Private equity and M&A market in Ukraine 2023: forced transactions and brave investors

InVenture presents the annual results of a study of the development of the private equity market, venture transactions, mergers and acquisitions M&A in Ukraine in 2023: the largest M&A transactions, forecast for the development of the M&A market, corporate investments and investment plans for 2024.

Against the backdrop of a critical drop in the investment market in the first year of the war, the overall investment picture in Ukraine in 2023 has changed somewhat.

In this material we will look at the development trends of the investment market in 2023 for the main segments of private capital:

• M&A transactions;
• transactions within the framework of privatization of state property;
• rounds for financing venture projects;
• greenfield investments and announced investment projects for 2024-2025.
• credit transactions in the private sector from international financial organizations and banks;
• investments of Ukrainian companies abroad.

1. M&A transactions in Ukraine

According to InVenture estimates, the volume of announced and completed mergers and acquisitions (M&A) transactions in Ukraine, including corporate transactions, venture transactions in the technology sector, as well as privatization transactions and sales of collateral assets at the end of 2023 amounted to $1.7 billion. Given the low publicity and transparency of transactions, we assume that the volume of the M&A market in Ukraine in 2023 was slightly higher.

Compared to 2022, the total volume of M&A transactions in 2023 increased 5 times, but is 1.5 times lower than pre-war figures ($2.7 billion in 2021).

Based on the results of 2023, it can be stated that the M&A market has somewhat revived. The number of M&A transactions in Ukraine worth more than $0.5 million in 2023 compared to 2022 also increased and amounted to 90 transactions (versus 54 transactions in 2022), but their number is still lower than in the pre-war period (120 transactions in 2021) .

TOP 20 M&A transactions in Ukraine in 2023

* InVenture database - M&A transactions in Ukraine

Among the main characteristic trends of the M&A market in 2023, the following can be identified:

1. Ukrainian IT/telecom sector and venture industry continues to demonstrate investment attractiveness even during the war. About 50% of transactions on the Ukrainian M&A market took place in this sector. The main transactions are purchases of outsourcing IT companies, as well as investment rounds to attract financing by technology companies with Ukrainian founders. In this case, investments occurred both from domestic investors and foreign venture funds.

Among the TOP 5 transactions in the technology sector, the following should be highlighted:

• The American gaming company Mythical Games bought the Ukrainian blockchain marketplace for selling skins for gamers DMarket. The transaction value is estimated in the range of $70-$100 million
• EdTech company Preply raised $70 million in equity and debt capital led by Horizon Capital with participation from Reach Capital and Hoxton Ventures
• Fintech Farm closed Series B for $22 million. The lead investor was the Nordstar venture fund, and the round itself is a combination of equity and convertible loan
• Founded by Ukrainians Daria Shapovalova and Natalia Modenova, the digital clothing marketplace DressX has attracted a new round of investment in the amount of $15 million. The following investors took part in the funding round: Greenfield, Warner Music, Slow Ventures funds, Warner Music, The Artemis Fund, Red Dao
• Horizon Capital, as part of its new fund Horizon Capital Growth Fund IV (HCGF IV), invested in the Ukrainian educational platform GoIT, the investment volume is between $10-$15 million.
• The Hypra venture fund acquired a minority stake in a large IT service company Trinetix for $10 million
  The founder of the London EuroAtlantic Group, Arnulf Damerau, according to experts, invested about $10 million in the Cosmolot online casino
• Aerospace company Firefly Aerospace, founded in 2017 by Ukrainian entrepreneur Max Polyakov, announced the closing of the third tranche of Series C investment in the amount of $300 million at a preliminary valuation of the company at $1.5 billion. Existing investors such as AE
• Industrial Partners participated in the investment round. as well as new ones, including Mitsui & Co. Considering that Firefly Aerospace does not have a direct influence on the Ukrainian economy, this transaction was not included in the general composition of M&A transactions in Ukraine.

Another major M&A transaction worth tens of millions of dollars with the Ukrainian office, which employs 1,254 specialists (slightly less than 50% of the staff of the entire company), is the acquisition by the investment company KKCG of the international IT company Avenga.

It is also worth noting that in 2023 there were also a number of consecutive transactions to purchase small IT companies from the Ukrainian inSoft.Partners and the Polish Euvic Group.

The M&A deal of the year in Ukraine in the telecommunications sector is the purchase by the investment company NJJ Capital of the Ukrainian division of Turkcell Iletisim Hizmetleri AS for $525 million. 

