Mergers & Acquisitions / Privatisations

Our Mergers & Acquisitions and Privatisations team has been advising clients in acquisitions and dispositions in a wide range of industries, including those that are highly regulated. The firm’s industry acumen is broad and deep, and draws its strengths from our legal practice as a whole, including our firm’s corporate, finance, regulatory and litigation & arbitration practices.

Our expertise encompasses all types of M&A transactions, both on a local and global basis, including:

acquisitions, mergers and divestitures,
cross-border transactions,
take-private transactions,
joint ventures, or
privatization based acquisitions, where our firm has gained unparalleled expertise in dealing with the Romanian State, Ministries and public institutions, in a wide variety of contexts, including competitive auctions, or exclusive transactions, having been involved in almost all key privatizations in Romania.

Another strong point of our Mergers & Acquisitions and Privatisations Practice is its comprehensive understanding of the corporate governance aspects of M&A transactions. Our corporate and litigation teams effectively counsel on an ongoing basis shareholders, and boards of directors in difficult and sensitive circumstances, in a variety of contexts, in both private and public deals.

The firm’s M&A clients include:

public and private companies, ranging from blue chip multinational corporations to local companies,
private equity and other financers, including venture capital, and sovereign funds,
boards of directors of private, or public/listed companies or
members of supervisory boards of private, or public/listed companies

Below you will find some of our M&A and Privatizations practice highlights, together with a set of other representative mandates of our team.

Practice Highlights.

A selection of our deal highlights includes advising:

A Swiss construction chemicals group, on all Romanian legal aspects of its EUR 5.2 billion acquisition of a construction chemicals group from a global private equity firm.
An international group in the field of water, hygiene, and energy solutions and services, in the successful acquisition of a corporation, a USD 3.4 billion complex transaction involving around 20 jurisdictions over six continents. Jurisdictions involved included: USA, UK, France, Singapore, Germany, China, Poland, New Zealand, Tunisia, Czech Republic, Jersey, Turkey, India, Korea, Japan, South Africa, Mexico, Australia, Israel, and Romania.
A multinational Chinese holding group and an automobile company, on the Romanian legal aspects of a binding 50/50 joint venture agreement with an auto group to launch a new powertrain technology company that aims to become the global leader in developing, manufacturing, and supplying best-in-class hybrid powertrains and highly efficient ICE powertrains.
A leading U.S. middle-market private equity firm, in the acquisition of a majority stake in a leading full-service global contract research organization (CRO) that works in partnership with biotechnology and pharmaceutical companies to create customized solutions that advance new medications – from discovery to reality. Our mandate included all M&A matters, due diligence, SPA, and FDI compliance in Romania.
A global manager of alternative investment products, for private and institutional clients, in connection with the takeover of the 100% stake in a leading European center of excellence in software development, continuously active on the Romanian market since 1998, being one of the largest software employers in Romania.
A multi-billion private equity fund, in the USD 400 million acquisition of the drilling businesses and associated assets of a global provider of technology for reservoir characterization, drilling, production, and processing to the oil and gas industry.
The flagship listed business services and industrials company of a global asset management firm, in connection with the USD 13.2 billion acquisition of 100% of a power solutions business.
A major shipyard group, in connection with the EUR 500 million transaction regarding the acquisition from a shipbuilding and marine engineering company of the Mangalia shipyard, and subsequent joint venture with the Romanian State.
A private equity firm, in their acquisition of the biggest pharmaceutical market deal in Romania in 2017-2018, with a value of more than EUR 300 million.
A USD 5 billion consumer products company, in connection with the USD 2 billion sale of its global battery and portable lighting business to a leading manufacturer of primary batteries and portable lighting products.
A global technology company, on the Romanian law matters of its USD 2.1 billion acquisition of a leading producer of smart health and fitness wearable devices.
A leading international player active in the construction products manufacturing sector, in connection with the acquisition of all assets and companies of a major Romanian corporation in the construction sector. The acquisition, most probably the biggest deal in the field of constructions, took place in the context of the merger between two global construction materials companies, with a total value of EUR 6.5 billion.

