• Share
  • Email
  • Print

Michał Pawłowski

Partner
+48.22.653.4277
Fax +48.22.653.4250

Michał Pawłowski is a Warsaw based advocate and partner of K&L Gates.

He is an experienced transactional lawyer specializing in capital markets, corporate and securities law. He also deals with financial regulatory and corporate governance issues. He advises clients on transactions involving public offerings of shares (primary and secondary), bond issue programs, withdrawing companies from the stock market (P2P) and mergers and acquisitions. Michał Pawłowski has advised on a number of pioneering transactions on the Polish market. He recently advised on the public offerings of the Wittchen, X-Trade Brokers, InPost, Enter Air and Pekabex companies.

Michał Pawłowski advised in the largest transaction on the Polish financial market (worth over EUR 4 billion) – the acquisition of BZ WBK, a Polish bank listed on the WSE, by Banco Santander, a leading Spanish financial group, and in the merger of BZ WBK and Kredyt Bank. He also advised on a number of securities offerings of Polish and foreign issuers and mergers and acquisitions, including sizeable cross-boarder projects.

Professional Background

Prior to joining K&L Gates, Michał Pawłowski practiced at the Warsaw office of a London based international law firm, heading its Capital Markets Practice in CEE. Previously he worked at the Warsaw offices of other international law firms, where he co-created and coordinated the capital markets team.

Achievements

  • Chambers & Partners Global 2017: Equity Capital Markets (Band 3); Corporate/M&A (Band 4)

    Michał Pawłowski comes highly commended by interviewees. "He is very charismatic and eloquent. He is able to make clever suggestions and find innovative solutions when need be" a client enthuses. Another source says: "I find him very focused, and always open to a new challenge. He works very quickly and is always straight to the point".

