On July 4, 2022, CEE Legal Matters reported that Djingov Gouginski Kyutchukov & Velichkov had advised Maple Bear on its EUR 100 million investment program for the CEE region through a partnership with Vantage Capital. CEE In-House Matters spoke with Yann Bidan, General Manager at Maple Bear, to learn more about the matter.
CEEIHM: To start, tell us a bit about Maple Bear.
Bidan: Maple Bear is one of the largest and fastest-growing educational networks in the world. Maple Bear schools offer Canadian bilingual teaching methodologies and strategies utilizing Canadian and local curricula. There are currently more than 560 Maple Bear Early Childhood, Elementary, and High Schools in the world In more than 33 countries with more than 50,000 students.
In Central and Eastern Europe, we are planning to open 200 schools in 22 countries.
We currently have schools and kindergartens in Sofia, Bulgaria, Kyiv, Ukraine, Belgrade, Serbia, and Cluj Napoca, Romania and we just opened in September another kindergarten in Sofia, Bulgaria, and in Tirana, Albania. We also expect several new locations to open in 2023 in Craiova, Romania, Poland, and other countries.
CEEIHM: As reported by CEELM, you were advised by DGKV on a EUR 100 million investment program for the CEE region through a partnership with Vantage Capital. What does the program consist of specifically?
Bidan: There is increasing demand in the region for bilingual education which our schools are ideally placed to satisfy. Our franchise concept is proven with successful launches in Bulgaria, Romania, Serbia, Ukraine, and soon Albania. Now, our partnership with Vantage Capital gives us the financial firepower to achieve our ambitious growth targets: to build a school network of over 200 schools in the region.
CEEIHM: And what does the partnership entail exactly and how did it come to be?
Bidan: The investment from Vantage is split into four categories: (1) an equity investment into the regional head office to fund the recruitment of up to seventy additional team members who will strengthen the quality of the education support offered to Maple Bear School owners, teachers, and children, and help accelerate the expansion of the school network across the region; (2) the capitalization of Maple Bear Polska which plans, with the help of its local Polish shareholders, to open more than 40 schools; (3) the capitalization of Maple Bear Czech Republic which will target more than 20 schools; and (4) a real estate funding program to enable Maple Bear school owners to build large, flagship K12 schools in prime locations.
CEEIHM: What was the most complex legal aspect of the deal and what was DGKV's mandate?
Bidan: DGKV’s team was tasked with overall legal support for the transaction with Vantage Capital, including, but not only: (1) a leading role in the negotiations between the existing shareholders in Maple Bear CEE (which is the Bulgarian Maple Bear company responsible for organizing the educational network and activities in 22 countries (currently) throughout Europe) and Vantage Capital on the terms of the investment and the following relationship between them as shareholders in Maple Bear CEE; (2) the provision of advice on various Bulgarian law aspects of the investment; (3) drafting of the transaction documents, including subscription agreement and shareholders agreement, as well as attachments and schedules thereto; (4) drafting of the documents and implementation of the registration of an increase of Maple Bear CEE’s capital required for the purposes of ensuring Vantage’s participation in Maple Bear CEE, etc.
The most complex and challenging aspect of the overall investment process was finding and negotiating the balance between the interests of the existing shareholders, the new investor, and the company, while making sure that the arrangements between the parties are practical and facilitate the day-to-day operations and business of Maple Bear CEE, without hindering them with overcomplicated internal procedures and approval requirements. Also, from a purely legal perspective, the legal team had the creative task of making and adjusting the arrangements between the parties in a way that accommodates the expectations, standard practices, and concepts of involved parties from different jurisdictions, while complying with the rules and restrictions under Bulgarian law.
CEEIHM: And why did you pick them specifically as your advisors on the matter?
Bidan: We have a long-standing relationship with DGKV. We have been relying on the legal expertise of DGKV’s team on a number of other projects and deals. Thus, back in 2018, we worked with approached DGKV for assistance with the incorporation of Maple Bear CEE in Bulgaria, the negotiations related to the relationship between them and Maple Bear Global School (Canada), and the preparation of the documents governing the relationship between the shareholders in Maple Bear CEE. DGKV has been providing ongoing legal support to Maple Bear CEE on a variety of matters since then, and they were the go-to choice for the Vantage Capital investment.
