Dentons advises Uzbekistans Tourism and Entertainment Group

Tashkent—Global law firm Dentons has acted as Uzbek legal counsel to Tourism and Entertainment Group (TEG) on its combination with StageWise Strategies Corp. (“STWI”), establishing the first U.S.-traded business from Uzbekistan. The deal was structured as a share exchange transaction under which StageWise Strategies Corp., a US publicly traded company, acquired substantially all of the participatory interests in TEG SPV LLC in exchange for newly issued shares of its common stock. As part of the transaction, StageWise Strategies Corp. changed its name to TEG Overseas, Inc. with its common stock trading on the OTC Markets.
Through its subsidiaries, TEG SPV holds a portfolio of leading hospitality and exhibition assets in Uzbekistan, including Hilton Tashkent City, Wyndham Bukhara, and Central Asian Expo (CAEx), one of Central Asia’s largest exhibition and convention centers.

The transaction is a pioneering example of an Uzbek business group gaining access to the US public capital markets through a reverse acquisition. It gives international investors a new way to take part in the growth of Uzbekistan’s hospitality and MICE (meetings, incentives, conferences and exhibitions) sectors. It also creates a platform for the group to raise capital and expand its portfolio of assets in Uzbekistan.

Dentons provided comprehensive Uzbek law advice across all phases of the transaction. Tashkent-based partners Eldor Mannopov and Fayzulla Khusankhodjaev led Dentons’ legal team, with support from senior associate Sitora Sobirova, associate Saidrakhim Ibadullaev and paralegal Arlen Yuzlikaev.

Eldor Mannopov, Uzbekistan Managing Partner at Dentons, commented: “We are proud to have advised Tourism and Entertainment Group on this landmark transaction, which opens a new route for Uzbek businesses to the US capital markets. The deal brought together Uzbek corporate and competition law issues with US securities disclosure and public company requirements. It shows both the growing maturity of Uzbekistan’s corporate sector and Dentons’ ability to deliver complex, first-of-their-kind cross-border transactions in the country. We look forward to continuing to support Uzbek companies as they enter international capital markets.”

Tourism and Entertainment Group is a Tashkent-based group operating in Uzbekistan’s hospitality and MICE sectors.