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References

We advised the buyers in a share transaction of Kiinteistömaailma Ltd., September 2019

We acted as legal advisor for Risto Kyhälä, Arto Martonen, Kenneth Kaarnimo ja Merasco Real Estate when they acquired all shares of Kiinteistömaailma Ltd. from Danske Bank via a company in their ownership.

When measured by the number of business transactions, Kiinteistömaailma is the largest real estate brokerage chain in Finland. Kiinteistömaailma employs almost 700 professionals in over 100 real estate agencies around the country. As a result of this transaction, Kiinteistömaailma will have a team of owners consisting of real estate brokerage and business digitalization professionals and experienced entrepreneurs committed to developing the company and building its future growth.

We advised Koja Group Ltd. in a corporate acquisition, May 2019

We advised Koja Group Ltd. as it acquired all the shares of the Chiller Oy group, provider of heating, cooling and energy solutions. After the transaction, the Chiller Oy group will continue as an independent subsidiary of Koja Group Ltd. and the employment relationships will remain unchanged. Chiller Oy has numerous subsidiaries in Finland, Sweden and Norway, as well as some minority shareholdings.

Two strong Finnish HVAC companies have joined forces in the transaction. Chiller is known for its expertise in cooling, and its expertise in comprehensive solutions for Nordic conditions is one of its core competencies. The need for and significance of cooling is growing globally. The energy-efficient solutions and systems of Chiller and Koja are seen as international exports which help reduce the carbon footprint.

We acted as Revenio Group Corporation’s legal advisor in its acquisition of the CenterVue Group from Italy and the USA, April 2019

Revenio Group Corporation signed, on 13 April 2019, an agreement on the purchase of all shares of the Italian CenterVue SpA for an enterprise value (EV) of MEUR 59. The acquisition supports Revenio’s goal of strengthening its position as the global market leader in devices for the diagnostics and monitoring of the eye, and glaucoma in particular. The Italian CenterVue is a leading supplier of ophthalmic devices and its products complement Revenio’s product portfolio.

 

The acquisition was completed on 30 April 2019. The product development centre of CenterVue’s optical products and software will remain in Italy also in future. Correspondingly, Revenio’s product development centre focusing on products and software related to tonometry will remain in Finland.

We acted as Viria’s legal advisor in its acquisition of Spellpoint Oy, February 2019

We acted as a legal advisor in a corporate acquisition where Viria, a provider of information and security technology, acquired 100% of Spellpoint Group Oy’s share capital from its private shareholders. Spellpoint Group Ltd is the sole owner of Spellpoint Oy, which specialises in providing identity and access management services. Viria offers its clients comprehensive security, providing protection against threats from both networks and the physical world. The acquisition of Spellpoint complements Viria’s range of services and strengthens its total security offering in the key area of cyber security.

We advised POP Pankki in the acquisition of a new core banking system and the sale of Samlink’s shares, January 2019 

We acted as the POP Pankki group’s legal advisor in its acquisition of a new core banking system and the related sale of the Samlink shareholding. The T24 software by Temenos was selected as the new system. The US-based company Cognizant, which is one of the world’s leading digital service providers, will purchase Samlink’s shares and is responsible for the system delivery.

The system delivery contract was signed on 23 January 2019. As a part of the arrangement, Cognizant will purchase 100 per cent of Samlink's shares. The share transaction still requires the approval of the Ministry of Economic Affairs and Employment of Finland and a review by the Financial Supervisory Authorities of Finland and Sweden.

The parties involved in the overall arrangement, POP Pankki, Oma Säästöpankki and the the Savings Banks Group, are implementing this modernisation of their core banking systems in cooperation, with the aim of efficiently improving their digital services.

The system project supports POP Pankki’s strategic aim of responding to the major changes in the financial sector as well as to customer expectations by developing its services and customer experiences through digitalisation.

We advised Enersense International Oyj in a corporate transaction, October 2018

Eversheds Sutherland acted as the Buyer’s adviser in a corporate transaction where Enersense International Oyj acquired the entire share capital of a company by the name of Värväämö Oy. Värväämö Oy’s entire share capital was transferred to Enersense International Oyj on 31 October 2018. The Sellers in the corporate transaction were nine Finnish private individuals. Värväämö Oy’s key personnel continue in the Company’s employ in accordance with the terms of the transaction.

The present transaction supports Enersense International’s growth strategy and the Company’s Resources business unit is rapidly expanding its client base and market areas in Finland, especially in the construction industry. Värväämö currently has offices in Helsinki, Oulu, Tampere and Turku. The acquired Company’s business activities will continue under the Värväämö brand.

We advised Viria Group in its sale of AB Sappa, October 2018

We acted as legal adviser of security and IT group Viria when it sold the Swedish TV and broadband operator AB Sappa to investors. The new principal owner of AB Sappa is the Swedish AB Pamica.

According to Viria’s CEO Mika Vihervuori, the sale of Sappa supports Viria’s strategy of focussing on security, data management and software development solutions. Sappa has been a part of Viria since 2015 and will now have a new owner concentrating on its sector. Viria aims to invest the assets from the sale in company acquisitions supporting its strategy.

We advised Koiviston Auto Group in its acquisition of OnniBus.com Oy, October 2018

We represented Koiviston Auto Group in its acquisition of OnniBus.com Oy’s entire share capital. The sellers in the transaction were Souter Investments and Onni.Bus.com’s founding members Lauri Helke and Petteri Rantala.

