We advised BNP Paribas Bank Polska on equity investment in Profi

06.03.2025 News Mergers and acquisitions (M&A) Competition and consumer law

We are pleased to announce that GESSEL once again advised BNP Paribas Bank Polska S.A., this time on a co-investment executed through a special purpose vehicle controlled by Custodia Capital, a private capital investment firm that supports small and mid-sized enterprises in Central and Eastern Europe, as part of the leveraged buyout of a majority stake in Profi S.A., a well-known Polish producer of ready-made soups and pâtés.

A private capital investment firm that supports small and mid-sized enterprises in Central and Eastern Europe, as part of the leveraged buyout of a majority stake in Profi S.A., a well-known Polish producer of ready-made soups and pâtés.

As part of the transaction, BNP Paribas Bank Polska delivered equity financing in the form of shares and convertible bonds. The structure of the deal also includes co-financing by a senior lender and a planned future merger of the special purpose vehicle with Profi.

Our team provided comprehensive legal support throughout the process, from preparing the equity financing documentation, to representation before the President of the Office of Competition and Consumer Protection (UOKiK) as well as safeguarding interests during the closing of the investment.

Under the supervision of Małgorzata Badowska, Partner, legal support was provided by members of the M&A team, Damian Bednarczyk, Senior Associate, Zuzanna Sójka, Junior Associate; as well as member of Banking and Finance team, Klaudia Krawiec-Guz, Counsel. Bernadeta Kasztelan-Świetlik, Partner, and Natalia Leśna, Senior Associate, were responsible for representation of BNP Paribas Bank Polska before the President of UOKiK.

Authors

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Małgorzata Badowska

Partner
Attorney-at-law

Banking and Finance | Mergers and acquisitions (M&A)

Małgorzata Badowska

Małgorzata Badowska

Partner
Attorney-at-law

Małgorzata joined GESSEL in 2010, initially as managing associate and then, from 2016, as partner. She heads the Banking & Finance practice. She specializes in aqcuisition of financing transactions and advises at every stage of them. She works with both the providers of financing (banks, financial institutions, private debt funds) and the beneficiaries of such financing. The team she leads prepares and negotiates loan documentation, docume...

Z72 4380 small 772x1158

Damian Bednarczyk

Senior Associate
Attorney-at-law

Mergers and acquisitions (M&A)

Damian Bednarczyk

Damian Bednarczyk

Senior Associate
Attorney-at-law

Damian joined Gessel in 2024.   Previously, he gained experience in law firms in Warsaw, serving business entities at various stages of advancement, from high-risk capital investment, through mergers and acquisitions of developed enterprises, to handling public companies in terms of mandatory information obligations and conducting proceedings before the Financial Supervision Authority.   Professionally, he focuses on prepari...

DSC 0015 1 772x1158

Zuzanna Sójka

Junior Associate

Mergers and acquisitions (M&A)

Zuzanna Sójka

Zuzanna Sójka

Junior Associate

Zuzanna joined GESSEL in 2023, bringing her energy to complex M&A projects in the domestic as well as international markets. She assists with transaction documentation, due diligence studies, and various aspects of company law. Zuzanna’s professional experience to date has been with a large e-commerce platform, at which she worked with international clients from the fashion industry, advising them on contract law matters.  

2. Klaudia Krawiec Guz 772x1158

Klaudia Krawiec-Guz

Counsel
Attorney-at-law

Banking and Finance | Corporate law

Klaudia Krawiec-Guz

Klaudia Krawiec-Guz

Counsel
Attorney-at-law

Klaudia specializes in transactions related to obtaining financing, in particular in negotiating and concluding loan agreements, advising banks and borrowers, as well as in bond issues via private placements. Also provides day-to-day advice on business law. Her experience includes negotiating and executing loan agreements for the acquisition of companies, financing real estate and energy projects. She has several years’ experience providing le...

14. Bernadeta Kasztelan Swietlik 772x1158

Bernadeta Kasztelan-Świetlik

Partner
Attorney-at-law

Competition and consumer law

Bernadeta Kasztelan-Świetlik

Bernadeta Kasztelan-Świetlik

Partner
Attorney-at-law

After a brief period as a junior judge, Bernadeta developed an interest in competition law, then a new discipline in early 1990s Poland. After her first stint at UOKiK, she spent one year leading the legal department of UPC and then joined GESSEL in 2001. In 2014, after moving to the head office of UOKiK, she oversaw the authority’s activities in the realms of corporate concentrations, market collusions, and abuse of dominant market positions....

29. Natalia Lesna 772x1158

Natalia Leśna

Senior Associate
Attorney-at-law

Competition and consumer law

Natalia Leśna

Natalia Leśna

Senior Associate
Attorney-at-law

Prior to joining GESSEL, worked for 5 years at the Office of Competition and Consumer Protection (UOKiK), first at its Gdańsk branch and then at the central Warsaw office. Conducted proceedings in the field of merger control and restrictive practices, as well as in the field of violations of the collective interests of consumers. Participated in inspections and investigations conducted by UOKiK at businesses, also as head of “dawn raid” partie...

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