On September 13, 2018 Luminor, one of the leading banks in the Baltics announced that it has entered into a new strategic corporate partnership with a consortium led by private equity funds managed by Blackstone (“Blackstone”). As part of the transaction, the consortium will acquire a 60% majority stake in the bank from its current owners Nordea Bank AB (“Nordea”) and DNB BANK ASA (“DNB”) for a cash consideration of €1 billion.

 

Nordea and DNB will retain an equal 20% equity stake in Luminor and will continue to support the bank with long term funding, expertise and ongoing representation on the Board of Directors. Additionally, Blackstone has entered into an agreement with Nordea to purchase their remaining 20% stake over the coming years. 

Ellex together with Allen & Overy is advising Blackstone on the acquisition of the billion-euro stake in Luminor. The deal is the largest M&A transaction in Baltic history.

 

The Ellex team was led by partner Sven Papp and senior associate Alla Kuznetsova in Estonia, partners Zinta Jansons, Egons Pikelis and associate partner Valters Diure in Latvia, and partners Dovile Burgiene and Gediminas Reciunas in Lithuania.

 

Blackstone stated about the acquisition: “The transaction represents the largest majority stake acquisition of a universal bank by private equity in the last decade globally, and one of the largest M&A transactions in Baltic history”.

 

Blackstone is one of the world’s leading investment firms, which seeks to create a positive economic impact and long-term value for its investors, companies and the communities. Blackstone leads a consortium of investors comprising funds managed by Blackstone and other long-term institutional investors.

 

Luminor is the third largest bank in the Baltic region and was established as an independent Baltic bank in 2017 built on the Baltic businesses of Nordea and DNB and combining the experience and knowledge from the Nordic countries.

Ellex Raidla team advised GrECo JLT, the major risk and insurance manager in CEE, on the acquisition of a strategic stake (56.9462 %) in IIZI Group AS.

 

GrECo JLT is a family-owned company established in Austria in 1925 is employing close to 800 people and operating in 16 countries with 52 subsidiaries, including in Estonia since 2014 and in Lithuania through acquiring RHEA in 2008.

 

IIZI Kindlustusmaakler AS is the leading insurance retailing company in the Baltics, represented in Estonia, Latvia and Finland with more than 150 employees and 150 000 active customers.

 

According to Georg Winter, Member of the Board of GrECo JLT Group, IIZI has stood out internationally with their innovative solutions being the indisputable market leader in its region for private customers, small and medium-sized companies and as a partnership solutions provider. “We are ready to contribute considerably to strengthening our position in the Baltics and gain from IIZI’s extensive know-how and retail customer service experience ourselves,” Winter said.

 

“On the other hand, the customers of IIZI will in turn win from the extensive international experience of GrECo JLT,” Winter said, adding that the main focus of GrECo JLT has been on providing corporate insurance brokerage services and consultations and the shareholding of JLT in the company enables access to a huge network of subsidiaries and partners all around the world.

 

After the transaction the executive management and current shareholders who have been actively involved in day-to-day operations of IIZI will continue as shareholders and managers of the company.

 

From Ellex Raidla Partner Sven Papp, Counsel Jaanus Ikla, Senior Associates Gerda Liik, Reet Saks, Associate Merlin Liis and Lawyers Kevin Gerretz, Mirko Kikkamägi advised on the transaction.

 

Read more about the deal HERE.

Ellex team advised the third biggest Estonian deal ever where Eesti Energia AS's fully owned subsidiary Enefit Green AS acquired Nelja Energia AS.

 

On 29 May 2018 Eesti Energia AS's fully owned subsidiary Enefit Green AS as the buyer, and Vardar Eurus AS and minority shareholders as the sellers entered into a Share Purchase Agreement regarding all the shares in Nelja Energia AS, a renewable energy producer and developer in the Baltic countries. The transaction remains subject to approval by the County Executive Board of Buskerud County Administration, and customary approvals and clearances by relevant competition authorities.

