Mr. Pánek is a partner in the Prague office of White & Case and is the head of the Real Estate Group in Prague. He concentrates in real estate transactions, financial restructurings, fund formation, M&A, dispute resolution and regulatory matters regarding collective investments (including investment funds) and privatization projects.

Mr. Pánek has represented international investors in numerous significant M&A projects within the Czech and Slovak Republics, has conducted and acted on legal due diligence investigations, and has negotiated and drafted documentation in connection with stock purchases or asset deals and the financing thereof, including the privatization of principal state enterprises. In the area of mergers and acquisitions, Mr. Pánek has worked with clients and/or targets active in real estate, banking and financing, telecommunications, pharmaceuticals, insurance, public water management, logistics and transportation, etc.

Real Estate Experience

Mr. Pánek is very familiar with all aspects of real estate transactions, as he regularly advises leading institutional investors in this area of law, among them Česká spořitelna, a.s., a leading bank owned by the Erste Group, and ING Real Estate Investment Management with the structuring of their investments and investment-related issues in their portfolios of real estate holdings. He also assisted PPF a.s. in the development of its portfolio of real estate holdings.

Over the past number of years, Mr. Pánek has advised on a number of real estate acquisitions, representing developers, banks and others in connection with the acquisition, financing, structuring and development-related issues.

Among others, Mr. Pánek has advised on the following real estate transactions:

• Advising Discovery Fund in connection with 3 acquisitions - two shopping centers and one large mixed-use project in Ostrava, Prague 3 and Zlín, Czech Republic. All of the transactions also consisted of operational and development joint ventures, and the overall fund investment was over EUR 100 million.
• Advising Doughty Hanson & Co Real Estate Fund I in connection with the sale of a mix-used 50,000 sqm development project in Prague 5, Czech Republic (known as Real Estate Metronom) through the sale of Czech SPV – Real Estate Metronom s.r.o.
• ING Real Estate Management Czech Republic, s.r.o. in connection with the preparation of the contemplated sale of their real estate portfolio in the Czech Republic, within the sale of ING REIM. Our assistance to one of the biggest real estate funds in the Czech Republic included legal advisory services focused on the revision of all agreements and ownership rights, a legal due diligence investigation and the review of other documents related to the real estate assets.
• Acting as special Czech legal counsel to VGP. N.V., a leading player in development and lease of logistic and semi-industrial parks in the Central and Eastern Europe, in connection with the second biggest transaction in the area of commercial real estate properties in the history of the Czech Republic. The transaction concerned the sale of majority share in six industry parks in Prague and outskirts of Prague to an international real estate fund.
• Representation of ECE Projektmanagement GmbH & Co. KG, the largest German developer, in connection with construction of new large shopping centers in Prague and Brno (largest shopping park in Brno) and Ostrava.
• Advising ING Real Estate Development in connection with the redevelopment and releasing of the Nisa Shopping Centre in Liberec, Czech Republic. We also advised ING in connection with the development of a large "greenfield" residential project and the sale of retail units in connection with the Arena project in Prague, Czech Republic.
• Advising Klepierre, the French real estate fund, in connection with various items related to Nový Smíchov, Novodvorská Plaza and Plzeň Plaza, three large shopping centers in the Czech Republic.
• Advising PPF in connection with the acquisition and financing of the Pankrác office building project in Prague 4, Czech Republic in the total area of 41,229 sqm, including 269 protected parking lots.
• Assistance to GE Capital Golub, a joint venture between GE Real Estate and Golub Europe, with respect to a residential and commercial building project in Prague. The project involved the construction of 600 residential units and 10,000 m2 of commercial space, with an overall investment of EUR 60 million.
• Advising PPF in connection with the acquisition and financing of Pankrác office building project (41,229 sqm including 269 protected parking lots).
• Assistance to GE Real Estate with respect to its EUR 46 million acquisition of a retail and office centre in Ceske Budejovice from ING Real Estate. The Centre has a total of 30,000 sqm of city centre rentable space.
• Assisting UniCredit Bank Czech Republic, a.s. in connection with its funded participation in a loan in the amount of EUR 32 million provided by Deutsche Pfandbriefbank AG to several companies from the ProLogis Group.
• UniCredit Bank Czech Republic, a.s. and Komerční banka, a.s. as arrangers in connection with financing the construction of a shopping center in Opava.