An international energy company, in connection with the EUR 820 million successful acquisition of the largest electricity distribution company in Romania, including undertaking an extensive legal due diligence process and the preparation of the position papers, binding offer, and final binding offer.
A company owned by a strategic German investor, in connection with the acquisition of three Romanian companies – the largest railway wagon producers in Romania, with a total transaction value of approximately EUR 150 million.
An international company, in relation to the sale of the business of the first producer of veterinary immunological preparations in Romania to a leading Asian investor (with a transaction value in excess of EUR 100 million).
A leading Romanian bank, in connection with the EUR 100 million sale of the majority stake held in its insurance division to a French group.
An Italian company that produces metal and steel structures for construction, in connection with the EUR 120 million sale of the majority stake in a Romanian steel company to a leading European investor.
An international energy distribution company, on the EUR 112 million successful privatization of two subsidiaries of a Romanian electricity company.
A global steel company, on the acquisition of one of the largest Romanian steel producers, further to a USD 500 million transaction.
A global steel company, in connection with the acquisition of multiple Romanian steel companies from the Romanian Authority for Privatization (AVAS).
The consortium consisting of a UK-based financial services company, a local capital market intermediary, and a local brokerage firm, retained by the Romanian Government to oversee the sale of one of the top three telecom operators in Romania. Our legal team assistance extends throughout the sale process, including a due diligence exercise on the target, drafting the sale strategy, and performing all other actions necessary to carry out the sale process.
The syndicate comprising multiple investment banks, together with the Ministry of Economy, and a leading State-owned electricity company, in the company’s EUR 440 million IPO, its admission to trading on the Bucharest Stock Exchange, and the issue of GDRs. The transaction was deemed by the Romanian business media as the largest capital market transaction ever conducted in Romania.
The Ministry of Economy, in connection with the secondary public offering on the Bucharest Stock Exchange for the sale, by the Romanian State, of 15% of the shares held in the National Gas Transmission and Grid Operator, as well as the sale of 15% of the shares held in the National Electricity Transport and System Operator, with a total transaction value in excess of EUR 109 million (the largest capital markets transactions at the time).
The Ministry of Economy, in connection with the public offering for the sale of 10% of the share capital in the national nuclear power producer on the Bucharest Stock Exchange, for a transaction in excess of EUR 70 million (the largest capital market transaction at the time).
An international financial group, in connection with the EUR 75 million successful acquisition of a leading Romanian independent leasing company and the largest securities brokerage and asset management company.
A major pan-European investment fund, in connection with the acquisition of a Romanian industrial company and several other private companies in Romania, amounting to over EUR 200 million.

Other representative mandates of our M&A and Privatizations practice includes advising:

