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Țuca Zbârcea & Asociații
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Mergers, Acquisitions & Privatization

Ţuca Zbârcea & Asociaţii advises companies on making acquisitions, merging, being acquired, or fending off hostile takeovers, using a variety of transaction formats – leveraged buyouts, management buyouts, recapitalizations, minority investments, divisional spin-offs – and covering issues related to bid and tender preparation and mergers and acquisition finance. Our lawyers’ expertise in corporate, finance, competition and tax practices brings depth and breadth to every merger, acquisition and joint venture transaction.

The process of turning Romania’s centralized economy from the communist era into a free market economy involved the privatization of thousands of companies owned by the state as well as an infusion of private foreign and – to a lesser extent – domestic capital in important fields of activities. Our lawyers have participated in the privatization of major national companies by advising and representing international and local investors, as well as the privatization authorities in the preparation, negotiation and finalization of the privatization process. The clients advised by our lawyers were part of strategic international alliances or consortia, working either in cooperation with bankers, financial institutions, accountants, and international lawyers, or sometimes independently.

Scope of Practice
Privatization
preparing Presentation Files and Tender Books on behalf of the vendor; conducting extensive due diligence surveys on behalf of the investor; negotiating agreements in both share and asset sale-purchase agreements involving a complex range of matters, from conditions precedent to investment undertakings and fiscal incentives; assisting in pre-closing and post-privatization issues, including participating in the drafting and amendment of various individual or regulatory enactments implementing measures related to privatization; performing extensive due diligence process; drafting and negotiating all transactional documentation, including shareholders-related agreements; advising on post-privatization issues.
Mergers & Acquisitions
assisting in structuring complex merger and acquisition transactions; preparation of preliminary and final offers and related documentation; assisting during bidding procedures and/or direct negotiations; providing legal services, including legal due-diligence, in order to assess key issues regarding the target (corporate issues, real-estate, commercial contacts, financial agreements, authorization and licensing, competition compliance, IP protection compliance); assessing key issues related to the implementation of the transaction (incorporation requirements, shareholders’ agreements, re-authorization, tax-related issues); preparation and negotiation of the transaction documents and related documents; conducting meetings with the relevant Romanian authorities, proceeding to duly registration and publication.


Assisting number one integrated oil and gas group in Central Europe in connection with a USD 100,000,000 sale-purchase transaction of several maritime drilling platforms [...]
Assisting the leading financial services provider in Central Europe [...]
Assisting Austria’s largest steel producer in the development of a massive greenfield project in South-Eastern Romania, following investments worth up to EUR 7,000,000,000 [...]
Florentin Țuca
Gabriel Zbârcea
Ștefan Damian
Cornel Popa
Răzvan Gheorghiu-Testa
Ciprian Dragomir
Levana Zigmund
Oana Ureche
Silvana Ivan
Irina Moinescu
Cătălin Băiculescu
Cristian Radu
Dragoș Apostol
Gabriela Anton
Anca Pușcașu
Horia Ispas
Mihaela Băiculescu
Dana Blaer
Amalia Dumitru
Bogdan Halcu
Iulian Maier
Dominic Morega
Alin Nichifor
Mihaela Nyerges
Andreea Oprișan
Ciprian Timofte
Ana Zaporojan
Radu Zdrobeu


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