Another major deal in the telecom sector can be considered the purchase by Vodafone Ukraine of 90.6% of the Freenet provider for $15 million. 

2. Forced transactions for the sale of assets at stress prices due to the need to repay accounts payable, as well as, in some cases, for political reasons. These transactions are based primarily on transactions in the commercial real estate sector; there are more than 15 of them, although, given the low transparency of transactions in the real estate sector, there were significantly more of them.

Among the largest transactions it is worth highlighting:

• purchase by the investment company Concorde Capital of Igor Mazepa of PrJSC "Plant "Forge on Rybalsky" with all property and real estate from Agimant Limited of Sergei Tigipko (the value of the asset in 2018 was estimated at $300 million, this estimate was used in the calculations, although the cost of the transaction could be lower).
• purchase by Max Krippa's company Ola Fine LLC of the Parus business center from Vadim Stolar (according to experts, the value of the asset could be $170 million).
• purchase by Q Partners owner Andrey Ivanov of a 33% stake in the Ocean Plaza shopping center (Investment Union Lybid LLC) from Vasily Khmelnitsky (according to experts, the value of the asset may be $60 million).
• purchase of the Magelan shopping center as part of the auction for the sale of a pool of MR Bank assets by Korobovsky Poultry Plant LLC for $17 million. 

3. In the agricultural sector, there was some activity in the purchase of assets in the field of logistics (terminals, dry ports, elevator capacities) in order to optimize grain delivery. Agricultural enterprises with a land bank (mainly in the western and central parts of Ukraine) were also in demand among investors.

The most active player was Kernel. First of all, it is worth highlighting the purchase by Namsen Limited of Andrey Verevsky from minority shareholders (Lind Value, Kopernik Global Investors LLC, OFE PZU, Uniqua OFE, OFE NN, FRAM FIZ%, Aegon OFE, PKO BP OFE, etc.) 36% of Kernel shares for $136 million as part of the delisting of Kernel on the Warsaw Stock Exchange. 

Also in 2023, Kernel carried out a number of transactions to acquire agrological assets, and, in particular, the purchase of PJSC Ilyichevsk Oil and Fat Plant (IMZhK) for $19 million, a terminal for transshipment of sunflower oil in the port of Reni, LLC Reni-Oil for $24.75 million and storage capacity for transshipment of vegetable oils in the port of Chernomorsk for $19.4 million.

Another similar major transaction in this area can be considered the purchase of part of the logistics port assets that belonged to the GNT Group (the grain terminal of Olympex Coupe International LLC), which were in bank collateral.

There were no sales of large agricultural companies in 2023. The American SigmaBleyzer managed to sell the last assets of the AgroGeneration agricultural holding in the Kharkov region for $7.7 million at a large discount.

Another American investor, NCH quite successfully exited one of the agricultural assets by selling the company Biolan LLC to the agricultural holding LLC Volyn-Zerno-Product (TM Vilia). According to experts, the cost of this transaction could range from $10-12 million.

According to Alexey Oleynikov, managing partner of InVenture, many transactions in the agricultural sector remain non-public; in 2023 alone, InVenture closed 3 transactions for the purchase and sale of agricultural assets (among them, agricultural enterprises in the Ternopil, Poltava and Kiev regions). “In addition to interest in crop growing companies, problems with grain logistics are stimulating increased investor demand for enterprises in the field of processing agricultural products. These include, first of all, livestock breeding complexes, oil extraction plants, deep grain processing enterprises, right up to food industry enterprises,” notes Alexey Oleinikov.

4. Industrial and logistics properties were also in demand among investors in the market in 2023. Most of these transactions do not fall into the public information sphere. Thus, in 2023, InVenture supported the sale of a large commercial plot of 100 hectares, as well as an industrial complex of 20,000 sq.m. in Western Ukraine. According to InVenture, there are more than a dozen similar deals in the market valued from $1 to $10 million.

According to Alexey Oleinikov, transactions in this real estate segment occur due to the demand for the relocation of production facilities from front-line zones, as well as the purchase of real estate for the placement of new technological lines and the repurposing of the activities of old factories, which have a complex of premises, land and communications. In this context, many owners of large production sites are taking the path of creating industrial parks on their basis. In 2023, about 30 units were created, while 13 of them were officially registered in the unified register of industrial (industrial) parks.

2. Privatization

Privatization in 2023 brought Ukraine an economic effect of UAH 3.83 billion. This is income from the sale of government assets.