Assisting a number of international investors and management groups in connection with day-to- day legal and tax issues with respect to portfolios located in the Czech Republic, such as those managed or developed by GE Real Estate, ING Real Estate Investment Management, ING RED, ČS Property Funds and Klepierre.

Fund Formation

In his practice, Mr. Pánek has represented or assisted, for example, CEE Property Development Portfolio, Česká spořitelna, on the establishment of CEE Property Development Portfolio B.V. (CPDP) and Czech and Slovak Property Fund B.V. (CSPF), and on the structuring of REICO, the first real estate fund in the Czech Republic.

Additionally, Mr. Pánek has advised:

• Advised Česká spořitelna, a.s. and Henderson Funds in the structuring and establishment of real estate investment funds for the purposes of investing in Central and Eastern Europe and by the complete restructuring of Česká spořitelna’s property fund holdings comprising of more than thirty real estate projects in the Czech Republic and Slovakia.
• Representing two leading real estate investment funds, CEE Property Development Portfolio and Czech & Slovak Property Fund, sponsored by Česká spořitelna, a.s. in connection with over 20 transactions in the Czech Republic and Slovakia with a total equity value of EUR 200 million. Some of the properties included T-Mobile Headquarters, Deutsche Bank Headquarters, Polygon House office building and the Kladno shopping mall.
• Advising Česká spořitelna, a.s. and Henderson Funds, as investors in the Discovery Fund with development assets in the Czech Republic, in connection with the restructuring of the fund relationships.
• Advising PPF Investments on the formation of a real estate investment fund of approx. EUR 1 billion for properties in Central and Eastern Europe, with the potential to be listed on an EU-regulated stock exchange and offered to investors in an IPO.
• Advised ČSOB in the restructuring of its real estate funds, FINEP Group on the establishment of its real estate fund, and Genesis Capital on the foundation and structuring of its Genesis Fund II.
• Representing a leading Czech developer, Finep a.s., in structuring and setting up two real estate investment funds under the Czech collective investment laws (Avant funds).
• Representing CEE Property Development Portfolio B.V., a real estate fund, in connection with an equity takeover and restructuring of one of the largest residential development projects in the Czech Republic.
• Represented numerous dominant financial investors in the structuring of the Luxembourg Fund for Qualified Investors ("FCP") with a commitment of €100 million in equity.

Restructuring and Insolvency Experience

Mr. Pánek advises major institutional investors in restructuring and insolvency-related matters. Mr. Pánek is currently advising a number of banks with respect to their exposure to certain real estate groups and also advises clients such as UniCredit, ING, PPF and Česká spořitelna in similar matters.

Among others, Mr. Pánek has advised:

• Advising Erste Group in connection with the complete restructuring of its property fund holdings comprising of more than thirty real estate projects in the Czech Republic and Slovakia.
• Advising UniCredit Bank Czech Republic, a.s. and UniCredit Infrastructure, leading banks on the Czech market, in connection with the exposure thereof towards an insolvent project company (PALCOR CZECH s.r.o.), developing and constructing one of the biggest shopping centers in Prague, and related litigation and proceedings.
• Assisting Česká spořitelna, a.s., Československá obchodní banka, a.s., Komerční banka, a.s., HSBC Bank and Calyon S.A. in relation to financing provided to the Czech subsidiaries of ORCO Property Group S.A. in connection with court-administrated restructuring proceedings (Safeguard Process) conducted in Paris.
• Assisted UniCredit Bank Czech Republic, a.s. in connection with contemplated changes in the shareholding structure of Office Center Stodůlky DELTA a.s, which owns a 30,000 m2 class-A office building in Prague and the related financing documentation concluded between the Bank and the company.
• Representing CEE Property Development Portfolio B.V., a real estate fund, in connection with an equity takeover and restructuring of one of the largest residential development projects, Central Park Takeover, in the Czech Republic and the acquisition of a logistics development project.
• Advised the distribution division of Unipetrol, a major Czech petrochemical company currently owned by the Polish PKN Orlen, on business restructuring of Unipetrol Trade‘s subsidiaries in 12 jurisdictions in Europe. The restructuring involved also employment law aspects with regard to the cross-boarder transfer of businesses and subsequent winding up and liquidation of certain subsidiaries.
• Represented Raiffeisenbank a.s. in connection to the possible insolvency of two companies – Technistone a.s. and SINCOM lLasing, a.s.
• Advised BMFGH Holding B.V. in connection with a re-organization/capital restructuring of the client involving multiple European jurisdictions (Czech Republic, Bulgaria, Hungary, Slovakia, Poland and Romania).
• Represented Intercontinental Hotel Praha in the negotiation of a new Management and Operation Agreement with the Inter-Continental Hotels Corporation, in London.