Koiviston Auto Group is the largest bus operating company in Finland and the acquisition of OnniBus supports Koiviston Auto’s strategy to grow through company acquisitions. The OnniBus brand is maintained after the acquisition and key personnel will remain in the service of OnniBus and Koiviston Auto Group. OnniBus has been a significant innovator in its field in Finland and Koiviston Auto Group is expecting to gain new know-how in marketing, online ticket sales and dynamic pricing. From the customer perspective there will be no changes in the practices of OnniBus.

Eversheds Sutherland supporting the growth of Tietokeskus, August 2018

We have acted as legal advisor for Tietokeskus when it acquired two IT companies in Pirkanmaa, Finland: Tamico Oy and Suomen IT-Infra Oy. Following the acquisition, over 50 professionals will transfer to Tietokeskus. The combined turnover of Tamico and Suomen IT-Infra was EUR 7.1 million in 2017.

Tietokeskus aims to provide increasingly versatile services and to be the largest company that offers IT services for the SME sector in Pirkanmaa. After the acquisition of Tamico and IT-Infra, Tietokeskus has over 70 specialists in Pirkanmaa. Altogether, the company employs 300 professionals in eleven cities in Finland.

We acted as advisor for Administer Oy in share transaction, June 2018

We acted as legal advisor for Administer Oy when the company acquired all shares of Silta Oy from Sentica’s equity fund and the company’s executive management. Simultaneously with the acquisition, we assisted Administer and its shareholders in a transaction in which Bocap SMEs II GPO Oy made an investment in Administer Oy.

With the acquisition of Silta Oy, Administer strengthens its expertise in payroll and HR services, and it will be the biggest payroll service company in Finland. Silta’s management and approximately 270 employees will continue in their current functions.

Founded in 2001, Silta Oy has operations in four locations in Finland and a subsidiary in Tallinn, Estonia. Administer Group, which offers financial management services, had net sales of EUR 20 million in 2017, and the Group employs 400 people. Following the acquisition, the combined net sales will increase to approximately EUR 50 million and the number of personnel to nearly 700.

We represented ITaito in share transaction, June 2018

We represented the shareholders of ITaito Oy in a transaction in which all shares of ITaito Oy were sold to Dustin Finland Oy, a subsidiary of the Swedish listed company Dustin Group.

ITaito provides IT services especially to the SME sector. It was established in 2008, and its services cover change management and cloud services as well as data backups and datacenters. Currently the company has 26 employees. Dustin is one of the leading retailers providing IT products and IT-related services and solutions. Through the acquisition, Dustin will strengthen its position in Finland, especially in the SME sector.

We represented Digitalist Group in a corporate transaction, June 2018

We represented the buyer in a corporate transaction in which Digitalist Group Plc acquired Grow Holding AB and its subsidiaries in Sweden, Norway and Finland through a share exchange.

Through the transaction, the Swedish Grow Holding AB (“Grow”) becomes part of Digitalist Group. In connection with the transaction, Digitalist Group acquired from other shareholders such shares of Grow Nine AB which are not owned by Grow Group. With the transaction, Digitalist Group will expand its operations in Sweden to strengthen its possibilities of creating and providing comprehensive innovation, design and technology solutions.

Grow is a Swedish company which has since 2004 provided strategy, design and communications services both in Sweden and internationally. In the sale, almost 50 experts will transfer to Digitalist Group. Together, Digitalist Group and Grow will form a creative and international design and technology company.

We acted as an advisor to the founding partners of Kide Clinical Systems Oy in a share transaction, April 2018

We acted as a legal advisor to the founding partners in the sale of Kide Clinical Systems Oy’s (KIDE Systems) shares. All shares of Kide Clinical Systems Oy were sold to Topcon Healthcase Solutions Inc. KIDE Systems was established in 2015 in Oulu, and it specialises in delivering cutting edge clinical imaging solutions to the medical industry. KIDE Systems’ platform is utilized in all Nordic Countries and in many Central European countries. The company is headquartered in Oulu, and it has sales and delivery operations in Helsinki.

We acted as an advisor for Oivauni Oy, April 2018

We acted as a legal advisor when Oivauni Oy sold the majority of its shares to Coronaria Oy on 3 April 2018. Following the arrangement, Coronaria and Oivauni offer services for people with sleep problems. The customer base includes private customers, corporate customers and the public sector.

Oivauni Oy was established in 2007. It specializes in the treatment of sleep disorders. The company’s turnover in 2017 was €1 million. Oivauni Oy has three sleep clinics, located in Helsinki, Tampere and Kuopio.

We acted as an advisor for Kaiku Health (NetMedi Oy) in an investment round, April 2018

We acted as an advisor for Kaiku Health (previously NetMedi Oy) and its shareholders when NetMedi organised an investment round to expand its international operations and continue the development of its digital therapeutics pipeline. As a result, Kaiku Health closed a €4.4 million funding round. The investment was led by Debiopharm Innovation Fund SA and Tesi, with the participation of existing investors.

We advised intive in cross-border merger, April 2018

Eversheds Sutherland has advised intive as its Finnish counsel in the cross-border downstream merger of BLStream Oy and its Polish subsidiary BLStream S.A.  As a result of the merger, all assets and liabilities of BLStream Oy were transferred to BLStream S.A. and BLStream Oy was dissolved. The merger was a part of a reorganisation of intive’s legal structure.

We assisted Viria Oyj in transactions, February 2018

We assisted Viria Oyj in the transaction in which LähiTapiola and Tesi acquired 575 000 shares from Vemetra Holding Oy, a subsidiary of Viria Oyj. The price per share was 20 € and the deal price was 11,5 M€ in total. After the transaction LähiTapiola will be the biggest owner of Viria with its 300 000 shares and Tesi will be the second biggest with its 275 000 shares. Together LähiTapiola and Tesi will own 10% of the company. Viria Group will have 393 700 shares which is 7,3 % of the total number of shares.

