SMM Legal has been selected by PKN ORLEN to provide comprehensive legal advisory on its merger with the LOTOS Group. Our Firm will carry out the due diligence audit of the LOTOS Group and will assist ORLEN in developing a merger strategy. What is more, we will draft comprehensive documentation of the deal and will participate in its preparation and closure, including the anti-monopoly procedure.

The projected merger of ORLEN AND LOTOS is believed to be the biggest merger deal in the entire history of the Polish economy. The market capitalisation of ORLEN and LOTOS is valued at PLN 40 bn and PLN 10 bn respectively. According to estimates, the merger could bring about hundreds of millions of zloty in synergies, leading to the establishment of the largest Polish corporation, capable of competing with multinational giants.

The merger of both companies is an unmatched legal challenge. The preliminary stage will consist of a detailed due diligence audit of the LOTOS Group covering a dozen or so areas, an audit of commercial contracts made by the company, employment relationships, intellectual property rights and environmental aspects. The merger will also require drafting and lodging an application for the European Commission’s consent, as well as a detailed strategy to ensure compliance with rules and regulations applicable to public companies. In the months to come, several dozens of our lawyers specialising in various areas of law will be working on the process. The procedure, as per preliminary estimates, will last about a year.

This is probably the biggest M&A transaction ever carried out on the Polish legal market, and the selection of SMM Legal as a comprehensive advisor in the process testifies to our strong position among Polish law firms. The confidence vested in us by major Polish corporations, such as PKN ORLEN, is a proof of our recognition, but is also major a challenge that our team is bound to turn into a success,” said Mr. Przemysław Maciak, Managing Partner at SMM Legal.

To learn more about the deal, read an interview with Daniel Obajtek, CEO of PKN ORLEN and Prof. Maciej Mataczyński, Managing Partner of SMM Legal:,daniel-obajtek-i-maciej-mataczynski-o-przejeciu-lotosu-przez-orlen.html

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