SK&S advised the Iliad Group on a transaction involving the sale of Play mobile’s network of passive infrastructure to the Spanish company Cellnex

Sołtysiński Kawecki & Szlęzak provided comprehensive advice to the Iliad Group and the companies in the group, Play Communications S.A. and P4 sp. z o.o., on a sale transaction covering the sale of Play mobile network’s passive infrastructure to the Spanish company Cellnex with a value nearing PLN 7 billion.

On 31 March 2021, in performance of previously concluded agreements and upon fulfillment of suspensive conditions, P4 entered into a final sale agreement with Warsaw-based On Tower Poland sp. z o.o. of a 60% shareholding owned by Cellnex Poland sp. z o.o. in Warsaw (owned by Cellnex Telecom) and a 40% shareholding owned by Iliad Purple S.A.S. (a member of the Iliad group). Under this agreement, P4 sold its infrastructure division to On Tower Poland sp. z o.o. (consisting primarily of approximately 7 thousand telecommunications towers) which was part of the business operations of P4 consisting of the management and commercialization of its independent passive infrastructure.

The sale price was agreed at PLN 6.7 billion. Concurrently, P4 entered into long-term servicing agreements with On Tower Poland sp. z o.o.

The Iliad Group provides telecommunications services in France (under the Free Mobile brand), in Italy, Ireland (Eircom), and Switzerland (Salt Mobile). Since November 2020, the Iliad Group has been the owner of Play Communications S.A. SK&S was also the law firm to advise the Iliad Group on that transaction.

Play Communications S.A. is the owner of P4, the company which operates Play mobile. Play is the largest mobile telephony operator in Poland. It serves 12.9 million customers.

Cellnex Telecom is a Spanish company which provides infrastructure for mobile telecommunications in nine European countries (Spain, Great Britain, France, Italy, the Netherlands, Switzerland, Ireland, and Portugal).

This transaction is precedent-setting, being the first fully-executed transaction of this type and size in Poland.

SK&S advised its clients on all aspects of the transaction.

The team of lawyers who worked on the transaction was led by Partner Marcin Olechowski J.D., and Partner Andrzej Motyka. The multidisciplinary team included: Karol Skibniewski (Senior Associate), (M&A); Anna Bartosiewicz, Associate (M&A); Bartłomiej Dębski, Senior Associate (real estate); and Witold Kurek, Senior Counsel (finance). Partner Sławomir Łuczak and Magdalena Polak, Associate represented the tax department and advised on tax matters. Partner Krzysztof Kanton and Marta Kupczak-Strzelecka, Senior Counsel, provided antimonopoly and regulatory advice from the antimonopoly and telecommunications law practice. Partner Agnieszka Fedor advised on the labour law aspects of the transaction.

During the execution of the transaction, SK&S remained in close cooperation with the lawyers of the French law firm Bredin Prat who advised the Iliad Group.