We advised Myllyn Paras in corporate transaction, January 2018

We have advised the sellers in transaction in which companies and functions belonging to Myllyn Paras –group were sold to equity fund managed by Sponsor Capital. Myllyn Paras is a Finnish family company that was established in 1928. The agreement includes the Myllyn Paras business in Finland and two production facilities in Hyvinkää.

We acted as legal advisor to Pohjolan Energia Oy, January 2018

We acted as legal advisor to the shareholders of Pohjolan Energia Oy in a transaction where the entire share capital of Pohjolan Energia Oy was sold to MB Rahastot (MB Funds, a Finnish private equity investor). The main shareholders invested back into the new purchasing company, controlled by MB Rahastot. This arrangement will support the target company’s further growth and international expansion.

Pohjolan Energia is the leading small-scale solar energy system provider in Finland. The company operates nationwide and provides rooftop solar energy systems as a turnkey solution through its 15 sales offices. Pohjolan Energia employs more than 150 solar energy professionals today, and has reached €20 million net sales level.

We advised Aureolis Oy when it acquired the shares of Eximia Business Intelligence, December 2017

Aureolis Oy and Eximia Business Intelligence Oy are going to merge and form a BI-company that produces business information for its customers.  Eversheds Sutherland has advised in company transaction in which Aureolis Oy has acquired all shares of Eximia Business Intelligence Oy. After the merge Aureolis will employ over 130 BI and business information professionals in Helsinki, Espoo, Lappeenranta and Oulu. The services cover the whole BI-function from data warehousing to reporting and analytics as well as knowledge management support.

We advised in corporate transactions: Norra temporarily into Finnair’s ownership, October 2017

Eversheds Attorneys advised in corporate transactions resulting in that Norra will be temporarily transferred into the ownership of Finnair. In the arrangement, Finnair acquired 60 per cent of the shares of Nordic Regional Airlines AB (Norra) from StaffPoint Holding Oy (StaffPoint) and Kilco Oy. Before the transaction, Finnair owned 40 per cent of Norra. The transaction has no impact on Norra’s operations or personnel. After the transaction, Norra will be temporarily wholly owned by Finnair. Finnair aims to find a new majority owner for Norra. The transaction is subject to the approval of the Competition and Consumer Authority.

Norra operates Finnair’s domestic and European routes as purchased traffic with 24 ATR and Embraer aircrafts. StaffPoint and Kilco will withdraw from Norra's ownership following StaffPoint’s ownership arrangement disclosed on 5 October 2017.

We represented the seller in StaffPoint’s corporate transactions, October 2017

Eversheds Sutherland represented institutional investors and other sellers in corporate transactions in which the Finnish private equity investment company Sponsor Capital became the new majority owner by an agreement concluded on 5 October 2017. The agreement is subject to approval of the Competition Authority. The transaction accelerates StaffPoint’s growth and service development from a staffing agency to a strategic full-service HR partner.

The StaffPoint group is one of the leading firms in the personnel field and one of the largest employers in Finland. It employs almost 12000 people and has a turnover of EUR 130 million.

We advised Asiakastieto Group in a corporate acquisition, October 2017

Eversheds Attorneys Ltd. advised Asiakastieto Group in a corporate transaction in which Asiakastieto Group Plc acquired all the shares of Emaileri Oy, a company, previously a part of Websonic Oy, providing services for communication and marketing operations. The transaction came into effect on 1 October 2017. With the acquisition of Emaileri, Asiakastieto Group further strengthens its sales and marketing services based on databases and analytics know-how. 

Emaileri Oy is a company offering a service platform for email marketing and newsletter communications, and its turnover was EUR 2.0 million in the financial period that ended in 2016. The new Emaileri Oy will continue operations as a separate company.

Suomen Asiakastieto Oy is one of Finland’s leading information services providers for corporate management, financial administration, risk management, and sales and marketing. It provides its customers with electronic services integrated in the customers’ decision-making processes, online services tailored for contract customers, and generally available company and personal information services.

We advised Suomen Lämpöpuu Oy in a corporate transaction, August 2017

Eversheds advised Suomen Lämpöpuu Oy’s shareholders in a corporate transaction in which the Estonian Ha Serv Oü acquired a majority of the shares of Suomen Lämpöpuu Oy (SLP).

The transaction was effected through share exchange, and Suomen Lämpöpuu Oy simultaneously became Ha Serv Oü’s subsidiary. The transaction boosts SLP’s growth and paves the way for new innovations. In the future, SLP will be able to offer a larger selection of products and larger capacity. The combined turnover of SLP and Ha Serv is almost EUR 30 million.

Suomen Lämpöpuu Oy is one of the world’s leading producers of thermo-treated wood products. The company’s main product groups are exterior cladding and terrace construction. Over 90 % of the company’s production is exported. 

Ha Serv OÜ is a wood processing company whose main product groups are planed timber, finished saunas and thermo-treated wood. The majority of Ha Serv’s products are exported to Europe and the Middle East. 

We advised Tansec Oy in an asset sale and purchase, August 2017

Eversheds advised Tansec Oy in an asset sale and purchase in which Tansec acquired Anvia Telecom Oy’s alarm transmission connection business.

