Romania : An Introduction

Contributed by Popovici Nitu & Asociatii

Much has been said about a market recovery, mainly in the aftermath of certain development projects being completed in the past year, in both retail (such as Maritimo Shopping Center in Constanta, Galleria Arad, Phase 1 of Colosseum in the outskirts of Bucharest or Electroputere Park in Craiova) and office sectors (including Swan Office Park or Willbrook Platinum Center in Bucharest). On the same line, Palas Centre in Iasi, Sky Tower and Phase 1 of AFI Business Park are likely to reach completion during 2012 or early 2013 at the latest, given their advanced stage of construction development.

At a closer look however, one may easily see that in most of the cases such projects have been planned, permitted or even launched before 2007 or 2008 and have been discontinued or suspended mainly due to uncertainties brought by the financial turmoil. In part, they have been resumed on new prospect basis around the year 2010 and completed in the current market conditions.

Reconfiguration and conversion 

Nonetheless, there is a massive amount of land bank assets initially secured for residential or retail or office development that would definitely change destination to industrial development ventures (for the former concepts of edge-of-town projects) or to renewable energy projects, mainly photovoltaic ones, or agribusinesses (to replace planned new-urbanizations that proved unsustainable), such as Resident Business Park or Cartierul Tineretului Project in Cluj (from a residential complex to a photovoltaic farm) or Confort City in Bucharest (from residential and retail to health facilities or hospitality projects). Other projects – flagged by the media as mergers or acquisitions or investment ones have proved to be rather restructurings, resolution or regrouping of assets within diversified intra-group risk-sharing schemes or between market players with aligned interests.

While reconfiguration or conversion or simply abandonment of certain wrong or unsustainable developments is in fact positive for the market, marking its maturity and predictability, a real concern is that the Romanian real estate market does not seem able to attract significant fresh capital and new institutional investors. One may claim here NEPI investment fund as a notable exception, but at a closer look it gets apparent that NEPI has entered the Romanian market at its peak and its recent acquisitions involves mainly projects courted since the time of its market entry.

This is starkly evident in the residential sector, where in the absence of Government projects such as Prima Casa (supporting youngsters to secure mortgage loans by sharing the default risk) the sector would have shut down. However, mainly due to technicalities of the programs (low threshold for share liability to approximately 30,000 Euro) the program fueled with cash the “secondary” residential market, of home-owner to home-owner, to the detriment of the newly developed units. In these conditions, investment (and financing) in residential development was merely inexistent, with the exception of Immofinanz, as the largest investor in the market, acquiring the Adama group in the region.

Time to face the truth 

It is only in 2011 and the first quarter of this year that filing for bankruptcy starts to account for an option to developers or investors. Insolvency gets nosier in relation to residential projects (such as Laguna Residence or Alia Apartments or the large Asmita Gardens towers). The late aggressive discount selling policies launched by many owners of new flats does not seem to help. That is bare-knuckled bankruptcy is just a glimpse away for many other residential projects.

In the retail sector, though better, similar catalysts are coming into the play. One illustrative example involves the City Mall project in Bucharest, as one of the first retail developments of early 200s sold with profit in a series of 4-5 transactions between developer and successive investors and bought back recently by the initial investor, within bankruptcy proceedings, for almost six times less the amount it has sold it at the outset.

Indeed, it took some 3 years for the lenders to accept that liquidation of the distressed portfolios will in fact contribute to unfreezing the market, as one who postpones hitting the crisis postpones getting out of it. Rolling-over and debt restructuring room to maneuver got so tight for banks so that we might see certain major foreclosures to hit the market in 2012.

Prospects 

Prospects are not very encouraging in any of the sectors, for manifold reasons. First, the retail market in major cities became highly competitive, which would put even more pressure on certain less adapted profiles (there are already two shopping centers in Bucharest that are striving to survive through or to the prospect of insolvency, same for other secondary cities, and the clear causation is in the strong competition of better projects operated within the same catchment area).

Secondly, the vacancy level in the office projects increased dramatically (including in Bucharest, affecting Class A top location projects) and the situation will definitely get worse given certain 200,000 sq.m of office space within ongoing developments to be soon delivered to the market. (These prominently include the Raiffeisen Evolution 37-floor office development in Bucharest).

