Case study

PKN ORLEN | Merger with Grupa LOTOS

The changes do not surprise us
They challenge

The Client

PKN ORLEN is the largest fuel and energy group in Central and Eastern Europe. Products made by the company reach 90 countries across all continents. The company was listed in the prestigious Fortune Global 500, Platts TOP250 or Thompson Reuters TOP100.


Mergers and Acquisitions

The challenge

A merger between PKN ORLEN and Grupa LOTOS is probably the largest M&A transaction in the history of Polish economy. Our task was to provide comprehensive support to the Client in executing the merger. The main challenge was to obtain the European Commission’s approval with the remedies acceptable to the Client.

The Result

Obtaining an unprecedented approval of the European Commission for the concentration of the companies, following two years of negotiations.

Demonstrating before the European Commission that the merger complies with the Competition Law.

Devising remedies acceptable to PKN Orlen, Grupa LOTOS and the European Commission which would prevent the occurrence of negative consequences of the concentration.

Support in preparing agreements with the State Treasury for both of the companies.

Engaging a total of over 30 lawyers in the project.

Cooperating in an international environment – with legal experts from GIDE, Euclid Law and Geradin Partners as well as the economic consultants from Compass Lexecon.

Conducting a due diligence analysis of Grupa LOTOS at the initial stage of the process.

Currently, supporting the Client in finalising the transaction and implementing the remedies.

Limitations raise questions. We provide answers.