Specialised in alarm transmission system operations and remote management, Tansec has nearly 25 years of experience in the security sector and customers in the whole of Finland. Tansec Oy is part of Viria group. www.tansec.fi (in Finnish)

We advised Viria Oyj when it sold its Viria Links shares to Voimatel Oy, August 2017

Eversheds advised Viria Oyj in a corporate transaction in which Viria Link Oy, provider of construction, installation and control room services, is transferred into the ownership of Voimatel Oy. Viria Link Oy is a company offering integrated communications network services, providing its customers with planning and design, installation, monitoring and expert services regarding communications networks.

In accordance with its strategy, Viria Oyj’s network operations will specialise in the design, execution and maintenance of secure company networks. In the transaction, all of the shares of Viria Link Oy will be transferred to Voimatel. The transaction strengthens Voimatel Oy’s role as a national producer of information network services.

Viria group is an expert in security and network solutions, data management and TV services. Viria group comprises of the parent company Viria Oyj and its subsidiaries Viria Securi Oy, Hibox Systems Oy, Tansec Oy and AB Sappa. 

Voimatel Oy is a Finnish electrical and information network and system designer and builder, and a provider of maintenance, measurement and data management services. 

We advised Viria Oyj in the acquisition of a significant ownership of Aureolis Oy, August 2017

Eversheds advised Viria Oyj in a corporate transaction in which Viria expanded its operations to data analytics and processing by acquiring a 41 % ownership of Aureolis Oy.

With the acquisition, Viria Oyj strengthens its data communications operation which, according to its strategy, is one of its main businesses in addition to security and network operations.

Viria group is an expert in security and network solutions, data management and TV services. Viria group comprises of the parent company Viria Oyj and its subsidiaries Viria Securi Oy, Hibox Systems Oy, Tansec Oy and AB Sappa. 

Aureolis is a specialist organisation focused on the business intelligence field.

We acted as legal advisor for Viria Plc, August 2017 

Eversheds Sutherland acted as legal advisor for the Finnish security and IT group Viria Plc in a transaction in which Viria acquired the entire stock of Nordic LAN & WAN Communication Oy.

The strong growth of Viria's operations focuses on security and network solutions as well as information management services that are further strengthened by the security and data network services and real estate security solutions produced by Nordic LAN & WAN.

Eversheds Sutherland assisted Viria Plc throughout the project, from the due diligence report to the final agreements.

We represented Digitalist Group Plc in corporate transactions in Sweden, July 2017

Digitalist Group Plc has acquired the shares of NodeOne Ab and its subsidiaries, inter alia Wunderkraut Sweden AB, in a share exchange carried out in July. The Swedish parent company, together with its subsidiaries, will become part of the Digitalist Group if the conditions for the closing of the transaction are met. With the sale, the Digitalist Group will expand its operations to the Swedish markets and strengthen its offering of digitalisation services. Eversheds Sutherland represented the buyer in the arrangement.

Eversheds advised Korona Invest in corporate transaction, June 2017

We advised Korona Invest Oy and Korona Fund III Ky managed by it in a corporate transaction in which Korona Invest acquired the majority of the shares of Normiopaste Oy. In connection with this, a corporate group was formed of the associated, previously privately-owned Normi companies.

With the transaction, the Normi group of companies aims for strong growth and intends to at least double its turnover in co-operation with Korona Invest.

The Normi group of companies includes, inter alia, Normiopaste, Finland’s leading manufacturer of traffic and road signs, Normikilpi, specialised in installation, and Normilouhinta and Normivalaistus. The turnover of the companies is approx. EUR 15 million and they employ a permanent staff of over 50 people.

Korona Invest is an entrepreneur-led equity fund management company specialised in financing growing companies with a turnover of EUR 2-20 million.

Korona Fund III Ky is an equity fund specialised in financing growing companies, and it seeks to invest in enterprises with the will and potential to grow and the need for both capital and business management know-how necessary for making use of the growth potential.

Eversheds represented Kurikka Timber Oy in a corporate transaction, June 2017

Eversheds represented Kurikka Timber Oy in a corporate transaction in which Danish DOVISTA A/S acquired 50% of the shares of Kurikka Timber Oy.

Kurikka Timber is a fast-growing manufacturer of finger joint and laminated wood components for the window and door industry in Northern Europe. The company is located in Suolahti, Finland, with 80 employees at present.

DOVISTA A/S is the active parent company of the constantly growing DOVISTA Group with eleven brands and companies in seven countries, all within the market for windows and doors and related products.

Eversheds represented Eera in corporate transaction, April 2017

Eera, a company specialising in corporate growth strategies, and the financial service provider Wallstreet have decided to merge. Eversheds advised Eera’s shareholders in a corporate transaction in which all of the shares of Eera Oy and Eera Industrial Development Oy were sold to Wallstreet Financial Services Oy through a share exchange. The transaction creates a new ecosystem combining investment services, development and financing of fast-growing enterprises and strategic management consulting. Eera will continue to use its own name after the merger.

We assisted Microsoft Mobile Asset Management Oy in real estate transaction, April 2017

Eversheds Sutherland assisted Microsoft Mobile Asset Management Oy in the sale of the so called Microsoft campus (former Nokia campus) in Salo and its related assignments. The deal involved various real estate and transactional services aspects that Eversheds Sutherland provided assistance on.

Eversheds acted as legal advisor for Finnvera Plc in the transaction of Seed Fund Vera Ltd., December 2016

We acted as Finnvera Plc’s legal advisor when the company sold 80 per cent of its holding in Seed Fund Vera Ltd to Innovestor Kasvurahasto I Ky. After the transaction, Finnvera will remain an owner of Seed Fund Vera Ltd, with a holding of about 20 per cent. Over the years, Seed Fund Vera has raised funds over 350M€ and has over 100 portfolio companies.

