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CMS advises Green Investment Group on the next transaction in the Polish wind farm market

2 December 2020

CMS advised Macquarie’s Green Investment Group (GIG), on the acquisition of a 25.3 MW operating onshore wind farm in Jozwin, located in western Poland. The previous owners of the project were Vortex Energy Poland and Max Bögl International SE. 

The Jozwin wind farm purchased by Green Investment Group comprises 9 GE turbines and has been operating for nearly 5 years. 

The Jozwin acquisition sees GIG continuing to play an active role in the increasingly important Polish renewables market. GIG is active in 11 countries across Europe, and over 25 countries globally. Over the past year, GIG has committed or arranged for £2.9bn to support green energy projects and has currently 300 projects in development and construction.

“We are proud to have advised Green Investment Group on this investment in Poland. This project shows that we are able to provide our clients with seamless and highly effective advice, as well as with the experience of our team which has advised on numerous transactions in the RES sector in Poland”, says Błażej Zagórski, partner from the M&A/Corporate department at CMS. 

As Piotr Ciołkowski, partner from the energy and projects department at CMS, comments: “The recently observed growing interest in RES energy in Poland is consistently visible on our market. The RES sector is less dependent on economic fluctuations and we expect local and foreign investors to maintain their interest both in carrying out new projects and in acquiring wind farms in Poland. In the long term, the cost of generating RES energy will continue to fall, which will in turn translate into a growing interest in the direct purchase of RES energy from generators”.

The CMS lawyers provided GIG with complex transactional advice, consisting of legal due diligence, negotiation of the transactional documentation related to equity and banking debt payment. The scope of CMS’s work included legal and regulatory advice on the sale of renewable energy certificates and green energy.  

The multi-specialist CMS team was led by Piotr Ciołkowski, partner and regulatory team leader in the energy and infrastructure practice, in cooperation with Błażej Zagórski, partner in the M&A team, who supervised the transactional work. 

On the energy side, the team’s work was headed on a day-to-day basis by Maciej Ziółkowski, counsel, supported by Adam Kędziora, senior associate, Piotr Prawda, senior associate, Paweł Ura, lawyer, as well as Karol Jaworecki and Ada Szon, associates.

The work of the Polish transactional team was coordinated by Rafał Burda, senior associate, supported by Grzegorz Pączek, Marta Osowska-Buba, senior associates, and Mateusz Mazur, lawyer.

The CMS team working for GIG also included Agnieszka Starzyńska, senior associate, who was involved in the project with regard to competition law, while Krzysztof Mrozik, senior associate and Julia Czerwińska, lawyer from the banking practice, handled financing issues. Tax advice on the project was provided by Paulina Karpinska-Huzior, senior associate and advocate, and Maciej Brezden. Real estate matters were dealt with by Bartłomiej Barański, while Damian Karwala, senior associate, helped the team with data protection/IP matters.

CMS is currently one of the most experienced law firms on the renewable energy market in Poland in regard to M&A, investments, and regulatory advice in the energy sector. 

CMS lawyers have recently advised on the following transactions:

  • the acquisition of the Zajączkowo wind farm by Green Investment Group from Mitsui Renewable Energy Europe Ltd and J-Power Investment Netherlands B.V;
  • the acquisition of a 21 MW wind farm project located in Żary in western Poland by MEAG MUNICH ERGO Asset Management, one of the largest German investors in the renewable industry, from OX2 Wind International AB, a Swedish renewable company;
  • the acquisition of the Jasna wind farm by Stadtwerke München from WKN, the constructor of the farm, and its subsidiary Sevivon, owned by the PNE Group, which with a capacity of 132 MW is one of the largest onshore wind farms in Poland;
  • the investment in and the subsequent sale of a complex of 49 photovoltaic power stations by Modus Group, a leading developer in the renewable energy sector, to Aberdeen Standard Investments, an asset management fund. The sale of the solar farm portfolio with a total capacity of 45.4 megawatts (MW) is considered to be the largest transaction of this type in Poland to date;
  • the acquisition by Partners Group, the Swiss investment manager, of a majority of the shares in the VSB Group, a full-service provider in the renewable energy sector;
  • Real Assets Advisers on the purchase of a 33% stake in Acciona Energía Internacional – owner of 52 renewable energy assets - by AXA Investment Managers-Real Assets and Acciona from KKR;
  • Green Genius, one of the leading developers in the renewable energy sector, on the sale of 41 solar power plants to Aberdeen Standard Investments, a global asset manager;
  • Nordex SE, a German wind turbine maker, on the sale to RWE of its European wind and photovoltaic assets located in France, Spain, Sweden, and Poland.

The CMS team has also recently worked for Signify, a Euronext listed company, in the purchase of renewable energy from Green Investment Group’s wind farm in Kisielice for the purpose of operations in Poland. The agreement was structured as a corporate Virtual Power Purchase Agreement (VPPA). It is one of the first agreements of this type concluded on the Polish market, and for the Signify group - its first in Europe.

CMS lawyers also advise on offshore projects on the Baltic Sea, above all on issues connected with the construction of undersea gas pipes, offshore drilling platforms, as well as for companies that are planning to construct offshore wind farms.

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