Finally, without banks and financial institutions effectively backing up residential projects there is no hope for the sector to revive.

System improvement needed 

In these conditions, unless a national strategy for development and economic growth is credibly promoted, the local market is unable to attract significant, non-regional investors. Be that the case, the domination of the existing key players, which are likely to improve and expand their portfolios by acquiring locally (to be) developed distressed assets or by restructurings, would rather consolidate.

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Real Estate: Romania

THE FIRM This leading full-service firm works on some of the most important deals in the Romanian real estate sector. Recent highlights include assisting Ingen Europe with the EUR100 million sale of the Floreasca Business Park, and advising Globe Trade Centre on the development of the Ana Tower. On the construction side the team acted for the Globe Trade Centre on various issues relating to new and existing developments. The firm also handles many arbitrations and litigations relating to this field, assisted by its top-drawer dispute resolution practice.

Sources say: "NNDKP has the reputation, diversity, track record and expertise." "One of the best in the country."

KEY INDIVIDUALS Practice head Ioana Niculeasa receives widespread praise for her meticulous and excellent work, and for her ability "always to reach a positive agreement."

THE FIRM This dynamic practice has a stellar reputation and is widely praised for the quality of its service, which covers everything from real estate investments and developments to office and retail-related issues. The volume of projects handled by the team continues to be high, and it attracts mandates from developers, investment funds, banks and institutional financiers, and various contractors. Highlights include acting for Aucham Romania on a EUR40 million land acquisition in Craiova and the restructuring of EUR45 million of project land. The team also continues to handle many files for key client Immo Group.

Sources say: "A wide variety of competences and local market knowledge set it apart from the competition." "It provides a world-class service."

KEY INDIVIDUALS Clients appreciate Florian Nitu's "service-oriented and solution-driven" approach. They also highlight his "complete involvement and commitment," adding that he combines "his excellent real estate knowledge with a business approach."

THE FIRM This 15-lawyer team retains its top position thanks to its impressive client and deal portfolio, and superb market feedback. It has experienced an increase in real estate-related disputes, alongside its more traditional commercial work in development, investment, sale and purchase. The team handled negotiations on behalf of Ana Holding regarding the Ana Tower and the joint venture agreement with Globe Trade Centre. In another highlight, it assisted Canadian company Gabriel Resources with the exploration and exploitation of an important gold mine. The firm has also been handling acquisition and restructuring assignments for clients such as Investkredit Bank and Carrefour.

Sources say: "We really liked its ability to combine a prudent and flexible approach, in terms of being our legal gatekeeper while also being commercially oriented, finding ways to overcome legal barriers, and helping the deal to go towards completion."

KEY INDIVIDUALS Dan Borbely co-heads the practice and receives praise from interviewees for his client-oriented attitude. "He always tries to find solutions for the client's needs, and is available, polite and rapid in his responses," assert clients.

Sources view Oana Ureche as a skilled lawyer with a growing profile in this field.

THE FIRM This 12-lawyer team has been busy assisting the Timisoara Airport Park with various mandates, and advising Raiffeisen Property Holdings on the management of non-performing assets. Restructuring is a recent growth area, where the firm's deep tax knowledge is an asset. Other highlights include providing leasing and insolvency advice to Aberdeen Property Investors, owner of the Iris Shopping Mall and PGV Tower in Bucharest.

Sources say: "Biris Goran helped us to grow our business, with a lot of solid advice. It goes beyond the mere legal counsel to get really involved in its cases."

KEY INDIVIDUALS Founding partner Victor Constantinescu leads the real estate practice. According to clients, he is distinguished by his experience in the field and his "international perspective."

THE FIRM This real estate team benefits from the firm's expertise in transactional mandates, as well as the strength of its international network. The 15-lawyer group is recommended for financing mandates, especially on cross-border deals, and recently advised Immofinanz on the potential acquisition of a large real estate portfolio in Romania, Moldova, Croatia, Turkey and Ukraine. Further mandates include representing a global private equity fund in a dispute and restructuring regarding its Romanian real estate joint venture.

Sources say: "The team has a strong international approach."

KEY INDIVIDUALS Perry Zizzi is well known for his expertise in handling financing transactions, in both the real estate and banking fields, and is described by peers as an "outstanding financing lawyer."