The deal is one step in the process where Finnvera gradually gives up its venture capital investments. The arrangement ensures the continuity of the Fund’s investment activities and provides better opportunities to obtain further financing for the portfolio companies.

Finnvera is a specialised financing company owned by the State of Finland and it is the official Export Credit Agency (ECA) of Finland.

Eversheds advised Vaaka Partners Ltd on its divestment of Renewa Oy, November 2016

Eversheds advised Vaaka Partners Ltd on its divestment of Renewa Oy to KPA Unicon Group Oy. In the transaction, two Finnish energy solution suppliers joined forces through a merger in which KPA Unicon Group Oy purchased all of the shares of Renewa Oy.

The transaction gave the Finnish and European Cleantech sector a stronger, renewed player whose solutions will enable increasingly more responsible, more sustainable and more profitable energy production in the energy, forest and raw material industries. KPA Unicon produces comprehensive service and technology solutions for heat and power plant projects throughout the lifecycle of the plants. The solutions utilize biofuels and fossil fuels with high energy efficiency. Renewa offers local energy production solutions for biofuel and waste-fired heat and power plants.

Through the merger, KPA Unicon became one of the prominent suppliers for mid-sized heat and power plants in the Nordic countries and Europe.

Eversheds acted as legal advisor for Betset Group Oy and Betset Oy in the acquisition of Mikkelin Betoni Group, November 2016

We acted as legal advisor for Betset Group Ltd. and Betset Oy as the companies acquired Mikkelin Betoni Group. The acquisition agreement was signed on 21.11.2016 and concerns entire share capital of the group.

With the acquisition Betset-Group, formed by Betset Group Oy and Betset Oy, is one of Finland's largest concrete ready components and ready-mix concrete manufacturers. The aggregate annual turnover in Finland is about 80 M€ and companies employ about 485 people.

The transaction is one of the most significant arrangements in the industry during the last ten years.

Eversheds represented the seller in Qmedical’s corporate transaction, August 2016

Eversheds represented the seller in a corporate transaction in which Med Group Oy, a social welfare and health care services company, acquired Qmedical, a company operating in the field of specialist dental care. As a result of the transaction, Med Group – which has already grown strongly during the past years – joins the league of major dental clinics chains and can now provide any type dental care all over Finland.

The corporate transaction between Med Group and Qmedical has been signed, and it enters into force after the authorities’ decisions have been completed in October-November 2016.

Eversheds advised Irish Fintrax Group in acquisition, August 2016

Eversheds acted as legal advisor for Irish Fintrax Group as the company acquired the shares of Finnish e-Taxfree Nordic Ltd.

Established in 2013, e-Taxfree Nordic is a Finnish company which offers the market’s most advanced digital solutions for making tax-free purchases. The service enables paperless processing and obtaining of VAT refunds. As a result of the acquisition, e-Taxfree Nordic’s electronic tax refund service will expand to other countries.

e-Taxfree Nordic will become a part of Fintrax’ Premier Tax Free group, and the company name will change to Premier e-Taxfree. The 30 employees of e-Taxfree Nordic will transfer to the new company as old employees.

The acquisition will enhance Fintrax Group’s foothold in the Nordic region, making its innovative services available to a wider range of customers.

Eversheds advised StaffPoint Ltd. in the acquisition of Proffice Finland, July 2016

Eversheds acted as a legal advisor for StaffPoint Ltd. in a transaction in which the Finnish business operations of Proffice Group, part of global Randstad Group, were transferred to StaffPoint. The transaction involves transferring the business operations of Proffice Finland in Helsinki and Tampere as of 1 September 2016.
 
StaffPoint is one of the largest personnel services companies in Finland. The company produces personnel and recruitment services, training services and HR software for companies.
 
Randstad Group, established in the Netherlands in 1960, is an international personnel services company operating in 39 countries. Randstad is among the largest global operators in its field.
 
A Randstad Group company, the Proffice Group, is a Nordic company specializing in personnel solutions and recruitment. Proffice Finland, a subsidiary of Proffice Group, operates in Helsinki and Tampere in Finland.

Eversheds acted as legal advisor to Qvantel in co-operation agreement, July 2016

Eversheds has acted as legal advisor to the Finnish software company Qvantel as the company signed a co-operation agreement with the Swedish telecommunication company Ericsson. The signed agreement is remarkable and Qvantel estimates to recruit approx. 200 new employees in Finland due to the agreement.

The first joint delivery with Ericsson will be done for multi-national Vimpelcom Group.

Qvantel is a Finnish software solutions company, established in 1995. The company has grown fast in the past years and currently employs 200 persons in Finland and 370 worldwide. In Finland the company has offices in Helsinki, Jyväskylä, Tampere and Oulu. In addition to Finland, Qvantel also has offices in Sweden, India, Estonia, Spain and the USA.

Eversheds represented Nanso Group in the sale of its business in Nokia, July 2016

Eversheds advised Nanso Group as it sold the business of its factory in Nokia to Nokian Neulomo. Nanso Group’s whole manufacturing personnel in Nokia, 85 people, were transferred to Nokian Neulomo in the transaction, and operation continues in the same premises. Close production-related co-operation was also agreed on in connection with the transaction.

