Georgia.
EBRD, BNP Paribas, Alfa Bank, and Credit Suisse are among the firm’s notable clients.
“High quality work, responsive, and integrity.”
“Very experienced, exceptional deal management.”
“Knowledgeable with sharp business acumen.”
Eterna Law is recognised for M&A advice. The firm’s recent mandates include several infrastructure M&A transactions. Highlights include the potential sale and privatisation of Odessa Port, where it is advising a prospective buyer, and advising Prime investments on a joint venture with Hutchinson Ports, which will invest in the port infrastructure of Ukraine.
Notable clients of the firm include Enel and Gazprom.
Sayenko Kharenko is one of the leading firms for transactional law advice in Ukraine, with experience and expertise in banking and finance, capital markets and M&A.
In banking and finance, the firm has had a prominent role in the large debt restructurings undertaken by Ukrainian corporations recently and advised the lenders which provided a large syndicated loan to Naftogaz recently.
The firm’s recent capital markets highlights included roles on many of the large corporate bond restructurings, and new bonds issues – such as Kernel’s, and to the underwriters of the state’s recent bond issues.
In M&A, the firm advised on the local aspects of international transactions and worked on some significant domestic deals. A highlight was advising Moscow’s stock exchange in selling its shares in Kyiv’s exchange.
Agriculture, banking, financial services, and industrials and manufacturing are some of the sectors where the firm has expertise.
Gazpormbank, Citibank, and the European Bank for Reconstruction and Development (EBRD) are some of the firm’s key clients.