A major European player in the real estate sector, regarding their bid to acquire a new office building in Romania.
A Romanian subsidiary of a global energy group, on matters regarding its preparation and implementation of a set of M&A best practices for M&A deals involving the company, its shares, and shareholders.
A market leader in the production of women’s underclothing, on the sale of its business related to the manufacturing, marketing, and selling of seamless apparel to a major Israeli investor, including relocation to a new facility and negotiations on the business transfer agreement, fiscal, and environmental law advice.
A multinational corporation in the food industry, in their proposed acquisition of one of the largest players in the poultry industry in Romania. The mandate covered all M&A aspects of the transaction, from due diligence to SPA review, transaction structuring, competition, and FDI support.
An international integrated bank-insurance group, in their proposed acquisition of a Romanian credit institution. The advice covered all M&A and banking aspects of the transaction.
An American multinational pharmaceutical and medical technologies corporation, on the corporate restructuring of its business. The mandate covered structuring the proposed restructuring, regulatory advice, preparing the corporate restructuring documentation, and obtaining relevant corporate and regulatory approvals.
A global cybersecurity leader, on the corporate restructuring of certain subsidiaries, including the Romanian subsidiary. The mandate covered structuring the proposed restructuring, regulatory advice, preparing the corporate restructuring documentation, and obtaining relevant corporate and regulatory approvals.
One of the world’s largest suppliers in the automotive industry, on the Romanian legal aspects concerning the acquisition of a global active safety business with a presence in Romania. The mandate covered all M&A aspects of the transaction, from due diligence to SPA review, transaction structuring, and completion.
A Romanian company specializing in the design and execution of NATO-grade military facilities, on complex matters for the implementation of certain swaps of shares and investment arrangements.
A leading manufacturer of motion products, in connection with the acquisition of a company that pioneered the intelligent controller and drive in a single unit, in over 75 countries.
One of the top investment funds in Romania, in the implementation of a share swap and redemption public offering aimed at exchanging shares held in a listed company in its portfolio, against shares issued by the investment fund.
A leading global producer of industrial minerals, in connection with the EUR multimillion acquisition of a main player on the Romanian market, acting in the field of raw materials import and distribution for the chemical and food industry.
A global leader in technology and engineering, in a carve-out sale of its businesses based in France and the UK to a Japanese corporation.
A branch of an international energy company, regarding the transfer of 40% from a Black Sea continental plate perimeter to another company, part of an Irish corporation listed at the London and Dublin stock exchange.
A leading global healthcare company, in connection with the assets transfer and restructuring of the group’s business worldwide, including the separation and transfer of the Products Division business to a US pharmaceuticals company.
An international energy company, on the successful transfer of its 65% participating interest in a deep water area of the Romanian Black Sea to two other companies.
The Government of Romania, as part of a consortium also comprising two consulting firms, in connection with the attempted privatization of the National Freight Railway Company, which holds 60.8% of the total transported goods in Romania.
The world’s second-largest soft-drinks manufacturer, seller, and distributor, in connection with the USD 98 million acquisition of a Romanian bottling plant selling and distributing the company’s products throughout the country.
An investment company, in connection with the EUR 78 million successful acquisition (buy-out) of the remaining 50% share quota held by another investment company in a park developing a shopping mall and five stand-alone office buildings, with a value of the investment exceeding EUR 300 million.
A leading Israeli bank, in connection with the USD 41.7 million acquisition of a Romanian bank. We advised on the sale-purchase agreement, real estate, competition issues, and capital markets issues in connection with delisting the target’s shares from the Bucharest Stock Exchange.
A Hungarian telecom company, in connection with the USD 30 million acquisition of two internet and telecom-related operating subsidiaries.
The Romanian Government, in connection with the USD 52 million acquisition of a Romanian bank by an Austrian bank, the first successfully completed privatization project of a top Romanian bank.
The Romanian Government, in connection with the acquisition of the leading national aluminum producer.
Two financial institutions, in connection with the USD 88 million successful acquisition of a 45% equity stake in a Romanian bank, the second privatization of a bank in Romania.
An international energy company, in connection with the sale of its entire Romanian oil business to an affiliate of a global investment group.
A global technology company, on the post-merger integration in Romania of two businesses, providing corporate integration work in connection with the consolidation of the existing entities in Romania.
An investment company, regarding the acquisition of operations of a major fast-food franchise in Romania, including 67 restaurants, 19 coffee shops, and local franchise negotiations, along with funding negotiations with a leading bank.
A multinational computer technology company, in connection with a carve-out sale of its services business and its transfer to a Japanese company, providing legal advice from a corporate and regulatory perspective.
An investment holding company, regarding the prospective sales of its participations in its Romanian subsidiaries.
A leading state-owned utility supplier, as part of a consortium, throughout the stages of preparing and conducting the privatization process of its electricity supply subsidiary.
A leading energy company, on the acquisition of several energy companies owned by the Romanian State, including an 800 MW hard coal facility, involving potential investments in excess of EUR 1 billion.
A major Spanish photovoltaic developer and provider of solar panels, on the acquisition of two solar power plants with an installed capacity of 130 MW, with a total project value exceeding EUR 200 million.
A top US private equity group, with regard to three separate confidential multimillion transactions involving three plants in Romania producing spare parts for automotive brands.
A major pharmaceutical company, in connection with the spin-off of its pharmacy chain and the setup of a new subsidiary, including the sale of shares in its Romanian subsidiary to the largest pharmacy chain in Romania.
A major e-commerce and cloud computing company, on the setup of various working plants as part of the regional expansion process for hosting several engineering teams.
An American biopharmaceutical company, on entity selection, business model adaptation to Romanian legislation, tax matters, and actual formation and company setup support.
A Norwegian state-owned company and a national development bank formed in 2004 through the merger of four governmental organizations, acting as programme operator for the green industry innovation programmes in Bulgaria, Poland and Romania and the global fund for decent work and tripartite dialogue that funds projects in 12 countries, on set-up of a local representative office in Romania to be in charge with the EEA Grants.
One of the largest providers of accessible consumer financial services in the world, in connection with a multinational restructuring process at European level.
A European provider of financial software, regarding the acquisition of the minority stake in its Romanian subsidiary and, subsequently, the sale of its entire participation.
An industrial gases manufacturer, in connection with the transfer of the activities pertaining to home care services from one if its subsidiaries to a new Romanian entity within the same group.