 

The consideration payable for 100% of the shares of Nelja Energia amounts to 289 million EUR. In addition, the buyer assumes Nelja Energia’s net debt which amounted to 204 million EUR as at the end of 2017.

 

The transaction concerns 100% of the shares of Nelja Energia AS. Vardar AS has agreed (through its subsidiary Vardar Eurus AS) to sell its 77% holding of the shares in Nelja Energia. The remaining 23% of the shares is acquired from a number of Estonia based minority investors.

 

The Ellex Raidla team in Estonia included Partners Sven Papp, Martin Käerdi, counsels Triin Frosch, Toomas Kasesalu, Senior Associates Alla Kuznetsova, Sandra Värk, Gerly Lõhmus, Rauno Klemm, Martin Mäesalu, Associate Triin Tiru, Lawyers Anna Trine Raudsepp and Kevin Gerretz. In Latvia the client was advised by Partner Raimonds Slaidins, Senior Associate Iveta Ceple and associates Marta Cera and Beata Plocina. In Lithuania the Ellex Valiunas team was led by Partner Paulius Gruodis and included Associate Mantas Juška, Junior Associate Arvydas Grušeckas and Senior Associate Arnoldas Puodžius.

Ellex Raidla team advised the Canadian based company Fleet Complete with the acquisition of Ecofleet, which is one of the most successful start-ups in Estonia.

 

Fleet Complete® is a leading global IoT provider of mission-critical fleet, asset and mobile workforce management solutions. Servicing over 400,000 subscribers and over 30,000 businesses worldwide, the company maintains key distribution partnerships with AT&T in the U.S., TELUS in Canada, Telstra in Australia, and T-Mobile in Europe. It remains one of the fastest-growing companies in North America, having won numerous awards for innovation and growth.

 

Ecofleet is an international software company that specializes in GPS-based fleet and team management solutions. Our focus is on optimizing car fleets and workflows to help our customers reduce costs and increase revenue. Ecofleet is one of the leading telematics providers in Scandinavia, the Baltic countries and Eastern Europe with presence in over 20 countries, servicing 80.000+ vehicles.

 

The Ellex Raidla team in Estonia included Partner Sven Papp, Counsels Jaanus Ikla, Antti Perli, Mari Must, Senior Associates Gerda Liik, Reet Saks and Associate Merlin Liis.

 

For more information, please click HERE.

OP Financial Group will sell all shares of its non-life insurance company Seesam Insurance AS, including its Latvian and Lithuanian branches, to Vienna Insurance Group. The parties signed the share sale and purchase agreement on 18 December 2017. The transaction is subject to the approval by the local regulatory authorities.

 

Seesam was founded in 1991 in Estonia and has offices in all three Baltic countries. It has over 200,000 customers and sells its non-life products across all distribution channels. In 2016 the company reported gross written premiums of around EUR 60 million and currently has 335 employees.

 

Seesam’s parent undertaking, OP Financial Group, is Finland’s largest financial services group. OP offers diverse banking, asset management and insurance services to companies and private persons. The OP Group includes 180 member banks, over 4 million clients, nearly 12,000 employees and the total assets of the Group exceed 80 billion Euro.

 

Vienna Insurance Group has close to 200 years of experience in the insurance business. There are about 50 Group companies in 25 countries. Vienna Insurance Group has a staff of about 25,000 employees. The listed Vienna Insurance Group is the best-rated company of ATX, the leading index of the Vienna Stock Exchange. Its shares are also listed on the Prague Stock Exchange.

 

Ellex advised OP Financial Group on the sale of Seesam Insurance to VIG. In Estonia the client was advised by Partner Sven Papp and Senior Associates Gerda Liik and Martin Mäesalu, in Latvia the client was advised by Senior Associates Sarmis Spilbergs and Mārtiņš Gailis and Associate Kristiāna Matuzeviča, in Lithuana the client was advised by Partner Dovilė Burgienė and Senior Associates Lina Žolynė and Ilona Jančiauskaitė, Partner Marius Juonys, and Senior Associate Alina Makovska.

