SMM Legal provides comprehensive support in a major MBO

SMM Legal experts – our Managing Partner Aleksander Czech and Jan Stranz, PhD – provided comprehensive legal support to the CEO of Rotometal sp. z o.o. in the process of management buyout of 100% of the company’s shares from Highlander Partners, a large investment fund, and from remaining minority shareholders. The value of this MBO totalled PLN 65 million.

‘In a management buyout, the manager of the company purchases it from its current shareholders,’ explains Jan Stranz, PhD, involved in structuring a comprehensive legal concept for the transaction. ‘To prepare the ground for an MBO, one must consider of a host of various legal and economic factors. This is why it poses a serious challenge both for the manager and the lawyers involved,’ adds Dr. Stranz.

Rotometal sp. z o.o. is a leading producer of tools and products for the printing and processing industries; it has been managed by its CEO, Mr. Grzegorz Dołbniak. In 2017, a private equity fund, Highlander Partners, made an investment in the company, pursuing a “buy and build” strategy.

‘The Client contacted us when an option of the fund’s exit from the company appeared,’ explains Aleksander Czech, in charge of handling the transaction. ‘Our role was to ensure the maximum protection of Client’s interest, and we have achieved this goal. It wouldn’t have been possible, though, without flawless collaboration with the Client,’ sums up Mr. Czech.

Not only did our lawyers develop the legal concept for the transaction, they have also supported the Client every step along the way, until its successful conclusion. Our services included:

  • Development of the share purchase structure,
  • Support in obtaining financing,
  • Involvement in negotiations,
  • Transaction closing.

The other party to the MBO, Highlander Partners, was advised by Clifford Chance.

Limitations raise questions. We provide answers.