    Sources describe Michał Pawłowski as "a team leader, always up to date and ready to provide answers and solutions when needed" and also highlight his "high commercial awareness and pro-business attitude". He has strong expertise in corporate governance.
  • Chambers & Partners Europe 2017: Equity Capital Markets (Band 3); Corporate/M&A (Band 4)
  • The Legal 500 Europe, Middle East and Africa, Capital Markets, Equity - Poland: 2017 (Tier 2)
  • IFLR 1000 2016: Equity Capital Markets, Debt Capital Markets (leading lawyer)
  • Advising PZU S.A., the biggest insurance company in Poland on its acquisition (via a closed-end investment fund vehicle) of 100% of shares in a Polish listed company Armatura Kraków S.A. (in the tender offer for all shares) and delisting of the company.
  • Advising Banco Santander on the acquisition of 70.36% of Bank Zachodni WBK S.A. (BZ WBK) from Allied Irish Banks (AIB), for approximately EUR 2.9 billion (PLN 11.67 billion). The acquisition was carried out through a public tender for 100% of the shares of BZ WBK. Banco Santander also acquired AIB's 50% share of BZ WBK Asset Management for EUR 150 million. BZ WBK owned the other 50% stake.
  • Advising Banco Santander (the controlling shareholder of Bank Zachodni WBK S.A.) in negotiations with KBC (the controlling shareholder of Kredyt Bank S.A.) related to the merger of Bank Zachodni WBK S.A. and Kredyt Bank S.A. The scope of the services included preparation of transaction documents, conducting a due diligence review, as well as negotiation of the said documents, followed by the execution of the investment agreement on 27 February 2012. The merger was registered on 4 January 2013. The total pro forma value of the bank was PLN 20.8 billion (EUR 5 billion).
  • Advising Wola Info, an IT company listed on the Warsaw Stock Exchange, on a multi-million strategic investment by Devoteam. The advice included the preparation and negotiation of investment agreements, advising on the requirements of the capital markets, conducting a tender offer for shares and delisting of the company.
  • Travel industry company - advisory in connection with the initial public offering and admission to trading of the company’s shares on the main market of the WSE. Advice includes supporting the company in carrying out its information duties as well as advising on corporate governance regulations (ongoing project).
  • Venture capital fund - advisory in connection with the initial public offering and the admission to trading of the Company’s shares on the parallel market of the WSE.  Advice includes supporting the company in carrying out its information duties as well as advice in the field of corporate governance (ongoing project).
  • Manufacturer of telecommunications equipment - advisory in connection with the initial public offering and admission to trading on the WSE main market of the company's shares. Advice includes supporting the company in carrying out information duties as well as advising on corporate governance (ongoing project).
  • Wittchen S.A. - advising in connection with the initial public offering of shares on the Polish market and their admission to trading on the WSE of approx. PLN 60m, including due diligence of the issuer and preparation of the prospectus as well as advice on corporate governance.
  • IPOPEMA Securities S.A., Bank Zachodni WBK S.A. - advising in connection with the public offering of the shares of Enter Air S.A. on the Polish market and their admission to trading on the WSE worth PLN 98m, including due diligence of the issuer and preparation of the issuing prospectus as well as advice on corporate governance.
  • IPOPEMA Securities S.A., WOOD & Company Financial Services a.s., S.A., Oddział w Polsce i Biuro Maklerskie Alior Bank S.A. - advising in connection with the initial public offering of shares in InPost S.A. on the Polish market and their admission to trading on the WSE, worth PLN 125m, including due diligence of the issuer and preparation of the prospectus as well as advice on corporate governance.
  • Mining company - advising on the initial public offering and admission to trading on the WSE main market of the company's shares. Advice includes supporting the company in carrying out its information duties as well as advising on the regulation of corporate governance. (project suspended).
  • Boiler manufacturer - advice in connection with the initial public offering and admission to trading on the main market of the WSE of the company’s shares. Advice includes supporting the company in carrying out its information duties as well as advising on corporate governance. (project suspended).
  • Dom Maklerski X-Trade Brokers S.A. - advising on the initial public offering of the shares of the company on the Polish market and their admission to trading on the WSE including due diligence of the issuer's subsidiaries in several jurisdictions.
  • i2 Development S.A. - advice in connection with the initial public offering of shares on the Polish market and their admission to trading on the WSE, including due diligence of the issuer and preparation of the emission prospectus as well as advice on corporate governance.
  • Poznańska Korporacja Budowlana Pekabex S.A. - advising on the initial public offering of shares on the Polish market and their admission to trading on the Warsaw Stock Exchange worth PLN 74m, including due diligence of the issuer and preparation of the emission prospectus as well as advice on corporate governance.
  • Grupa LOTOS S.A. - advising the company in connection with the original public offering and the introduction to trading on the WSE.
  • PGE Energia Odnawialna S.A. - advisory in connection with the acquisition of shares in the non-prospective increase of the share capital of Bank Ochrony Środowiska S.A.
  • Advice for Warimpex AG, one of the leading Austrian real estate companies, in connection with the secondary public offering of shares in 2010 and their admission to trading on the WSE and the Vienna Stock Exchange, worth several million euros (dual listing) as well as advice on corporate governance regulations.
  • Advice to Warimpex AG, one of Austria's leading real estate companies, about the structuring of a share-related transaction of approximately EUR 30m and their admission to trading on the WSE and the Vienna Stock Exchange, including regulatory compliance advice regarding the prospectus.
  • Polnord S.A. - advising on the secondary public offering of shares on the Polish market and their admission to trading on the WSE with a planned value of approximately PLN 50m, covering, inter alia, due diligence of the issuer, an analysis of hitherto rules of corporate governance regulations and support in the performance of information obligations.
  • Development company belonging to one of the largest Polish banks - advisory in connection with the initial public offering of shares on the Polish market and their admission to trading on the WSE. Due diligence of the issuer and preparation of the prospectus, as well as advice on corporate governance (suspended project).
  • Dom Maklerski BZ WBK S.A - advising the client Dom Maklerski BZ WBK S.A country lead manager and the offer and Bank Zachodni WBK S.A. - financial advisor on the initial public offering and placing on the market of Agroton Public Limited, the fourth largest Ukrainian producer of agricultural products, on the WSE's main market (valued at over USD 50 m).
  • Advice for one of the leading Polish investment banks - the lead manager and offeror in connection with the initial public offering and the admission to trading on the WSE main market of the shares of a food company. Advice included supporting the company in carrying out information duties as well as advising on corporate governance. (Project suspended for market reasons).
  • Polish company operating on the non-bank loans market - advising a Polish company operating on the non-bank loans market in the process of preparation for the initial public offering and bonds issue, including review of corporate financial documents, presentation of corporate governance recommendations and preparation of a feasibility study.
  • Interfoam Holding AS - advising on the initial public offering and introduction of shares in the Estonian holding company Interfoam Holding AS, a leading Ukrainian producer of polyurethane foam, on the WSE main market. The prospectus of Interfoam Holding AS was approved by the Estonian Financial Supervisory Authority in November 2011 (project suspended for market reasons).