Assisted Orlen in the merger of two Polish energy giants

Ellex in Lithuania represented the client – the Polish energy giant Orlen – in the acquisition of the Polish state-controlled natural gas company Polskie Gornictwo Naftowe i Gazownictwo (PGNiG).

The Firm worked on the Baltic aspects of this milestone merger, focusing mainly on due diligence of their 10 subsidiaries in 3 countries. The main legal adviser and merger coordinator was the law firm Gide Loyrette Nouel.

The merger of two Polish energy giants has created one of the largest groups in this sector in Central and Eastern Europe. The combined Orlen becomes the 155th energy company in the world by revenue.

In connection with the merger, Orlen’s share capital was increased by 668 million PLN up to 1.451 billion PLN after spending 534.5 million ordinary shares with a nominal value of PLN 1.25. Orlen took over PGNiG’s assets and liabilities, and PGNiG shareholders received Orlen shares in return – 0.0925 Orlen shares for each PGNiG share.

The project was led by partners Ramūnas Petravičius and Dovilė Greblikienė. Project team: partner Olga Petroševičienė, associate partner Edvinas Beikauskas, senior associates Inga Macijauskaitė, Simona Čečytė, Simona Bumblauskytė-Kiauleikienė, Giedrius Svidras and associate Ovidijus Girdauskas.