In the field of privatization of state property in Ukraine, 2023 will be remembered for the following transactions:

• Purchase of 100% of the authorized capital of Lviv Jewelry Factory JSC by GDC Ukraine LLC for $5 million
• Purchase of 100% of the authorized capital of the Volyntorf Group of Companies by Agrobiostandart LLC for $6 million
• Purchase of 100% of the Strutinsky distillery in the Lviv region by Dweilins Opti LLC for $3.5 million
• Purchase of 100% of the authorized capital of the Rovnotorf Group of Companies by Land Grow LLC for $5.5 million
• Purchase of the Ust-Dunaisk seaport by Elixir Ukraine LLC for $5.5 million
• Purchase of the Belgorod-Dniester sea trade port by Ukrdoninvest LLC for $6 million
• Purchase of the entire property complex of the State Enterprise "Ukroboronresursy" by Epicenter K for $5.7 million

A mega deal in the public sector can be considered the purchase by DTEK for $350 million of the right to a 20-year special permit for geological exploration with pilot development and subsequent production at the Mayorovskaya area in the Poltava region. This transaction was not included in the general composition of M&A transactions in Ukraine.

3. Greenfield investments

Many investors have announced preparations for the implementation of greenfield projects in Ukraine, without waiting for the end of the war. For some, these are forced decisions related to changes in business conditions, and, in particular, with the relocation of production facilities. Some investors have begun to launch design and construction work in anticipation of the end of the war in the coming years. It is noteworthy that most of the new projects being implemented are related to companies with foreign capital.

Major greenfield investments in Ukraine in 2023

• DTEK launched the first stage of the Tiligul wind farm with a capacity of 114 MW in the Nikolaev region and is resuming construction of the second stage with a budget of $450 million
• Irish Kingspan Group will invest more than $280 million in a project in Ukraine
• The German Bayer AG began construction of a Monsanto plant in the village. Pochuyki (Popelnyansky district, Zhytomyr region) for the production of corn seeds for EUR60 million
• Nestlé began construction of a new vermicelli factory in the Volyn region for $45 million
• Philip Morris will build a new production facility in the Lviv region for more than $30 million
• The EBRD will invest $24.5 million and will become the owner of a 35% share in the joint project with Dragon Capital of the modern multifunctional industrial park M10 Lviv Industrial Park
• The Howard G. Buffett Foundation, together with partners, built a dry port with a storage capacity of 30 thousand tons on the border of Ukraine with Hungary
• The Horonda Platform dry port project in Transcarpathia attracts investors from Italy
• Germany approved the creation of a joint venture between Rheinmetall and Ukroboronprom
• Igor Mazepa's Concorde Capital invested UAH 200 million in the O.Krasa cottage community in Irpen
• Epicenter will invest in the opening of two shopping centers with rental galleries in the Kyiv region in 2024
• Austrian Kronospan invested €20 million in a logistics complex near Kyiv
• Investors from Lebanon and Jordan invested $15 million in cattle producer MP Agrotrading House
• Kernel will build by the end of 2023 a new transshipment terminal "Development Reni Terminal" in the seaport "Reni" (Odessa region) for $10 million
• The Danish manufacturer of roof windows Velux launched its production in Uzhgorod
• Unilever will invest €20 million in a new factory in the Kyiv region and will begin construction in 2024
• The first prosthetics and rehabilitation center Superhumans was opened not far from Lviv; investments in the 1st stage amounted to $3 million
• Manufacturer of fittings for windows and doors AXOR Industry invested $10 million in an enterprise in Dnepr
• The world leader in the production and rental of furniture, the American HOME ESSENTIALS & BEYOND will invest up to $6 million in furniture production in the Ternopil region in 2023
• The Dobrobut medical network opened a new clinic on the left bank of Kyiv for $20 million
• Astarta resumes the project to build a soybean processing line with $60 million investments
• BGV Group Management of Gennady Butkevich invested more than $100 million in mining projects
• The Time investment group invested more than UAH 100 million in the construction of a millet processing plant in the Cherkasy region, and a plant for processing corn into cereal and flour - UAH 180 million.
• OKKO will begin investing $120 million in an agro-processing plant and $200 million in a renewable energy project as early as 2023

4. Investment plans and projects for 2024-2025

In addition to investment projects that are already underway in 2023, a large number of investors have announced their rather ambitious investment plans for the coming years.

