Russia Practice
The Russian Practice Group at Orrick, Herrington & Sutcliffe LLP comprises both foreign and Russian lawyers located in Moscow, London, Washington, D.C., Tokyo and elsewhere who provide a full range of legal services, including advice on:
Orrick opened the Moscow office in June 2005 when the partners in the Moscow office of Coudert Brothers LLP, the first foreign law firm to open an office in Russia, along with a number of the other members of Coudert’s Russian practice, joined Orrick.
Since the late 1980s, when foreign investment in Russia first became possible, lawyers in Orrick’s Russian Practice Group have been at the forefront of legal developments relating to foreign investment in Russia, including the first Russian oil and gas production sharing project, the first project financings, the first proxy fight involving a Russian publicly traded company and the first Russian property development projects. Orrick lawyers have provided advice to the Russian government on the development of corporate, oil and gas and telecommunications legislation.
In almost two decades of practice, our lawyers have developed unparalleled experience in finding solutions to our clients’ needs in Russia’s challenging and rapidly changing legal and economic environment.
Mergers and Acquisitions, Private Equity
In Russia, Orrick lawyers have handled M&A and private equity transactions in a variety of sectors, including oil and gas, telecommunications, minerals, food and consumer goods. Our M&A and private equity team is supported by lawyers in key areas such as tax, environmental regulation, antitrust and competition, IP and property. Our Russian M&A and private equity team has been recognized in numerous publications and was recently named among the top deal makers in Russia in a Legal Week feature produced in association with Mergermarket.
Orrick lawyers represented an affiliate of Coca-Cola Hellenic Bottling Company and The Coca-Cola Company in the acquisition of the juice and beverage business of the Multon Group in Russia. This $501 million acquisition is the largest direct foreign investment in Russia so far in 2005. Members of the Orrick Russian Practice Group also represented the Property Fund of the Russian Federation in connection with the $1.86 billion privatization of the Russian oil company, Slavneft, which was the second-largest post-Soviet privatization in Russia. Since 1997, our M&A team has been heavily involved in M&A transactions in the Russian mobile and fixed-line telecommunications sectors.
Most recently, Orrick advised on the sale of Ice Fili, a large Moscow-based producer of frozen foods, and Zvezdny, the oldest Moscow-based producer of baked goods, to foreign investors. Members of our Russian Practice Group have advised emerging market private equity investors on transactions in the oil and gas, mining and food sectors.
Finance
Our Russia finance lawyers focus on a wide variety of transactions, including asset divestitures and acquisitions, traditional secured and unsecured bank loans, project financing, asset-based loans involving a wide variety of significant assets, vendor financings, financial restructurings, cross-border leveraged lease transactions and equipment leasing.
Orrick’s project finance lawyers have significant experience in structuring and documenting major energy, infrastructure and other projects in Russia. Several of our project finance lawyers have been recognized as leaders in the industry by a number of publications, including Chambers Global: The World’s Leading Lawyers 2004 and Euromoney’s most recent Guide to the World’s Leading Project Finance Lawyers.
Orrick lawyers represented the sponsors in the first project financing of an oil and gas production sharing agreement, the Sakhalin II PSA, and represented Russian oil major Tyumen Oil Company (TNK) in two financings guaranteed by the Export-Import Bank of the United States (“U.S. Eximbank”) in excess of $550 million for the rehabilitation of an oil field and the modernization of a refinery under U.S. Eximbank’s Oil and Gas Framework Agreement for Russia. In addition to energy projects, the firm also has significant experience in the financing of Russian manufacturing, gold mining and telecommunications projects.
Securities
Orrick advises international companies investing in the Russian securities market and has significant experience creating sophisticated corporate and other structures for the tax-efficient purchase of Russian securities. For example, Orrick lawyers represented the Property Fund of the Russian Federation in connection with the sale of a 5.9-percent stake in OAO LUKOIL, the largest oil company in Russia, for a total of $775 million via Reg. S placement of ADRs on the London Stock Exchange and a Rule 144A offering in the United States.
Energy and Natural Resources
Orrick’s energy and natural resources lawyers are ranked internationally as leaders in their field. A number of our partners were recognized by Chambers Global: The World’s Leading Lawyers 2004 and listed in Euromoney’s most recent Guide to the World’s Leading Energy and Natural Resource Lawyers.
Lawyers in Orrick’s Russian Practice Group have been at the forefront of many major developments in the Russian energy sector, including the first project financings for energy projects in Russia (which were the first energy transactions financed by multilateral and bilateral financial institutions in the region). These transactions became industry standards and models for future production sharing, project financings and joint ventures in Russia. Orrick lawyers have also advised multinational oil companies on all legal aspects of pipeline transportation in Russia. The experience of Orrick lawyers in Russian energy projects includes representing the investors under each of Russia’s three “grandfathered” production sharing agreements, which are among the largest foreign investment projects in Russia to date.
