MACURA | Unikalna wiedza ekspercka

Kancelaria MACURA.
ul. Odyńca 7/13
02-606 Warszawa

T: (+48) 696-011-713
M: monika.macura@kancelariamacura.pl

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We advised the client and in due diligence processes and its planned acquisitions of other financial institutions

We continue to provide on a regular basis, legal services to the client, a small payment institution providing of a full range of payment solutions and payment infrastructure. We have advised the client on, among other things, due diligence processes and the client’s planned acquisitions of other payment institutions.

The first such acquisition project, in which we represented client, was the firm’s due diligence (including legal, financial, IT) of a payment institution based in Lithuania, providing acquiring payment services. As a result of the due diligence, a report was created by us. Based on the due diligence report, the client made appropriate investment decisions. The audit covered, among other things, the payment institution’s compliance with the Payment Services Directive. We have also prepared a non-disclosure agreement and a preliminary investment agreement (termsheet) for the project.

Second such project was the representation of a client in the process of concluding an investment agreement providing acquisition by the client of 100% of the shares in the sole electronic money institution based Poland – i.e. Billon Solutions. So far the client acquired 10% of shares in Billon Solutions. The remaining 90% of shares be acquired upon obtaining the approval of the Financial Supervision Commission for the acquisition of shares of Billon Solutions. As a part of the project, the firm drafted the termsheet to the agreement providing conducting of the due diligence as well as we have conducted due diligence of Billon Solutions. Subsequently, we have drafted an investment agreement setting out the parties’; obligations and the terms of the share acquisition. Due to the necessity to obtain the approval of the Financial Supervision Commission for the acquisition of shares in a national electronic money institution, the agreement also provides for the principles of cooperation between the parties in the interim period, i.e. until the client acquires 100% of the shares in Billon Solutions Significant part of parties cooperation is the planned launch of new type payment services by and modification of the current scope of services currently provided Billon Solutions.

By advising on the projects, the firm has demonstrated competence in the area of mergers and acquisitions in the fintech industry.