Ellex Raidla team advised the Estonian start-up company ZeroTurnaround on the sale of its business to Rogue Wave Software Inc., a US software company.

 

ZeroTurnaround is a software company founded by Estonians Jevgeni Kabanov and Toomas Römer. The company develops and sells JRebel, a Java integrated development environment plugin that eliminates the build and redeploy phases of the Java EE development cycle.

 

ZeroTurnaround has received funding at least $13 million; among the investors, there can be listed  for example investment firm Bain Capital as well as Western Technology Investment. The company got the latest round of funding from investors in July 2015.

 

Zero Turnaround was advised by Partner Sven Papp, Counsel Mari Must, Senior Associate Alla Kuznetsova and Lawyer Mirko Kikkamägi.

Stora Enso announced that has divested 100% of its shares in the Finnish Puumerkki Oy and the Estonian Puumerkki AS to Mimir Invest AB, a global investment firm.

 

Stora Enso is a leading provider of renewable solutions in packaging, biomaterials, wooden constructions and paper on global markets.

 

This divestment supports Stora Enso’s Wood Products division in focusing on its growth strategy and further build on the strength of the premium portfolio of products and services.

 

The transaction was advised by Ellex Raidla's Partner Sven Papp and Senior Associate Gerda Liik.

 

Read more HERE.

BaltCap Private Equity Fund II  managed by BaltCap has signed an agreement  to buy the business  operations  serving  the  local  markets in  the  Baltic  States  from European vending and coffee services company Selecta Group. Ellex, a circle of leading law firms in the Baltics, represented Selecta Group in the transaction.
 
Selecta is a leading vending and coffee services company in Europe. The company has grown its geographic market presence to 15 countries across Europe and serves 6 million consumers every day. The three Baltics businesses employ about 75 people and generate net sales in excess of € 10 million.
The transaction is a subject to the approval of the competition authorities. The transaction price is confidential.

The transaction in Estonoa was led by Ellex Raidla partner Sven Papp and senior associate Gerda Liik. The transaction in Latvia was led by Ellex Klavins senior associate Sarmis Spilbergs and partner Raimonds Slaidins. The transaction in Lithuania was led by Ellex Valiunas associate partner Povilas Zukauskas and associate Arturas Grimaila.

Ellex Raidla team advised East Capital Explorer in the transaction where Polaris Invest, owned by Indrek Kuivallik, purchased the shareholding of Starman from East Capital Explorer and became the only shareholder together with current co-shareholder Com Holding.

 

The loan for the transaction was granted by the telecommunication company Elisa whose aim is to become the owner of Starman’s Estonian business unit. Starman group is planning to divide the business units of the two countries in the first quarter of 2017. Polaris Invest and Com Holding will remain the owners of the Lithuanian unit. Until the Estonian and Lithuanian units are divided, Starman group will continue work with the new owners and current management.

 

The Ellex Raidla team included partners Risto Vahimets, Toomas Vaher, senior associate Gerda Liik and associate Maria Teder. Our partner Sven Papp advised Starman.

 

Telia Eesti AS (formerly AS Eesti Telekom) is one of the largest telecommunication companies in the Baltic states and a member of Telia Company. AS Eesti Telekom is a holding company registered and operating in the Republic of Estonia, whose subsidiaries provide telecommunications services.

 

The client was advised by partner Sven Papp, senior associate Gerda Liik.

 

Press release: Tark Grunte Sutkiene and Ellex Raidla Advise on Sale of IT Services Business to Telia Estonia.

Ellex Raidla advised on of the world’s leading online gambling games developer and – operator – Gamesys Limited – in the acquisition of an Estonian based software developer Snowcat Games.