Orrick attorneys have also represented many multinational and independent oil and gas companies in joint ventures and M&A transactions in the Russian energy sector.
We also have significant experience in hard mineral mining projects, including the establishment and project financing of a gold mining joint venture and the representation of foreign mining companies in acquiring mineral licenses and equity stakes in Russian mineral exploration and development companies.
Telecommunications, Media and Technology
Orrick has one of the leading telecommunications practices in Russia. Our lawyers have been involved in this dynamic industry since its inception in the Russian Federation, representing the first foreign investors in the telecommunications industry and advising the Russian government on the development of telecommunications legislation. Orrick’s experience in this area covers virtually all types of transactions: mergers and acquisitions, privatizations, financings, inbound investments, licensing and regulatory matters, as well as litigation, arbitration and other dispute resolution, both in domestic courts and abroad. Our client base is very diverse and includes several major Western telecommunications companies and other foreign investors active in the Russian telecommunications industry, as well as several established Russian telecom companies and other players in the market. Orrick lawyers have represented Telenor ASA, a major Scandinavian telecommunications company, in connection with its operations in Russia and other countries in the Commonwealth of Independent States (“CIS”). Orrick lawyers represented Telenor in its strategic investment in VimpelCom, Russia’s second largest mobile operator, which was the first significant direct foreign investment in Russia following the 1998 financial crisis, and have continued to advise Telenor in relation to its investment in VimpelCom. In addition, Orrick lawyers have represented Telenor in a number of other M&A transactions in the mobile and fixed-line telecommunications sectors in Russia and the mobile sector in Ukraine.
Property
Orrick lawyers represented investors in the first property development projects in Russia involving foreign investment. In the late 1980s and early 1990s, Orrick lawyers participated in the development of one of the first Western-style office buildings in Moscow.
Today, Orrick’s Russian Practice Group continues to maintain its preeminent property practice in the region. Orrick lawyers represented Western Realty Development LLC/New Valley Corporation in the largest M&A transaction in the Moscow real estate sector in 2001: the sale of the Ducat Place II business center, one of the most prominent Class A office buildings in Russia, as well as the development rights to the Ducat Place III business complex. Orrick is currently advising investors in hotel projects in Kazan and Almaty, Kazakhstan, and in export/import terminal, port and warehouse development projects in the Black Sea region.
Commercial Litigation and Arbitration
Orrick is one of the few Western law firms with developed experience in Russian commercial litigation. Lawyers in the Commercial Litigation and Arbitration Group in Orrick’s Moscow office represent clients in litigation in the Russian civil courts as well as arbitration in international forums and before the International Arbitration Court of the Russian Chamber of Commerce and Industry in Moscow. Several of the firm’s Russian litigation and arbitration lawyers are recognized as leaders by Chambers Global: The World’s Leading Lawyers 2004. Our experience covers corporate and commercial transactions in a wide variety of industries, including insurance, real estate, securities and capital markets, oil and gas, telecommunications, pharmaceuticals, consumer products and information technology. Recently, we have been particularly active in tax disputes: Orrick lawyers have represented a multinational oil and gas company in litigation in the Russian courts involving tax issues and in the international arbitration of a dispute arising under a production sharing agreement with the Russian Federation. Our litigators have extensive experience in litigating shareholder disputes and related issues, including defending against greenmail and hostile takeover attempts.
Orrick’s Moscow lawyers also have participated in international litigation and arbitration involving Russia-related matters in the United States, the United Kingdom, France, Sweden, Switzerland and elsewhere.
Intellectual Property
Orrick has expertise in all aspects of intellectual property issues in Russia and the CIS, including patent, trademark and copyright registration and protection issues. Orrick lawyers have advised on technology transfer issues and on the transfer, licensing and protection of computer software, aerospace technology, specialized manufacturing expertise and other high-tech areas, including U.S. and Russian defense-related technologies.
Tax
Orrick is one of the few international law firms with a full-service Russian Tax Group. We offer international and local advice related to mergers and acquisitions, financings, offshore and domestic investment and real estate funds, joint ventures, financing and leasing transactions, financial products, transfer pricing issues and capital markets transactions. With our global network of integrated offices and associated counsel, Orrick is well-positioned to implement and efficiently manage the tax and transactional aspects of multijurisdictional projects, including cross-border M&A and private equity transactions and projects involving collateral in different countries.
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