Eversheds represented Ibero Yhtiöt Oy as it sold the shares of its subsidiary to Oy Transmeri Ab, June 2016

Eversheds advised the seller Ibero Yhtiöt Oy as it sold all the shares of Ibero Oy to Oy Transmeri Ab. In connection with the transaction, Ibero’s whole personnel, 17 people, became a part of Transmeri’s convenience goods department.
Founded in 1951, Ibero is a Finnish family business specialising in jewellery, beauty products, hair products, children’s hair products and reading and sun glasses.

Eversheds acted as legal advisor to Ixonos Plc’s capital arrangements, April 2016

Eversheds has acted as legal advisor to Ixonos Plc, listed in Nasdaq OMX Helsinki, in financing arrangements. Ixonos has organized its financing with a convertible bond with a capital of EUR 9.2 million in order to strengthen the company’s working capital and reorganize its capital structure.

Eversheds acted as advisor to Ixonos in business transaction, April 2016

Eversheds has acted as legal advisor to Ixonos Finland, a subsidiary of Ixonos Plc (listed in Nasdaq OMX Helsinki) in a transaction in which DataCenter Finland acquired the domestic contracts of Ixonos’ Cloud and Hosting business on 6 April 2016.

Eversheds acted as a legal advisor of Pipelife International GmbH and Pipelife Finland Oy as Pipelife Finland acquired the majority of the shares of Talokaivo Oy, February 2016

Pipelife Finland Oy is a one of a leading companies in the field of developing and manufacturing the HPAC-products. It has business premises in Utajärvi, Haaparanta, Ii, Jyväskylä and Joensuu and an office in Oulu. Pipelife Finland has 135 employees in Finland. The Pipelife Group is one of Europe’s leading Plastic Pipes and Fittings companies active in 26 countries and operating 26 factories with 2,680 employees and a turnover close to 900 M€.

The Pipelife Group is part of the Austrian public listed company Wienerberger.  Wienerberger is a leading building material producer operating in more than 30 countries. 

Talokaivo is active in design, production and marketing of rainwater-, urban runoff-, sewage water-, and sub-surface drains, separators and pumping stations as well as sewage system solutions for less populated areas. With its main production facility in Kerava, near Helsinki and with local service centers in Lieto, Tampere and Oulu. Talokaivo has 60 employees.

Eversheds represented Lounea as it acquired the business operations of Etelä-Satakunnan Puhelin, February 2016

Eversheds advised Lounea Oy as it acquired the entire business operation of Etelä-Satakunnan Puhelin Oy. The business comprises, inter alia, telephone and broadband subscriptions and cable TV networks. The transaction supports Lounea’s long-term goals and strategy of a strong local presence.

Operating in Southwest Finland, Lounea Oy provides telecommunication links and services and has branches in Salo, Forssa, Lohja, Somero, Loimaa and Lieto. The Lounea group additionally includes Lounea Palvelut Oy, also operating in the field of telecommunication business, and Jimm’s PC-Store, a nationally operating IT webstore. The group’s annual turnover is approximately EUR 58 million, and it employs about 190 people.

Eversheds advised Vapo Oy in the sale of Vapo Timber Oy, January 2016

In January 2016, Vapo Oy and the Austrian wood processing group Binderholz signed an agreement on the sale of all the shares of Vapo Timber Oy owned by Vapo Oy to the Binderholz group. Vapo Timber Oy’s saw mill are located in Lieksa and Nurmes and produce sawn timber products made of pine and spruce. The joint capacity of the saw mills is approximately 450 000 cubic metres of sawn timber per year. Their main market areas include not only Finland but also the carpentry industry and users of sawn lumber in Western Europe and Northern Africa. The company employs about 100 people, and its turnover is approximately EUR 100 million. The sale requires the approval of the Austrian competition authorities in order to be realised. The agreement is expected to be completed during January 2016.

Eversheds represented Finland’s largest property management company Realia Isännöinti in a corporate acquisition, January 2016

Eversheds represented Realia Isännöinti as it acquired the shares of Päijät-Hämeen Isännöinti Oy in Lahti. The acquisition strengthens Realia Isännöinti’s operations in the Lahti region.

Realia Isännöinti is part of the Realia Group, which is the largest estate brokerage and management company in the Nordics. Huoneistokeskus, SKV Kiinteistönvälitys, Huom! Huoneistomarkkinointi, Realia Isännöinti and Realia Management all belong to the Realia Group. Operations in the Baltic countries are managed by Oberhaus. The annual turnover of the Realia Group is approximately EUR 100 million, and over 1 600 employees work for the group.

We represented the buyer in the corporate transaction of Nordic Regional Airlines AB, November 2015

Eversheds has represented the buyer in a corporate transaction concerning Nordic Regional Airlines. The airline company Finnair, StaffPoint and Kilco Oy have agreed that 60 per cent of the shares of Nordic Regional Airlines AB will be transferred to StaffPoint and Kilco.

The transaction requires the approval of the Finnish competition authority. Upon realisation of the agreement, StaffPoint’s share of the joint venture will be 45%, Kilco’s 15% and Finnair’s 40%.

Nordic Regional Airlines AB owns the entire share stock of its Finnish subsidiary Nordic Regional Airlines Oy or “Norra”. Norra operates 26 ATR and Embraer planes on domestic and European flights, and the company previously operated under the name Flybe Finland Oy.

StaffPoint is a Finnish human resources company providing personnel and recruitment services, coaching services and HR software solutions. The company annually provides employment to over 15 000 people.