 

Snowcat designs and develops a range of online gaming content with its main focus being on HTML5 formats. The company has also built online gaming systems for a range of businesses.

 

Gamesys, with its more than 1,000 employees, hosts over 25 million players and, among others, operates Jackpotjoy – the UK’s biggest online bingo site.

 

Gamesys hopes that the acquisition of Snowcat will enable it to start a number of new exciting projects. The deal value was not disclosed.

 

The client was advised by partner Sven Papp, senior associate Gerda Liik and associate Sven Böttcher.

 

Press release:

 

Ellex Raidla advised Danske Bank A/S in the transaction in which AS LHV Varahaldus, a subsidiary of the Estonian financial group LHV,  acquired 100% of the shares of Danske Capital AS,  an asset management company based in Estonia.

 

The sales transaction will be completed once it has been approved by the Financial Supervision Authority and the Competition Authority that is expected to happen towards the end of the first half of this year. The transaction price will be determined upon the finalization and LHV Group will announce it thereafter. In order to finance the transaction, LHV Group will increase the share capital of LHV Varahaldus and purchase subordinated bonds of the company.

 

The aim of the deal is to expand the business of LHV Varahaldus and thereby offer clients of the mandatory pension fund the best long-term investment service. After the finalization of the transaction the mandatory pension fund market share of LHV Varahaldus will be approximately 30%.

 

After the transaction has been finalized the plan is to merge Danske Capital with LHV Varahaldus and to merge pension funds with similar investments strategies. The receiving funds shall be LHV pension funds and the merging funds shall be the funds managed by Danske Capital.

 

Danske Capital manages three mandatory pension funds and two voluntary pension funds. The assets under management of Danske Capital currently stand at 235.8 million euros and there are over 43,000 active clients in the Danske mandatory pension funds.

 

Ellex Raidla advised Danske Bank A/S in this purchase transaction, prepared the transaction and provided legal support on negotiations and on concluding the agreement.

Our experts involved in the project were partner Raino Paron, senior associates Helen Ratso and Gerda Liik. The team was led by partner Sven Papp.

 

Additional information is available here.

Ellex Raidla advised Würth group in the transaction where Talger-Elektrotehnika OÜ as a part of Würth group acquired from Rexel Finland Oy 100% of shares of OÜ Elektroskandia Baltics, which is one of the biggest wholesaler of electrical materials in Estonia.

 

The team of Ellex Raidla ensured full legal support including legal due diligence, assistance in drafting purcase agreement and support on prepearing the  notice of concentration. The transaction will be finalized once the Estonian Competition Authority has approved the concentration.

 

The team was led by parter Sven Papp with associates Reet Saks, Gerda Liik, Martin Mäesalu, Gerly Lõhmus and lawyers Sven Böttcher and Triin Tiru.

 

The Würth Group is the world´s market leader in its core business, the trade in assembly and fastening material. It currently consists of over 400 companies in more than 80 countries with over 69,000 employees on its payroll. In 2015, the turnover of Würth Group was more than EUR 11.05 billion.

Ellex Raidla advised Experian group in the sale of Kredidiidiinfo AS to Creditinfo group.

Ellex Raidla advised the client in throughout all stages of the transaction, including preparing legal due diligent data room, assistance in drafting transaction documents and in negotiation process.

 

Experian group is one of the world's leading providers of information services, operating in more than 39 countries and employing more than 16,000 people. In 2014 Experian’s total turnover was over 4.8 billion US dollars.

The team members of the project were partner Sven Papp and lawyer Sven Böttcher.

Additional information is available here.

The team of Ellex Raidla that was led by Sven Papp, head of M&A and Corporate Advisory practice group, advised Ramboll group in the sale of 100% of shares of Ramboll Eesti AS. We advised our client in drafting the documents and other corporate issues related to the transaction. Other team members were counsel Jaanus Ikla and lawyer Sven Böttcher.
 