• Turkish drone manufacturer Bayraktar will invest $100 million in three Ukrainian projects
• The Turkish Big Construction contractor Onur Group plans to invest $500 million in Ukraine
• EFI Group of Igor Liski will build a new Feednova plant in the Cherkasy region for $25 million
• Sergei Tigipko's TAS will invest $30-40 million in production and a land bank in Ukraine in 2024
• Triosan Holding will invest €70 million in the first geothermal energy greenhouse complex in Ukraine
• In the Dnepropetrovsk region, Biosphere is investing $20 million in tea production, and Interpipe is implementing three projects
• NEQSOL Holding Ukraine continues to increase capital investments in the Ukrainian economy
• Madoqua Renewables intends to invest 900 million euros and build a waste treatment plant in Ternopil
• Swedish Ingrid Capacity plans to invest in the development of energy storage technologies in Ukraine
• Terwin Corporation, co-owner of EVA and Varus, has attracted investment for a project worth up to $1 billion
• EVA intends to invest UAH 1.3 billion in the development of logistics in 2024
• Holtec International and Energoatom will launch production of containers for spent nuclear fuel in Ukraine
• Polish Laude transferred its logistics business from Russia to Ukraine worth €100 million and plans more investments
• German MB-Holding invests in the production of herbal medicines and the reconstruction of the National Cancer Institute
• German building materials manufacturer Fixit will receive investment insurance and a €12 million loan for a new plant in Ukraine
• Canadian Black Iron expects government support for the implementation of the Shimanovsky iron ore project for $816 million
• A new industrial park Volia Agri-Food Park Vinnytsia will be built in Vinnytsia
• Ryanair, in addition to $3 billion investment in its aircraft fleet, will build a $500 million maintenance infrastructure in Ukraine
• Australian European Lithium wants to invest $1 billion in lithium mining in Ukraine
• Chumak intends to build tomato paste production in the Odessa region
• A mineral water plant will be built in Truskavets according to a German project for $35 million
• Billionaire and head of the Australian investment company Tattarang Andrew Forrest will invest $500 million in Ukraine
• Veon plans to invest $600 million in Kyivstar infrastructure
• A large producer of cereals and flakes, Terra, will build a plant in western Ukraine for $20 million
• GC Carpathian Mineral Waters will build a plant in the Lviv region
• Turkish Onur Group will invest $50 million in graphite mining in Ukraine
• Two Westinghouse reactors will be built in Ukraine for $5 billion each
• A building materials plant will be built in the Ternopil region for €15 million
• John Mazarakis and Chicago Atlantic with assets of $2 billion are preparing to invest up to $250 million in Ukraine

5. Fundraising

The topic of fundraising to restore the Ukrainian economy after the war, as well as financing Ukrainian companies, is currently being actively raised throughout the entire period of the great war. Certain initiatives have already been launched and are being worked on, and there are also confirmed successes, in particular regarding the private equity fund Horizon Capital.

• Horizon Capital fund raised $298 million for investments in Ukraine
• EU for Ukraine Fund approves €25 million investment for Horizon Capital Growth Fund IV
• The EIB has created a new Ukraine Trust Fund with a capital of 400 million to help Ukraine
• BlackRock and JPMorgan will soon present the creation of a fund for the restoration of Ukraine

6. Corporate loans

Loans from international financial organizations are almost the only source of access to large capital ($10 million+) for private companies in Ukraine in times of war. As a rule, such loans with rates (7-9% per annum in foreign currency) are not available to many; the borrower’s requirements can only be satisfied by companies that have high turnover and profitability, a positive reputation in the market, a transparent ownership structure, maintain international financial reporting and undergo audits Big Four companies.

The EBRD remains the most active lender to Ukrainian large businesses. In 2023, the EBRD approved a resolution to increase the bank's capital by €4 billion, bringing it to €34 billion. Thanks to this, the EBRD will continue its annual wartime investment in Ukraine of about €1.5 billion, and will also increase its support to € 3 billion annually after the start of recovery. Since Russia's invasion of Ukraine in February 2022, the EBRD has already committed more than €3 billion to Ukraine