A US pharma company, in connection with the division of its services. Mușat & Asociații offered legal assistance during the entire division process, regarding all Romanian legal aspects of the deal.
A major agricultural company, in connection with an intra-group restructuring project, involving, among others, the indirect transfer of interests in the Romanian subsidiary, and also in connection with the distribution of dividends by the Romanian subsidiary to its shareholders.
A global player in the field of integrated energy solutions, specializing in the development, production and marketing of batteries and energy storage systems for industrial, advanced technology and consumer applications, in connection with a potential transfer of a minority stake in its Romanian subsidiary to certain key-employees.
An investment company headquartered in the United Arab Emirates, regarding the implementation of the decision to enter the Romanian market of dietary supplements, offering legal assistance to the client throughout all aspects of the process, including the preparation, negotiation and implementation of all phases of the project.
An European leader in the production of car equipment for the extension of business in Romania, by the acquisition of a company specialized in producing plastic parts in the automotive industry. Legal assistance supplied by Mușat & Asociații consisted of, among others, performing an extended due diligence report together with the preparation and negotiation of documentation related to the transaction.
A leading investment company, regarding the acquisition of the operator of a top electronic products seller in Romania, providing legal assistance during the entire acquisition process.
An international investment company, part of a Greek banking group, in connection with the purchase of the 50% participating interests held in an investment company by a Cyprus based company. The transaction was preceded by an in-depth assessment of the articles of association and of the shareholders agreement, with a view to assess possible legal options available to the client for acquiring 100% of the share capital of the target company.
A worldwide information technology services provider that produces wireless equipment, tactical radios, electronic systems, night vision equipment and both terrestrial and space borne antennas for use in the government, defense and commercial sectors, in connection with the carve-out of one of its businesses conducted through its local subsidiary in order to prepare its transfer to another company.
The world’s leading provider of technology for reservoir characterization, drilling, production and processing to the oil and gas industry, in connection with the performance of all required formalities and actions from a corporate perspective in order to effect the merger by consolidation undergoing between two of its Romanian subsidiaries.
A leading business software provider in Central and Eastern Europe, in connection with the merger with an SPV currently controlling the company.
A commercially and technologically independent group of companies located in Berlin, active in energy, natural gas, water, mining, cement and transportation, in connection with the prospective acquisition of state-owned mining operations (the second largest copper ore mining site in Romania).
A leading Chinese construction company, on its participation to the tender process organized by the Romanian State for the construction and operation of the Tarnita-Lapustesti reverse pumped storage facility.
The largest music corporation in the world, in connection with its intention to purchase a major Romanian company acting in the recording and publishing sector by means of a share deal.
A leading independent private equity investment firm, in connection with the potential acquisition of 70% interest in a leading Spanish construction company and indirect acquisition of the latter’s subsidiaries.
The Department for Energy and a energetic complex, as part of the consortium also comprising a major consultancy firm, in connection with the share capital increase of Complex Energetic Hunedoara, through the issuance of new shares and the sale of a 51% stake to a foreign investor.
A major green energy company, on the successful acquisition of five photovoltaic renewable energy projects, including an extensive due diligence, negotiating the structure of the transaction and preparing and negotiating the transaction documents.
A leading State-owned energy producer in Romania, in connection with the absorption merger of one of the largest district heating and electricity producers in the country.
One of the world’s leading brewers, operating across five continents, on the successful disposal of water assets, installations, and equipment.
An important U.S.-German based investment fund, in connection with the acquisition of several photovoltaic projects in Romania, with an overall installed capacity of 500 MW.
A major energy company, on the acquisition, development and construction of a wind power plant in Romania, with an installed capacity of 50 MW, including in connection with structuring and negotiating the acquisition of the relevant equipment, sale-purchase agreements, EPC and O&M contracts.
An international green energy company, during the full-scope acquisition of seven green energy projects in the field of wind generation, with a total installed capacity of 130 MW.
One of the top EPC services providers in the energy sector, in completing the sale of a minority stake through an outright sale combined with a share capital increase, with a total value of EUR 70 million.
A leading Spanish developer of renewable energy projects, with respect to the development and sale of a wind farm with an installed capacity of approximately 250 MW, located in Dobrogea.
One of the leading local FMCG producers, in connection with the sale of its seeds and nuts activity to a major German producer of popular snack brands.
An Israeli car company, in connection with the acquisition of two entities that were part of an automotive group – a Romanian importer of Italian car brands and the local partner of a Japanese brand.
An international provider of construction solutions, in connection with the acquisition of the Romanian subsidiaries of an European construction group, in a transaction totaling EUR 24.5 million.
A medical diagnostics company, in connection with the acquisition for approximately EUR 17.5 million of several assets of a major local diabetes diagnostics and treatment company.
An energy company, with respect to the acquisition of one of the most important local private electricity traders.
A major Italian energy company, in connection with the acquisition of a wind power plant of up to 200 MW (currently in operation).
A leading risk management and insurance brokerage firm, in connection with the acquisition of the leading insurance broker in Romania.
SBS Broadcasting and Amerom Television (the owner of the Prima TV brand), in connection with the acquisition of the TV Klumea brand from Dacia RTV București A., as well as with the EUR 22.5 million acquisition of Romania’s leading FM radio station, Kiss FM, and the Romanian television station Prima TV.
A media group and a television operator, in connection with the acquisition of a television brand from a local operator, as well as in connection with the acquisition for EUR 22.5 million of the most important FM radio station in Romania and a local television station.
A global producer of drinks and snacks, regarding the acquisition, worth EUR 20 million, of a Romanian producer of chips, snacks and popcorn.
A global technology company, on its joint venture with a jet propulsion company.
A joint venture between two financial groups, in connection with its acquisition of one of the top Romanian insurers.
A major financial group based in Italy, in connection with the acquisition of 82.5% stock of the shares in a Romanian bank and significant shareholding of a leasing company.
A global tire manufacturer, on the takeover of part of a local group and of its distribution and supply subsidiaries.
The State Ownership Fund, in the privatisation of a top national aluminum producer.