In the area of corporate restructuring, Mr. Pánek has recently acted as primary counsel to the Intercontinental Hotels Group in a complex restructuring of its Czech operations and Unipetrol, a.s. and its subsidiaries in several corporate restructuring projects.

Other Mergers & Acquisitions

Mr. Pánek has considerable experience in representing large corporations, including the most significant local companies, such as Unipetrol Group, Nordic Capital and Metso Paper, Inc., in its outsourcing project with Frantschach Pulp and Paper, a.s.

Mr. Pánek has represented, for example:

• ABB s.r.o. in connection with the acquisition of a company Polovodiče, a.s. from ČKD Group;
• Agfa Geavert with restructuring issues;
• Alteams Group in its bid for Drop Press;
• APACE Media, Inc., who he served as legal adviser in its bids for SUPRAPHON, a.s., a major Czech record label, and Bontonland, a.s., a dominant chain of music and video stores;
• ČEZ, a.s. in its bid for the Komořany power plant;
• ČEZ, a.s. in its bid for United Energy, a.s.;
• HDI International Holding AG, a leading German industrial insurer, in its due diligence of Česká podnikatelská pojišťovna, a.s.;
• Honeywell in its acquisition of OLYMPO Controls s.r.o.;
• Léčiva, a.s. in its acquisition of Slovakofarma;
• Luvata OY in its sale of Luvata Czech to Lloyds;
• Masonite Corporation, a leading global producer of doors, in its acquisition of Kronodoor CZ spol. s r.o.;
• Riverside Company, a US-based leading private equity fund, in its divestment of Carborundum Electrite a.s.;
• Unipetrol, on corporate legal issues, as well as other legal matters related to its business activities and restructuring in the Czech Republic, including the first successfully registered cross-border merger with a Czech company being the acquiring company;
• VARTA Automotive AG in the structuring and negotiation of the Kovohutě Příbram, a.s. acquisition;
• VOESTALPINE AG, a leading steel parts supplier, in its bid for Nedcon Bohemia, s.r.o.

Dispute Resolution

In his practice, Mr. Pánek has also been involved in real estate-related disputes with tenants within the portfolios of CPDP, GE Real Estate and ING RED. He assisted Galileo Real and the Czech State in the successful recovery of CZK500 million in defrauded public funds through a government-level settlement agreement. He further represented Autostrade S.p.A., a leading European operator of e-tolling systems, in its bid for the supply of e-toll systems for the Czech highway infrastructure, and subsequently in an administrative and judicial challenge to the awarding of the public works contract for the construction of the highway toll system. Among his clients have been Brokerjet of Česká spořitelna, who he assisted in disputes with investors, and Unipetrol, who he assisted in its dispute with suppliers and minority shareholders.

Mr. Pánek further represened ECE, a major German developer, in BIT arbitration against the Czech Republic in connection with a retail development.

In the area of public procurement, for example, Mr. Pánek represented Honeywell in a tender for the supply of cross-border pipeline management systems.

Regulation

Mr. Pánek frequently advised on regulatory issues concerning the operation of major public utility companies and repeatedly advised on the restructuring of major industrial enterprises operating independent energy centers, including contractual and regulatory aspects.

Prior to joining White & Case in September 2003, Mr. Pánek worked for the law offices of Glatzová & Co. in Prague, and Wilkinson, Barker, Knauer in Washington, DC.

Bars and Courts
Czech Bar Association
New York State Bar

Education
LLM, Columbia University School of Law, New York, USA, 2003
Georgetown University Law Center, Washington, DC, USA, July-August, 2002
Mgr, (J.D. equivalent), Charles University, Faculty of Law, Prague, Czech Republic, 1998

Languages
Czech
English
Russian
German

Citizenship
Czech Republic