Corporate and M&A
Our Corporate and M&A team is widely regarded as one of the leading and most reputable practices. We help our clients to achieve their strategic and commercial objectives.
Since ALRUD was established 30 years ago, we have been at the forefront of some of the most significant corporate transactions across a wide variety of sectors and industries spanning energy & power, metals & mining, TMT, real estate and construction, financial and insurance services, retail and healthcare.
Our clients look to us not only for technical excellence in the law, but also for our capacity for innovative thinking, our broad business focus and our multi-specialist skills. We are especially recognised for our ability to represent the complex requirements of overseas clients investing in Russia, and for our track record in advising Russian clients on international strategic partnerships.
Our full-service offering is a key factor in attracting blue-chip domestic and international clients. Our Corporate and M&A team routinely works with ALRUD’s top-ranking teams in other practice areas including Competition / Antitrust, Banking & Finance, Tax, Employment, Intellectual Property and Real Estate. This approach enables us to advise on the full spectrum of a client’s complex requirements, giving us the scale of resources needed to service the most demanding transactions, which often require rapid deployment of sizeable and multi-disciplined teams.
Much of our corporate work has an international element and we are proud to be the Russian law firm of choice for many of the world’s top tier law firms in Europe, Asia and the US. Our success in establishing collaborative relationships with our overseas law firm partners enables us to deliver the highest quality service on international transactions. Our clients greatly value our ability to assemble teams that are in tune with their specific needs, both commercially and culturally.
Our practice is supported by some 30 specialist lawyers, securing our position as one of Russia’s leading corporate and M&A advisory firms. The Practice head is Alexander Zharskiy, ALRUD Partner since 2007 with more than 20 years of experience. His practice is focused on in-bound and cross-border public and private M&A transactions across a variety of sectors including agribusiness, retail, financial sector, telecommunications media and technology, pharmaceuticals. Alexander is an officer of IBA (International Bar Association) Corporate and M&A Committee. Alexander is recommended in Corporate practice and Life Sciences by Who`s Who Legal and in Corporate / M&A and Real estate by Best Lawyers. Legal 500 includes Alexander in the Hall of Fame for Commercial, corporate and M&A and Banking & Finance practice. Chambers Global and Europe rank Alexander in Top Bands for Corporate / M&A practice. IFLR 1000 highly regards Alexander in Mergers & Acquisitions, Restructuring and Insolvency, Banking. Two more Partners strengthen the Practice team – Anton Dzhuplin and Andrey Zharskiy.
Our core philosophy, which sets us apart from our competitors, is that providing excellent advice on corporate matters is not only about the technical interpretation of the law; it is equally about the economic, political, business and social considerations. This philosophy guides our approach to recruiting and developing the best lawyers in the field. We are unique in the focus we place on educational and development programmes for our lawyers, supporting them through post-graduate programmes at top business schools and secondments to some of the world’s leading international law firms. This enables our team to bring a broader perspective to our advice.
Our Services
The mainstream of our Corporate practice is buying and selling companies and supporting M&A and JV transactions. We provide a full-service offering, supporting our clients through all stages of their domestic or international M&A projects, including:
- Structuring international and local M&A transactions under Russian or foreign law
- Formalizing shareholders’ arrangements in Russia and off-shore by drafting and negotiating shareholder agreements, call/put option agreements and other execution documents
- Drafting and negotiating share purchase agreements and ancillary documents
- Advising on joint ventures and strategic partnerships that best meet our clients’ business objectives
- Conducting full legal due diligence
- Completing risk evaluation plans and supporting deal closure
- Providing antitrust, tax, financing and other regulatory advice in respect of our clients’ transactions
Discover our insights
Highlights of recent domestic and international work
VEON
on the sale of VimpelCom to Russian top management for RUB 130bn.
Ball Corporation
on the sale of its Russian companies, which are the largest producers of aluminium cans for drinks, as well as on the approval of the transaction with FAS Russia and the Government Commission.
AmRest Group
the largest independent chain restaurant operator in CEE, on the sale of its business in Russia under KFC franchise with over 200 restaurants for EUR 100m.
Kerry Group
one of the leading producers of food additives and components on the sale of its Russian businesses to a local management, including advising on structuring matters of post-disposal supplies to Russian and Belorussian markets.
Purchaser of Willis Tower Watson
one of the world's largest publicly traded insurance brokers, on the acquisition of Russian businesses.
Russia's largest oil company
in establishing a joint venture with a Russian gas company to develop the Severo-Vrangelevsky license area on the Russian continental shelf.
A client
on the acquisition of a share in Vostok Oil LLC – the biggest deal in Russia in 2020.
VimpelCom
one of the four largest telecommunications companies in Russia, on the establishment of a joint venture with 4 federal operators-competitors, aiming at joint development and use of 5G radiofrequencies in Russia.
AliExpress
on several investment rounds in KazanExpress, a Kazan-based marketplace specialising in express delivery.
Uber
in a deal establishing a joint business Yandex Taxi, Russia’s largest online taxi-booking services, with Yandex as well as the subsequent sale of part of the joint business (incl. Yandex.Food, Yandex.Shop, Yandex.Delivery, Self-Driving Group businesses) to Yandex for approximately US$1bn.
TJX Companies
the leading off-price apparel and home fashions retailer in the U.S. and worldwide, on the US$225m acquisition of a 25% stake in Familia, Russian low-cost clothing retailer.
Mechel Group
on the RUB 89bn sale of its 51% participatory interest in the companies which operate the Elga coalfield project, estimated reserves are approx. 2,2bn tons: Elgaugol, Elga Doroga and Mechel Trans Vostok.
KKR
on the acquisition of the 54% majority stake in J.B. Chemicals & Pharmaceuticals Limited.
CEFC China Energy Company Limited
on the acquisition of 14.16% shares in the Russian oil company.
Komatsu Ltd.
on the acquisition of a majority stake in BOT Leasing Eurasia, a company providing leasing services with respect to machinery and equipment.
The largest Russian sovereign wealth fund
in more than 10 M&A transactions, including on a number of major infrastructure projects, related to construction and maintenance of toll roads, mitigation of electricity transportation leakages and internet access availability for distant regions of Russia.
Аsna
a leader in the pharmacy retail market in Russia, to raise over RUB 1bn in equity investments from a major Russian bank.
China Gold
on the acquisition of its majority stake in gold mines in Russia.
Solopharm
one of the largest liquid dosage form plants in Russia, on the sale of a minority stake to Baring Vostok, a leading investment fund in Russia.
ERGO International AG
on sale of ERGO Life Insurance Company to Rosgosstrakh and the sale of non-life business in Russia to RESO-Garantia.
One of the largest Russian banks
in transactions on the acquisition of various assets (more than 7 transactions in the last two years), including the acquisition of the Novorossiysk Grain Terminal from Novorossiysk Commercial Sea Port.
Puma Energy
on a joint venture project with Renova group regarding construction of a fuel terminal at the airport.
Bayer AG
on the acquisition of Monsanto Company, a publicly-traded, American multinational agrochemical and agricultural biotechnology corporation.
Akkermann Cement
on the acquisition of 77% of a large cement plant in the Perm region - 'Gornozavodskcement'.
Sojitz Corporation
on the acquisition of shares and several joint ventures in Russia, related to automotive industry.
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