Bartosz Smardzewski

Local Partner, Warsaw

Biography

Overview

Bartosz Smardzewski is a qualified Polish advocate. He has been involved in a number of corporate and capital markets transactions in Poland, including acquisitions of shares and enterprises, mergers, privatization schemes, public offerings and bond issues.

Bartosz has been recognized by the latest edition of the prestigious Legal 500 EMEA ranking in the Equity and Debt Capital Markets and Commercial/Corporate/M&A categories.

Bars and Courts
Advocate, Warsaw Bar Association of Advocates
Education
Master's Degree
University of Warsaw
Faculty of Law
University of Glasgow
School of Law
Languages
English
Polish

Experience

PKO Bank Hipoteczny S.A.: representation of PKO Bank Hipoteczny S.A. as the issuer in connection with the update of €4 billion programme for the issuance of mortgage covered bond. The new base prospectus of PKO Bank Hipoteczny S.A. was approved on 24 March 2022 by the Luxembourg Financial Sector Supervisory Commission. The programme allows PKO Bank Hipoteczny S.A. to issue covered bonds outside the Polish market with direct access to the international clearing houses (Euroclear, Clearstream, Luxembourg) in a manner which allows them to be European Central Bank eligible.

R.Power: representation of R.Power, the largest Polish developer of photovoltaic farms, in connection with four green bonds issues. In total, the company has raised PLN 250 million under the current green bond program. The issued bonds meet the green bond criteria according to the Green Bond Principles.

PKN Orlen S.A.: representation of PKN Orlen S.A. in connection with the establishment of a €5 billion EMTN programme and the first issue of €500 million 1.125% Green Bonds due 2028 issued under the programme. The transaction was the first Green Bond issue from Poland by a company outside the financial sector, and was certified by the Climate Bonds Initiative, endorsing the Green Bonds for the best market standards for climate integrity, transparency and the use of proceeds.

R.Power: representation of R.Power, the largest Polish developer of photovoltaic farms, in connection with the establishment of a green bond issuance program with the total nominal value of up to PLN 1 billion. As part of the program, the first series of secured bearer bonds was issued with the total nominal value of PLN 150 million and a five-year maturity period based on a no-prospectus public offer addressed to qualified investors.

STS Holding S.A.: representation of STS Holding S.A., the largest sports betting operator in Poland, on its IPO on the regulated market of the Warsaw Stock Exchange, making it the only sports betting company currently listed on the Warsaw Stock Exchange (Regulation S and Rule 144A). The total value of the IPO was PLN 1.1 billion.

Huuuge, Inc.: representation of Delaware-based corporation Huuuge, Inc., a global developer of free-to-play games and publisher of digital games on mobile and web platforms, on its IPO on the regulated market of the Warsaw Stock Exchange. The PLN 1.67 billion IPO was the largest IPO of a gaming sector company in the history of the Warsaw Stock Exchange, and the largest mobile gaming IPO in Europe. Huuuge is the first US incorporated company to list its shares on the Warsaw Stock Exchange and conduct an international offering to Polish and international investors under Regulation S and to US-qualified institutional buyers under Rule 144A, utilizing recent amendment to the Warsaw Stock Exchange Listing Rules allowing listing of shares offered in reliance on Category 3 of Regulation S and Rule 144A.

Synthos S.A.: representation of Synthos S.A. on the issuance of €600 million seven-year bonds on the international markets. The bonds, which have a fixed interest rate of 2.5% and were issued under New York law, are listed on the Global Exchange Market Euronext in Dublin. We also advised Synthos on the renegotiation of revolving loan agreements of up to €500 million, the repayment of the existing term loan, the negotiations of an inter-creditor agreement and security documentation.

Kredyt Inkaso S.A.: representation in connection with the creation of a bond issue program of Kredyt Inkaso S.A. (one of the leading claim management companies) worth PLN 300 million and in connection with private issue of secured bonds worth PLN 210 million.

Mabion S.A.: Representation of Mabion S.A. in connection with the issuance and offering of its shares for a total value of PLN 134 million to institutional investors in an accelerated bookbuilding process. Investors took up the entire offered block of shares, constituting almost 20 percent of the company's shares admitted to trading on the Warsaw Stock Exchange. The capital raised will allow Mabion to continue work on its flagship drug MabionCD20, and expand production capacity related to the planned production of a Covid-19 vaccine in cooperation with the American vaccine developer Novavax.

Consortium of banks: representation of consortium of banks on the establishment and update by mBank Hipoteczny S.A. of a €3 billion international covered bond issuance programme. The base prospectus of mBank Hipoteczny S.A. was approved by the Luxembourg Financial Sector Supervisory Commission. The programme allows mBank Hipoteczny S.A. to issue covered bonds outside the Polish market with direct access to the international clearing houses (Euroclear, Clearstream, Luxembourg) or Clearstream Frankfurt in a manner which allows them to be European Central Bank eligible.