Eversheds represented the buyer in the acquisition of Mats Karlsson AB, September 2015

Eversheds advised the buyer Bang & Bonsomer Group Oy in the acquisition of the shares of Mats Karlsson AB and its subsidiaries Unicolor AB and Normatch AS. The buyer Bang & Bonsomer is a leading Finnish supplier of raw materials and additives used in different industries, operating also in Russia, Estonia, Latvia, Lithuania, Ukraine, Kazakhstan and Belarus. The acquisition secures Bang & Bonsomer’s foothold in the field. The personnel of Unicolor and Normatch will continue as employees of the new owner.

Eversheds represented the owners of HR4 Group Ltd. in the sale of the company to Accountor Group, September 2015

Eversheds represented the owners of HR4 Group Ltd. as they sold the company and its subsidiaries to the financial and HR services group Accountor.

Established in 2005 and owned by entrepreneurs, HR4 Group is a high-growth company providing HR management-related survey, consultancy and outsourcing services to enterprises of all sizes. HR4 is the market leader in the field of HR management services in Finland. Its projected turnover for the year 2015 is approximately EUR 9.5 million, and it employs nearly 100 people. HR4 Group continues as an independent company within the Accountor Group.

Eversheds advised Halmesvaara Oy in a share transaction, July 2015

Eversheds advised the sellers in the sale of Halmesvaara Oy’s shares. The sellers were, either directly or through the companies in their ownership, Vesa Lipsanen, Turo Levänen, Ariel Nemes, Poju Zabludovicz, Timo Savimäki, Peder Biese, Lauri Ratia, Heikki Lamminaho, Petri Nikula, and Matti, Timo and Ulla Halmesvaara. The shares were acquired by Bravida, a Nordic operator in the field of building services engineering, which expanded its Finnish operations through the acquisition.

Halmesvaara Oy employs approximately 110 professionals. The turnover of the group operating in the Helsinki Metropolitan Area was EUR 22.6 million in 2014.

JB Eversheds assisted in a corporate transaction involving Myllykosken Asennuspalvelu Oy
JB Eversheds assisted the sellers in a transaction in which SSG Sahala bought the entire share capital of Myllykosken Asennuspalvelu. Myllykosken Asennuspalvelu is a company specialised in providing maintenance and installation services to industries, and its clients include pulp, board and paper mills, processing industry, as well as other production plants.

The companies’ own press release is available in Finnish at http://www.sahala.fi/SSG/ajankohtaista_lehdisto_9.shtml

The sellers’ financial advisor in the transaction was ProMan Oy, and at JB Eversheds, Attorney-at-Law, Partner Janne Rainvuori was responsible for the assignmen

EVERSHEDS OY ACTED FOR SCANDI STANDARD WHEN IT ACQUIRED HUTTULAN KUKKO OY’S BUSINESS IN FINLAND, JUNE 2015

Scandi Standard has concluded an agreement to acquire Huttulan Kukko Oy’s (Huttulan) business in Finland. The agreement is conditional upon receiving certain bank and supplier consents, which are expected within a few weeks. Scandi Standard will pay a price of €10m now, of which €5m is debt assumed. The price may increase to €13m over five years, depending on future performance.

JB Eversheds assisted in the purchase of Fimet Oy’s shares, April 2015

JB Eversheds Ltd represented a group of private investors as it acquired the shares of Fimet Oy. Fimet Oy produces dental treatment units  for both the Finnish and the international market.

JB Eversheds advised Fennia in sale of Suomen Vahinkotarkastus SVT Oy

Attorneys JB Eversheds Ltd advised Fennia Mutual Insurance Company in a transaction in which Fennia sold Suomen Vahinkotarkastus SVT Oy to A-Katsastus Group Oy. Suomen Vahinkotarkastus SVT Oy will continue to operate as an independent subsidiary of A-Katsastus Group as of 1 January 2015.

Suomen Vahinkotarkastus SVT Oy is an expert company which produces damage inspection, expert services and realisation services for damaged vehicles for major insurance and automotive companies throughout Finland. SVT operates in 26 locations and has 64 employees in Finland.

JB Eversheds assisted in a corporate transaction involving Myllykosken Asennuspalvelu Oy

JB Eversheds assisted the sellers in a transaction in which SSG Sahala bought the entire share capital of Myllykosken Asennuspalvelu. Myllykosken Asennuspalvelu is a company specialised in providing maintenance and installation services to industries, and its clients include pulp, board and paper mills, processing industry, as well as other production plants.

Lassila & Tikanoja plc – issue of EUR 30 million bond in September 2014

Our company assisted Lassila & Tikanoja in the issue of a EUR 30 million bond and in the of drafting the associated documents.  L&T offers environmental, property maintenance and industrial services and operates in Finland, Sweden and Russia. L&T’s turnover was MEUR 668.2 in 2013, and the company employs 8.000 persons. L&T is listed on the NASDAQ OMX Helsinki.

Lassila & Tikanoja Plc – a registration document in August 2014

We acted as a legal advisor of Lassila & Tikanoja Plc, a company quoted on the Main List of Nasdaq OMX Helsinki Stock Exchange, in question with the preparation of the registration document in August 2014. The Finnish Financial Supervisory Authority approved the registration document on 28 August 2014.

Kesälahden Maansiirto Oy, corporate acquisition in June 2014

We assisted the sellers as they sold in June the entire share capital of Kesälahden Maansiirto Oy, one of the Finland’s largest company (turnover approx. 80m€) contractor in infrastructure to a new company established by Intera Partners Oy.

Display Pack Finland Oy, corporate acquisition, May 2014

We assisted the sellers (Timo Marttinen and Esko Toivanen) as they sold the entire share capital of Display Pack Finland Oy to Adara Pakkaus Oy in May 2014

Ixonos Plc – a registration document, a prospectus and financing documents in May 2014

We assisted Ixonos Plc in question with a registration document, a prospectus and financing documents in May 2014.

