Capital Markets, Securities, M&A

Overview

We are a LEGAL 500 EMEA recognised tier-3 leading M&A, Capital Markets, and Securities law firm in Romania for global investors.

As your strategic partner in Bucharest, the country's vibrant financial capital, Mararu & Mararu SCA navigates complex M&A, capital markets, and securities transactions in Romania, leveraging deep expertise to secure deals, mitigate risks, and capitalize on trends like energy privatization and tech growth for international clients.

Representative Work

• Prepared FDI privatization qualification bids for energy and industrial companies, achieving significant tax savings and regulatory approvals.
• Provided tender documentation review, due diligence and bid support for a Canadian investment bank's USD 266 million privatization bid in Romania's copper mining sector.
• Uncovered undisclosed liabilities during due diligence for a tech startup merger, ensuring IPR protection and government incentives.
• Advised on strategic terms to avoid hostile takeovers using shareholder agreements in cross-border acquisitions.
• Negotiated currency fluctuation protections in an energy company sale, complying with EU environmental laws.
• Supported BVB listing compliance and IPO advisory for clients in media and technology sectors.
• Avoiding a hostile takeover by strategically using shareholder agreements and preemptive rights.
• Our law firm secured successful court rulings in one of the top Financial Investments Company case, listed on the Bucharest Stock Exchange, in Romania’s biggest securities lawsuit involving over 7M shareholders and over 17M Euro share capital increase issue against shareholder’s complaint.
• Mararu & Mararu conducted and coordinated a series of over 80 corporate, commercial, administrative and tax lawsuits pertaining to an industrial and property dispute over one of Romania's biggest  chemical and fertilizers plants.
• Our law firm had advised a g Spanish renewables R&D companies upon a strategic consulting and advisory joint-venture with the Energy Research and Modernization Institute (ICEMENERG), a branch of National Company Transelectrica SA, a multimillion Euro green energy deal for research, development and production, by major Spanish green energy companies such as Gesmad International, Avente Genera, and Red Electrica International, implicating promotion of energy services and of the ESCO type companies to increase the energy efficiency in industry, information, promotion, transfer of the best practices of encouragement of RES in public buildings and residences, monitoring the RES impact on safety in supply, environment protection, economic increase, competitiveness and employment, monitoring of impact of small capacity RES systems on safety in supply, economic increase, competitiveness and employment protection, elaboration of an information guide for companies, authorities and the public with the best success practices in using small capacity RES systems, improving energy efficiency and the rational use of energy on the regular monitoring of market development basis through labs for households appliances check testing, as well as biomass utilization in Romania..

Capital Markets, Securities and M&A Dedicated Legal Services

• Mergers and Acquisitions: Facilitating entity combinations, asset purchases, and cross-border deals, including antitrust approvals and negotiation for optimal terms in Romania's surging M&A market.
• Corporate Restructuring and Spin-Offs: Advising on reorganizations to enhance efficiency, tax savings, and operational agility, addressing post-COVID recovery and digital transformation needs.
• Due Diligence for M&A and Privatization: Performing in-depth reviews to uncover liabilities, assess values, and ensure compliance in privatizations, especially in energy and mineral resources sectors.
• Privatization Strategy and Negotiation: Guiding through Romania's privatization processes, structuring bids for state-owned assets in infrastructure, IT&C, and industrial brownfields.
• Joint Ventures and Strategic Alliances: Designing partnerships for market access and shared risks, incorporating protections under Romania's BITs with over 80 countries.
• Capital Markets Listings and IPOs: Counseling on Bucharest Stock Exchange (BVB) listings, initial public offerings, and secondary offerings, navigating ASF regulations for emerging market opportunities.
• Securities Offerings and Compliance: Handling bond issuances, equity finance, and regulatory filings, ensuring adherence to EU MiFID II and local securities laws amid ESG reporting trends.
• Private Equity and Venture Capital: Supporting investments in startups and growth-stage firms, focusing on Romania's tech and renewable energy booms with deal structuring and exit strategies.
• Antitrust and Competition Clearance: Obtaining approvals from Romania's Competition Council for large-scale transactions, mitigating risks in concentrated sectors like telecom and manufacturing.
• Post-Merger Integration: Providing legal support for seamless operational mergers, including employment transfers and IP consolidation in domestic and cross-border contexts.
• Energy and Commodities Market Entry: Assisting with ANRE licensing for energy trading, hedging on Bucharest Commodities Exchange, and compliance in Romania's transitioning energy sector.
• Cross-Border Investment Protection: Advising on FDI under double taxation treaties with USA, UK, and others, safeguarding against regulatory and currency risks.