Imagine Lawyers Advises on Successful Completion of Complex M&A Transaction in Ukraine’s Industrial Sector

Imagine Lawyers acted as legal counsel to the shareholders of a Ukrainian group of companies in connection with its successful sale to one of Ukraine’s leading industrial groups.

Imagine Lawyers provided comprehensive legal support throughout the transaction, including advice on transaction structuring, assistance during the purchaser’s due diligence, implementation of the squeeze-out procedure, preparation and negotiation of the share purchase, loan, mortgage and other transaction documents, advice on merger control and tax matters, as well as legal support through signing and completion of the transaction.

A particularly complex element of the transaction was the consolidation of the one of group company’s shares through the statutory squeeze-out procedure. The process required careful compliance with Ukrainian corporate and capital markets laws, including requirements relating to the protection of minority shareholders, share valuation and disclosure. The process was further complicated by the company’s historically dispersed shareholder base, including minority shareholders currently residing outside Ukraine.

The transaction was successfully completed against the backdrop of the ongoing full-scale war in Ukraine, adding further complexity to an already sophisticated M&A process and requiring careful coordination of the various corporate, regulatory and transactional workstreams through to completion.

The transaction demonstrates Imagine Lawyers’ experience in handling complex M&A matters requiring an integrated approach across transactional, corporate and capital markets, merger control and tax matters, including transactions involving Ukrainian joint stock companies and dispersed shareholder structures.

The Imagine Lawyers team working on the transaction included partners Galyna Zagorodniuk and Illya Sverdlov, assisted by Junior Associate Mariia Poptanych.