THE FIRM The four-strong CMS team benefits from strong connections with the firm's wider CEE network, attracting many international clients. It covers the full range of assignments, and has particular strength in financing transactions. Highlights include assisting an international technology manufacturer with the acquisition of a greenfield site near Bucharest for the construction of a new plant. The team also continues to work for Iberdrola Renovables on the acquisition of its first wind project in Romania.

Sources say: "A quick and responsible team with excellent knowledge of the real estate sector."

KEY INDIVIDUALS Newly-promoted head of real estate Roxana Fratila is "clear and highly effective in her advice." One satisfied client described her as "a deal-driver with a very good understanding of the business."

THE FIRM This full-service firm is one of the largest in Romania, fielding a sizeable team devoted to real estate concerns. Recently it advised several developers and investors on various land acquisitions, in addition to covering construction disputes and brownfield and greenfield investments. The firm's clients include Spanish Grupo LAR, Finnish forest management group Tornator, Bavaria Complex and BNP Paribas.

Sources say: "Musat provides the quality and prompt service that my clients deserve. One of the top firms in this market." "The team was always available and dedicated to our needs."

KEY INDIVIDUALS Interviewees see practice head Mona Musat as "a dedicated, business-savvy and goal-oriented lawyer." They also praise her managerial skills.

Impressed clients describe Marius Barladeanu as "an experienced litigator with strong knowledge of the real estate sector." He leads on most of the firm's disputes in this area.

THE FIRM This 11-strong team focuses on developments and acquisitions, especially joint ventures, transaction agreements and land acquisitions. The team has handled several such projects for major client AIG/Lincoln, including the financing and leasing of the Lakeview Office Building, valued at EUR55 million. The firm is frequently instructed on matters relating to the development and leasing of retail spaces, such as the new development of the Electroputere Shopping Centre in Craiova.

Sources say: "An amazing law firm which has done well for itself in the real estate field."

KEY INDIVIDUALS Francisc Eduard Peli receives widespread recognition as an immensely experienced lawyer, with one observer saying: "He has for a long time been – and I think remains – one of the leading real estate practitioners in Bucharest." "He is excellent with clients and gets the job done with the minimum of fuss," another added.

THE FIRM This international firm is known for its cross-border capabilities and strong presence in the hospitality sector, where it continues to assist Hilton International with several franchising issues and one managed project. Other important areas of activity include leasing, where it advised Medias Industries on a lease contract for a plot of land for the development of a large industrial unit in Transylvania. Other clients include Heitman International and AIG/Lincoln.

Sources say: "Salans has a strong tradition in real estate, with a prestigious set of clients from CEE."

KEY INDIVIDUALS Regarded as a young and capable lawyer, Bogdan Papandopol focuses mainly on disputes in the real estate area.

Department co-head Laura Tiuca is described as a "very pleasant and prompt lawyer," and has a robust reputation for handling investment structuring, acquisitions, leasing and development of all types of real estate portfolios.

THE FIRM This firm is best known in the market for its German-speaking client base, and has assisted several prominent German and Austrian clients with development and construction matters. The team recently advised Sparkassen Immobilien on various registrations relating to the development of the Sun Plaza Shopping Centre. Its expertise in the energy sector continues to provide the firm with a stable work flow on land acquisitions for wind farm projects.

Sources say: "Schönherr always comes up with excellent ideas and quick solutions."

KEY INDIVIDUALS Managing partner Sebastian Gutiu is admired for his vast experience in the field, and impresses peers with his "practical approach" to transactions.

THE FIRM Key areas of focus for this 12-lawyer team include leasing and land acquisitions relating to renewables projects. The group serves many international clients, with a strong showing of Austrian companies. It advised a top European construction materials distributor on the development of a store in Timisoara, and was instructed by Voestalpine Steel Service Centre Romania on the EUR20 million construction of a steel processing unit in Romania.

Sources say: "The firm is quick, sharp and flexible, and in this sector that is very important for us."

KEY INDIVIDUALS Department head Anca Părăscan is noted for her "excellent knowledge of the German law and language."

THE FIRM This team rises in the real estate rankings on the basis of impressive client feedback and its transactional expertise. Highlights include advising the Martifer Group on various matters involving the sale and acquisition of a range of real estate properties. The team also represented Windkraft Simonsfeld in a land swap exchange transaction with local competitor Blue Line Energy for a wind farm development.

