Orion Partners

Our Corporate practice brings together a team of leading Russian lawyers

Our work is based on the best world practices and experience gained over many years of supporting large Russian and cross-border projects.

Among the practice’s clients are large generating companies, leaders in the telecommunications and financial industries, major investment funds, leading real estate, transport and logistics companies.

The practice is led by three partners with many years of experience in supporting some of the largest projects on the Russian market:

Grigory Gadzhiev is well known for his unique experience in supporting large-scale projects in the energy sector. Most of landmark projects in the energy sector on the territory of the Russian Federation over the past two decades have been implemented under his leadership;

Evgeny Zelensky is an expert in U.S. law, and also a leading Russian expert on private equity and capital markets. He has extensive knowledge in the field of investment banking. His track record includes working for such market leaders as Goldman Sachs, Renaissance Capital, and Sberbank. In addition, Evgeny has significant experience in debt restructuring, the sale of large enterprises, and the purchase and sale of banks outside the Russian Federation; and

Konstantin Olefir is a partner who has worked for many years as the general counsel of the largest Russian industrial and financial corporations, and, as a result, he perfectly understands the needs of the firm’s clients. He has unique expertise in investment banking and private equity. He is also well known for his participation in major corporate disputes and corporate restructuring projects.

Our expertise covers:

Mergers and Acquisitions
Direct Private Investment
Joint Ventures
Corporate Restructurings
Corporate Governance
Structuring Asset Holding Schemes and Asset Protection
General Civil Law Issues (including corporate law)
Equity and Debt Transactions in the Securities Market
Venture Capital
Digital Assets

Work experience

our team's EXPERIENCE INCLUDES ADVISING:

major international investment bank in relation to investments in and exit from Tinkoff Bank and Kaspi Bank;

MTS and Sberbank in relation to the acquisition by MTS of the 100% stake in VisionLab, one of the world leaders in the field of creating products based on computer vision and machine learning;

Kismet in relation to the acquisition of the 100% stake in Russian Towers, one of the largest Russian operators of telecommunications towers;

the ONEXIM group in relation to investments in RosBusinessConsulting (RBC) and the restructuring of RBC’s debt;

Gazprom-Media, Russia’s largest media holding, in relation to the acquisition of ProfMedia;

Digital Assets in relation to the acquisition of a 51% stake in the Centre for Speech Technologies, a leading Russian developer of face recognition systems, voice and multimodal biometrics;

private equity funds in relation to investments in Headhunter, Cian, Ixcellerate, Skyeng, Vimbox, GetCourse, Profi, Softline, Qiwi, and RTS;

the Agrokom Group in relation to the sale of the 100% stake in the Donskoy Tabak group, the fourth largest tobacco producer in Russia;

MICEX and RTS in relation to the acquisition of RTS by MICEX and their merger to create the largest stock exchange in Russia;

AXA in relation to the acquisition of 37% of shares in RESO Garantia;

Sberbank in relation to the sale of Denizbank and VS Bank;

shareholders of MDM Bank in relation to its sale to the Safmar group;

Sberbank Non-Governmental Pension Fund in relation to the acquisition of the 100% stake in Renaissance Pensions NGPF, including due diligence of the fund and antimonopoly approval of the transaction;

in relation to investments in Fix Price, O’key, Dixi, Henderson, Monetka, Detsky Mir, Imperiya Detstva, Familia, WorldClass, Zamaniya;

the New Stream group in relation to the sale of 50% of shares in the holding companies of the New Stream group to ARETI Gasenergy and the establishment of a 50/50 joint venture;

O’key in relation to the acquisition of five hypermarkets from Pyaterochka;

O’key in relation to the sale of real estate in St. Petersburg to Pyaterochka;

ВР in relation to:

the establishment of TNK-BP, as well as all issues arising in respect of the Russian joint venture; and

the sale of a 50% interest in TNK-BP to Rosneft Oil Company;

Rosneft Oil Company in relation to:

the sale of a 49% stake in KrasGeoNats LLC to Equinor and related shareholder agreements;
the acquisition of a 49% stake in Essar Oil Limited (Essar Oil) and the creation of a joint venture in respect of Essar Oil with a consortium of international investors, including United Capital Partners and Trafigura;
the establishment of a joint venture with KAR Group to enter into a concession agreement for an oil export pipeline in Iraqi Kurdistan, the only pipeline of its kind in the region;
the sale of 20% of shares in Verkhnechonskneftegaz JSC to Beijing Gas Group Co., Ltd for US$1.1 billion; and
the sale of 23.9% of shares in Vankorneft JSC to such Indian investors as Oil India, Indian Oil Corporation and Bharat PetroResources;

Total in relation to the acquisition of 20% of shares in Yamal LNG and the interactions between Yamal LNG shareholders;

Malltech, one of the largest developers of regional shopping centres, in relation to the acquisition of the Leto shopping mall, a large shopping centre in St. Petersburg, and in relation to the establishment of a joint venture for the development of regional shopping centres with major international investment bank;

shareholders of the Morton group in relation to the sale of 100% of the PIK group;

Sberbank Investments in relation to the acquisition of a 15% stake in the holding company of the Tsvetnoy Russian shopping centre, which is a major Moscow department store;

Sberbank Investments in relation to the establishment of a joint venture for the reconstruction of a building on Nevsky Prospekt in St. Petersburg and its use as a hotel; and

the Osnova group in relation to investments in six different real estate projects in Moscow and the Moscow Region.