The largest loans among Ukrainian companies in 2023

• IFC, EBRD and DFC will provide MHP with a $480 million loan for debt refinancing and modernization
• The EBRD will provide a €22.7 million loan to Ukrposhta for the purchase of 5,000 electric bicycles and 350 trucks 
• Danish investment fund EIFO will allocate €27 million to Nibulon for the construction of an elevator and mill
• Oschadbank provided Astarte with $60 million for a soybean production plant in the Poltava region
• PSG Kovalska takes out a loan of €27 million from the Dutch Invest International for the construction of a plant in the Lviv region
• The EBRD provides a guarantee of €25 million to Kredobank to increase financing by €100 million
• The EBRD allocates €9.6 million to the Ukrainian Agrosem for the construction of a grain complex near Poland
• Ukreximbank received a loan of €50 million from the EBRD
• Agricultural company IMC signed a loan agreement with the EBRD for $10 million
• The EBRD provides $30 million in financing to the Ukrainian agricultural holding Astarta
• EBRD allocates €200 million to Ukrzaliznytsia to modernize communications with the EU
• Ice cream manufacturer Three Bears attracted a loan for UAH 210 million. from Raiffeisen Bank
• Sanitary ware manufacturer Cersanit received a €42 million loan from the EBRD for development in Ukraine and Poland
• EBRD will allocate $100 million to MHP
• American DFC announced investments in Horizon Capital, Dobrobut and other companies

7. Corporate bonds

There are also several successful large transactions on the Ukrainian corporate bond market:

• Nova Poshta placed the third issue of bonds for UAH 800 million
• The Winetime gastromarket chain issued debut bonds in the amount of UAH 400 million
• NovaPay Credit placed three bond issues of UAH 100 million each at 20% per annum

8. Investments of Ukrainian business abroad

During the war, many Ukrainian companies began to more actively consider the possibilities of diversifying investments, transferring business assets abroad, opening representative offices, or scaling a successful model in international markets.

Alexey Oleynikov notes that not many Ukrainian businessmen during this time managed to “catch on” to the European market and find their niche due to high competition in foreign markets, the difficulty of finding investment-attractive assets, as well as restrictions on the withdrawal of capital from Ukraine. As a result, having spent time and financial resources on market analytics and searching for business opportunities, Ukrainian businessmen, disappointed, returned to Ukraine and focused on the domestic market.

At the same time, we present a number of successful cases of Ukrainian companies that started in 2022-2023 and today continue their activities and expansion in foreign markets:

• The Ukrainian agricultural holding MHP and the Saudi Desert Hills Veterinary Services Company Limited (Tanmiah Food Company) are creating a 45% by 55% joint venture to invest over $50 million in poultry farming in Saudi Arabia
• Epicenter and Paravita Holding Limited will invest EUR10 million in the Polish INTERSPORT Polska. As part of the investment agreement concluded with Epicenter K and the Cypriot Paravita Holding Limited (Nicosia), co-founder of Epicenter K LLC (Kyiv) Galina Gerega became the indirect owner of 51.3% of Intersport Polska S.A.
• Ukrainian Kormotech will invest €60 million in expanding production facilities in Lithuania. The manufacturer of cat and dog food will build four production lines, which will be put into operation during 2025–2028
• The former head of Ukroboronprom and his partners launched the production of paving stones in the USA worth $15 million
• Textile-Contact buys a plant in Poland and modernizes a factory in Chernigov for $1.4 million
• Metinvest will invest in the development of a logistics center in Poland
• Metinvest plans to build a plant in Italy to load the company’s Ukrainian capacities with pellets
• Novaya Posta will create a company to manage its European business and invest €10 million in foreign branches
• Farmak bought marketing pharmaceutical companies in the Czech Republic and Slovakia
• Ukrainian all-terrain vehicle manufacturer Sherpa opens a plant in Turkey
• Yuria Pharm bought a company in Uzbekistan using a €10 million loan from the EBRD
• Cyprus T.A.S. Overseas Investments Limited from the TAS group of Sergei Tigipko will receive 40% in the Austrian TransAnt GmbH (Linz) - a joint venture created by the Austrian ÖBB Rail Cargo Group and voestalpine Stahl GmbH for the production of innovative and cost-effective railway freight cars
• The Ukrainian group UPG acquired a terminal for storage and transshipment of petroleum products in Poland

Conclusions and forecasts

As we see, during the 2 years of the great war, many Ukrainian companies managed not only to survive, optimize and adapt to the new realities of doing business, but also to build investment plans, absorb investments, and conclude new M&A deals.

To a greater extent, the opportunity to have some conversations about investments in the country exists thanks to the Armed Forces of Ukraine and the support of the West in financing the country’s budget and military assistance; further prospects for the development of the investment market and the economy as a whole will depend on them and on the position and actions of every Ukrainian . The situation for investors remains difficult to predict; wartime uncertainty creates both enormous opportunities for capital growth and the risk of its loss.