Sources say: "What I like is that the team is available at short notice, and whatever you ask for, it delivers the job on time and the quality is high." 

KEY INDIVIDUALS Valentin Berea and Cosmin Stavaru are the key real estate contacts.

THE FIRM DLA's Bucharest office is quickly establishing a strong reputation in several practice areas, with real estate being no exception. The team covers a broad spectrum of issues, including transactions, restructurings, and leasing. It has acted on local leasing agreements for several leading multinationals, such as Pfizer, Motorola and Activision. It also continues to work on the development of the largest retail park in SEE, the Coliseum.

Sources say: "The firm has a defined and knowledgeable team for real estate, with a deep understanding of the market specifics, laws and regulations."

KEY INDIVIDUALS Alin Buftea continues to impress commentators, who say: "He is highly responsive, bright and commercially aware, and always available." His practice covers both transactions and litigation.

THE FIRM Highlights for this five-strong practice include providing support to Volvo Sweden on the development of a new truck service complex in Bucharest. It also continues to assist major client Primavera Development with various issues, including acquisitions and leases. Focus areas include construction agreements and infrastructure.

Sources say: "We appreciated the team's dedication and personable service. We also liked its commercial sense and its prompt and practical advice."

KEY INDIVIDUALS Cristian Guia is the practice head and the main point of contact.

THE FIRM This group is recognised for its French client base, handling significant mandates in areas such as forestry acquisitions, industrial leases and retail-focused projects.  The six-member team advised FBR Forest One on the acquisition of a forest property, and acted for Romania Hypermarche on the expansion of the hypermarket chain and the development of two prime retail parks anchored by Cora hypermarkets.

Sources say: "The team provides rapid feedback, feasible solutions, a proactive approach, and a business-oriented focus."

KEY INDIVIDUALS Andreea Toma heads the practice and, according to clients, is a "quality provider of legal services and an excellent negotiator."

THE FIRM This regional firm enters the rankings this year, with a practice covering retail, agricultural and fitness centre development, and with many instructions in the refinancing area. The team recently advised an important retail chain on its expansion process, and acted for a significant French banking sector player on the acquisition of several properties.

Sources say: "A bright, capable and experienced team, with a great understanding of the real estate sector." "The lawyers are well informed, competent, trustworthy and always available."

KEY INDIVIDUALS Razvan Popa is the main contact for this practice area.

THE FIRM This five-lawyer team has been active in the retail development sector of late, alongside its traditional strength in energy projects. It assisted European supermarket chain Billa with leasing and developing supermarkets in different Romanian locations. It also acted for Hervis Sports and Fashion, a major European sportswear retailer, on real estate issues.

KEY INDIVIDUALS Peers commend "excellent" managing partner Laurentiu Victor Pachiu for his long experience and transactional knowledge.

THE FIRM The six-strong group at this international giant is gaining prominence in the real estate market. It recently advised major international automotive industry supplier Johnson Controls on various projects in Romania, in addition to helping Romanian Hypermarche with a range of real estate concerns.

Sources say: "Everything is systematic, each part of the puzzle has a well-defined place and role, and there are no questions left unanswered."

KEY INDIVIDUALS According to clients, Delia Pachiu provides "the perfect combination of long-standing legal experience and diamond-clear commercial judgement."

THE FIRM This team handles many mandates for Austrian clients, covering everything from acquisitions and leasing to all manner of permits. The team recently advised The Toro Company on the development of a greenfield manufacturing facility near the city of Ploiesti. The firm's comprehensive regional coverage is a big draw for clients acting across several jurisdictions.

Sources say: "A proactive and innovative team." "Strong and commercially knowledgeable."

KEY INDIVIDUALS Ciprian Glodeanu receives praise for his prompt service and technical prowess.

Future Events 

6th June: Chambers USA General Counsel Seminar: New York

7 June 2012: Chambers USA Awards for Excellence 2012, New York




7 June 2012: Launch of Chambers USA 2012


17 September 2012: Chambers Latin America Awards for Excellence 2012, Miami


25 October 2012: Chambers Bar Awards 2012

 

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10 May 2012: Chambers Europe Awards for Excellence, Amsterdam