Ramboll group is a leading engineering, design and consultancy company with more than 12 000 employees and operating in 35 countries around the world. Ramboll Eesti AS is a subsidiary of Ramboll Group that has more than 40 employees and is mainly operating in the fields of infrastructure and environmental projects.

 

Additional information about the deal is available here.

Ellex Raidla (together with Cobalt) advised Orkla in various aspects related to the acquisition of NP Foods. The team, led by partner Sven Papp, worked on filing the transaction for the competition clearance with the Estonian Competition Authority.

On 26 August 2014, Orkla announced that it had entered into an agreement to acquire 100 % of the shares in the companies held by Nordic Partners Food Ltd, which is owned by the Latvian investment company Nordic Partners and the Icelandic fund BIL ehf. The companies held by Nordic Partners Food Ltd are AS Gutta, NP Foods SIA, AS Staburadze, AS Laima, UAB Margiris and SIA Détente.

The acquisition will nearly double the scale of Orkla’s Baltic operations, making Orkla one of the largest consumer goods companies in the region. The agreement with Nordic Partners Food Ltd. is planned to be completed within March.

Orkla is a leading supplier of branded consumer goods and concept solutions for the retail, food service and bakery markets in the Nordic countries and the Baltics, and to selected markets in Central Europe, Russia and India. Orkla is listed on Oslo Stock Exchange and based in Oslo, Norway. In 2013, Orkla’s turnover totalled NOK 33 billion, and the group had around 17,000 employees.

Additional information:

Ellex Raidla advised the State Forest Management Centre (RMK), the company responsible for managing Estonia's state forests, in the acquisition of 30,1% of domestic forest seeds and plants supplier Eesti Metsataim AS from Finnish Metsahallitus. With the transaction RMK assumes full control of Eesti Metsataim AS. The team included partner Sven Papp and associate Gerda Liik.

RMK is the keeper, protector and manager of the forest and other natural biotic communities belonging to the Republic of Estonia. RMK earns a profit for the state through forest management, growing reforestation material, and organising forest and nature conservation works. In addition, RMK establishes opportunities for nature walking in recreational and protected areas and shapes nature awareness. RMK consists of the Sagadi Forest Centre, the Elistvere Animal Park, the Tartu Tree Nursery, 70% of the Estonian-Finnish joint company AS Eesti Metsataim and the Põlula Fish Farm. More than 700 people work for RMK.  

 

Ellex Raidla team led by partner Sven Papp and in co-operation with Avance attorneys (Finland) advised MB Funds in the acquisition of Dieta Group, a leading manufacturer, importer and distributor of professional kitchen equipment with a comprehensive product portfolio and service offering and production facilities in Finland and Estonia.

Dieta Group has a strong Finnish market position, export activities to over 20 countries and a prime customer base comprising of the HoReCa sector as well as educational units, hospitals and other public customers. Dieta Oy has four daughter companies: Dietatec Oy, Coffeeplace Oy, Dieta AS and Assi AS, whereas Dieta AS and Assi AS are based in Estonia.

Additional information:
MB Funds acquires Dieta Oy

Raidla Lejins & Norcous advised Ukrainian company Ukrselhosprom PCF LLC in the acquisition of majority shareholding in Marfin Pank Eesti AS. The project team was led by partners Sven Papp and Raino Paron and included associate Alla Kuznetsova.

Ukrainian agricultural industry company Ukrselhosprom acquired 70.5427 per cent of shares in Marfin Pank Eesti, which were currently in the ownership of Marfin Popular Bank Public Co Ltd. Estonian Financial Supervision Authority has given approval to proceed with the transaction.
 

Ukrselhosprom is owned by Ukrainian industrial group Alef, consisting of over twenty companies, including a bank, an insurance company and an asset management company. Alef' s companies are owned by Ukrainian citizens Vadym Iermolaiev, the majority shareholder, and Stanislav Vilenskyy, minority shareholder.