The Finnish Financial Supervisory Authority approved the registration document and the prospectus on 16 May 2014. We assisted, inter alia, in the preparation, the documentation and the execution.

Progman Oy, acquisition, 2014

We advised Progman Consulting Oy in the sale of its subsidiary Progman Oy, a software house specializing in products and services for the design of heating, piping, ventilation, sprinkler and electrical systems, to a Chinese listed company Glodon Software Company Limited.

Suomen Lämpöikkuna Oy’s key persons, corporate acquisition in February 2014

We advised the key persons/management of Suomen Lämpöikkuna Oy (Lämpölux), the country’s leading company offering comprehensive services related to renovating windows and doors, in a corporate acquisition in which a fund administered by Sponsor Capital Oy together with the key persons sold the entire share capital of Suomen Lämpöikkuna Oy to a new company established by CapMan Oyj and the key persons in February 2014.

Ixonos Plc, arranging a convertible capital loan and other financing in March 2014

Ixonos Plc, arranging a convertible capital loan and other financing in March 2014

Soprano Plc –Management Institute of Finland transaction in March 2014

We represented Soprano Plc, a company quoted on the Main List of Nasdaq OMX Helsinki Stock Exchange when it in 2014 acquired the shares in training company named Management Institute of Finland MIF Ltd.

Soprano Plc is the largest Internet communications group in the Nordic region. They are present in six cities in Finland, Sweden and Estonia as well as in 98 countries through their global network and all around the world via the virtual reality.

The transaction was carried out as a share exchange. Our work also included the listing of the newly issued shares.

Soprano Plc – listing on the Nasdaq OMX Helsinki in January 2014

We acted as the legal advisor of Soprano Plc, previously quoted on the PreList at Helsinki Stock Exchange, when the company applied for the trading of its share to be transferred to the Main List at  the Nasdaq OMX Helsinki Stock Exchange.

The listing became effective on January 7, 2014. We assisted inter alia in the planning of the project and in the investigating of the prerequisites for inclusion on the list and in the compiling of a prospectus related to the listing.

Vapo Timber Ltd – sale of Hankasalmi sawmill to Versowood ltd in December 2013

We acted as an adviser of Vapo Timber Ltd a wholly-owned subsidiary of Vapo Oy, entered into an agreement with Versowood Oy, according to which Vapo Timber Oy will sell the operations, fixed assets and inventories of Hankasalmi sawmill to Versowood Oy. The transaction was closed on 1 January 2014.

Vapo Timber Ltd’s Hankasalmi sawmill was modernised in 2011 and its estimated production volume in 2013 is approximately 260,000 cubic metres. Of this total, 60% is sawn pine timber and the remaining 40% is spruce. The unit’s turnover is approximately EUR 60 million, with some 30% of the production volume sold to the Finnish market and approximately 70% exported to Central Europe, North Africa and Asia. The unit has 85 employees as well as 17 subcontractors. The parties have agreed that the transaction price will not be made public.

Efore Plc – share issue in October 2013

We acted as the legal advisor of Efore Plc, a company quoted on the Main List of Nasdaq OMX Helsinki Stock Ex-change, in a share issue which was offered to the public.

Efore Group is an international company which develops and produces demanding power products. Efore’s head office is based in Finland and its production units are located in China and Tunisia. Sales and marketing operations are located in Europe, United States and China.

We assisted inter alia in the planning and formulating of the share issue and its terms, in the compiling of a brochure related to the offering and listing of new shares and in the planning and coordinating of the project.

OakTree Capital Ltd, January 2013

Acted as advisor to Oaktree Capital Management L.P. on multijurisdictional and regulatory aspect of its EUR 175 million acquisition of Milpro and Evac from Zodiac Marine & Pool.

Soprano Oyj, 2013

We advised the buyer Soprano Oyj in the acquisition of the Tieturi group.

Restel Ravintolat Oy, asset deal, 2013

We assisted Restel Ravintolat Oy in the acquisition of Primulan Ravintolat Oy’s business operations, which comprised e.g. the restaurants Kaarle XII, Vespa, Primula and Baker’s.

Vaahto Group Plc Oyj, asset deal, 2013

We assisted Vaahto Group Plc Oyj in the sale of e.g. the project operations of its Vaahto Paper Technology group to German company Gebr. Bellmer GmbH Maschinenfabrik.

Staffpoint Oy, 2013

We assisted the buyer Staffpoint Oy in the transaction of Henkilöstönvuokraus Duunipaikka Oy.

Westas Oy, 2013

We acted as legal adviser when Westas Oy acquired the sawmills in Raunio and Pihlava.

Westas Oy is a sawmilling company operating in western Finland with customers in over 30 countries in total. The chief shareholders of the Westas Group are Pekka Kopra and A. Ahlström Oy.

Fimmik Oy, corporate transaction, 2013

We advised the sellers in the corporate transaction of Fimmik Oy.

Ixonos Plc, 2013

We advised Ixonos Plc in a subscription rights issue and financing arrangements.

ETS Nord Invest Oy, 2013

We advised the buyer as ETS Nord Invest Oy bought the majority of Ailos Oy’s shares.

Tamro Corporation, 2013

We advised the sellers as Midsona Finland Oy bought the Elivo business from the Tamro Corporation.

Contact us

Olli Iirola, Partner

Mika Taberman, Partner

Harri Tolppanen, Partner

Vesa Turkki, Partner