Mușat & Asociații “aims towards excellence and [is] really keen on improving their performance on a permanent basis.”

Chambers Europe

Sources commended the team for being “technically excellent and very commercial”.

Chambers Europe

“Mușat always has a good approach to solving problems, they have a good network in Romania and this gives us value as a foreign company and principal access to the sector.”

IFLR 1000

“Mușat & Asociații has been busy with some large deals in the Romanian M&A market.”

IFLR 1000

“Transactional work is at the heart of Mușat & Asociații’s well regarded corporate practice, with particular focus on large scale energy work.”

Legal 500

“This firm is unanimously recognized for the exceptional quality of its work, particularly in M&A financing.”

Chambers & Partners

Clients believe the firm to be “professional, with a great team of lawyers displaying depth of knowledge”.

Legal 500

“This long-standing firm impressed commentators with the complexity of its M&A instructions. “The group is certainly a premier league player”, they say.”

Chambers & Partners

Sources corroborate the firm’s reputation in M&A, insisting that “you can't go wrong with Mușat – it always leaves a good impression”.

Chambers & Partners

“We have benefited from the team’s advice at every stage of the transaction and are very satisfied with the results”, commented one client.

Chambers & Partners

Clients about Mușat & Asociații: “We tend to deal with them on an emergency basis when something has gone wrong, and they are always accessible, which is very good. They understand urgency.”

IFLR 1000

One source values the “very smooth and efficient” co-operation with the team, adding that all team members are “responsive and hard-working”.

Chambers & Partners

Mușat & Asociații has “a dominant share of the country's business” and “garners much respect from its competitors and clients”.

IFLR 1000

Clients praise the firm for its “quick understanding of the needs of the client, strong competence on Romanian law, and familiarity with international legal practice in acquisitions”.

Legal 500

Mușat & Asociații: “A firm with international standards and an important local player.”

Legal 500

“Mușat & Asociații delivers great service in a very tough environment.”

Chambers Europe

Clients are impressed with “highly competent, serious and reliable” lawyers at Mușat & Asociații.

Legal 500

Mușat & Asociații has “a strong understanding of the local business and legislative environment”.

Legal 500

“I thought they handle all the sides of a deal very well”, says one client. “They were innovative and commercially minded throughout.”

IFLR 1000

“The firm has built up a reputation of being capable across all areas.”

IFLR 1000

Interviewees highlight the firm's ability to “meet the deadlines and the expectations of the client,” adding “they understand what we want from them”, “they are reactive in answering,” and offer “a high quality of services”.

Chambers Europe

Muşat & Asociaţii has a “strong local presence in Romania” coupled with “an impressive ability to coordinate a cross-border deal”.

Legal 500

Praised as “the strongest energy and natural resources practice locally” by one client, Muşat & Asociaţii is “prompt, knowledgeable” and possesses “a wealth of highly skilled individuals”.

Legal

“Attention to detail is phenomenal. There are no weaknesses.”

IFLR1000

“Excellent on all fronts, Mușat & Asociații is highly rated and has a lengthy track record.”

Legal 500

“High reputation as a full-service firm, with a strong portfolio of complex projects.“

IFLR 1000

Clients noted the lawyers’ “timely and responsive” style: “They answer all enquiries promptly and concisely”.

Chambers & Partners

“The team is innovative, creative and dedicated to finding the best solution.”

Chambers Europe

Clients say: “A very responsive and solution-oriented team, that applies both western standards and local knowledge.”

Legal 500

Interviewees report that the members of the team are “experienced, responsible and detail-oriented”.

Chambers Europe

“The lawyers provide solutions, undertake proactive initiatives, provide ongoing support, are quick to answer and are very efficient and knowledgeable.”

Chambers Europe

“Clients applaud the lawyers’ “innovative preparation of the legal strategy”, asserting that the team “takes time to consider all possible courses of action”.

Legal 500