Financial Regulation & Compliance(en) Archives - Castrén & Snellman

Multitude – Relocation from Finland to Switzerland

Finance and insurance is one of the most thoroughly and complexly regulated fields.

We are a reliable and skilled partner in all issues you may encounter due to regulation and market changes.

In addition to client assignments, we participate actively in legislative work and in developing market practices. Janne Lauha currently chairs the Finnish Bar Association’s Securities and Finance Law Expert Group and he is also an appointed expert of the Finnish Ministry of Justice in matters relating to securities law.

You will benefit from the most up-to-date information concerning the market and from our excellent contacts with the authorities. Our expertise will be of particular use in situations where regulations are still in the formative stage and no application practices have yet been established. In international regulatory matters, you will have access to our unique network of law firms.

Legal opinions and day-to-day advice
Compliance reviews and guidelines
Insider matters, disclosure obligations and Market Abuse Regulation (MAR)
Permits and market entry
Notifications and europass procedures
Planning terms and conditions for services
Offering of financial services and products
Regulatory matters relating to the book-entry system
Post trading, clearing & settlement
Marketplace regulation and MiFID II
EMIR and short selling procedures
Advice relating to AIFM permits and notifications
Crowdfunding opportunities
Applicability of payment services regulation

Our clients are Finnish and international banks, insurance companies, fund management companies, investment service firms, listed companies and foreign law firms.

The Legal 500, IFLR1000, Chambers Europe and Chambers Global rank our services among Finland’s best.

Latest references

Huhtamaki – EUR 450 million sustainability-linked syndicated revolving credit facility

We advised Huhtamaki Oyj in relation to a EUR 450 million sustainability-linked syndicated multi-currency revolving credit facility loan agreement (“RCF”) with a maturity of five years. The RCF refinances an existing EUR 400 million sustainability-linked syndicated revolving credit facility signed in January 2021 and will be used for general corporate purposes of the Group. The RCF has two one-year extension options at the discretion of the lenders. The Mandated Lead Arrangers and Bookrunners of the RCF are Citi, Nordea Bank Abp, Skandinaviska Enskilda Banken AB (publ), BNP Paribas, Commerzbank Aktiengesellschaft, Danske Bank A/S, DBS Bank Ltd., London Branch, J.P. Morgan SE, Landesbank Hessen-Thüringen Girozentrale, OP Corporate Bank plc, Raiffeisen Bank International AG and Standard Chartered Bank AG.

Neste – EUR 150 million Green Term Loan

We advised Neste as it signed a EUR 150 million bilateral green term loan agreement with Danske Bank A/S, Finland Branch. The proceeds of the loan will be used to finance eligible assets and projects in accordance with Neste’s Green Finance Framework. The loan has a tenor of 24 months with one 12-months extension option of 12 months. Neste published a renewed Green Finance Framework in February 2024 to align future financing activities with market best practices and standards. In addition to renewable and circular solutions, Neste’s renewed framework includes renewable energy as an investment category. Longer term actions on ourNeste’s climate roadmap include scaling up new technologies and innovations, with focus on renewable hydrogen. Renewable hydrogen and other new technologies are estimated to have a reduction potential of 20% or more of the 2019 scope 1 &and 2 emission baseline by 2030.

Neste – EUR 200 million Green Term Loan

We advised Neste as it signed a EUR 200 million bilateral green term loan agreement with UniCredit Bank Austria AG. The proceeds of the loan will be used to finance eligible assets and projects in accordance with Neste’s Green Finance Framework. The loan has a tenor of six years. Neste published a renewed Green Finance Framework in February 2024 to align future financing activities with market best practices and standards. In addition to renewable and circular solutions, Neste’s renewed framework includes renewable energy as an investment category. Longer term actions on Neste’s climate roadmap include scaling up new technologies and innovations, with focus on renewable hydrogen. Renewable hydrogen and other new technologies are estimated to have a reduction potential of 20% or more of the 2019 scope 1 and 2 emission baseline by 2030.

S-Bank – Bond transactions totalling EUR 1.45 billion for acquisition of Svenska Handelsbanken’s operations

We have advised S-Bank Plc in four bond transactions totalling EUR 1.45 billion that provided financing for S-Bank’s acquisition of Svenska Handelsbanken AB’s Finnish private customer, asset management and investment services operations. In 2023, we advised S-Bank in supplementing their earlier bond programme and in the issuance of two new bonds. S-Bank’s first covered bond, valued at EUR 500 million, was issued in September 2023. In addition to general corporate purposes, the purpose of the issue was to finance the acquisition of Svenska Handelsbanken AB’s Finnish private customer, asset management and investment services operations. Further, a EUR 150 million senior preferred MREL eligible bond was issued in November 2023 and the purpose of the issue was to meet the minimum requirement for own funds and eligible liabilities (MREL) and to finance the bank’s activities. In 2024, we have advised S-Bank Plc in the update of a EUR 3 billion bond programme. Under the programme, S-Bank may issue senior preferred MREL eligible notes, covered bonds and additional tier 1 capital notes. In February of 2024, we advised S-Bank in its issuance of a EUR 300 million senior preferred MREL eligible bond and on the tender offer of its EUR 220 million senior preferred MREL eligible bond maturing in 2025. The tender offer required the prior permission of the Finnish Financial Stability Authority based on Commission Delegated Regulation 2023/827 on technical standards for the reduction of own funds and eligible liabilities prior authorisation. The Stability Authority granted S-Bank a permission for repurchases of the notes. Based on the permission, S-Bank replaced the notes with own funds or eligible liabilities instruments of equal or higher quality at terms that are sustainable for the income capacity of S-Bank. The final tender offer results were announced in February 2024. In April 2024, we further advised S-Bank in supplementing their base prospectus and issue of their second covered bond of EUR 500 million. The covered bond’s maturity date is 16 April 2030.

Latest insights

28.6.2024 – Capital Markets & Financial Regulation CRD 6 has been published: New requirements for M&A transactions and other reorganisations in the banking sector

Hannu Huotilainen

Karlo Siirala

Hannu Huotilainen & Karlo Siirala

30.10.2024 – Environment, Energy & Green Transition New siting permit for clean energy transition projects proposed for inclusion in the Building Act

Marius af Schultén

Helinä Teittinen

Jessica Salmia

Marius af Schultén, Helinä Teittinen & Jessica Salmia

22.10.2024 – Corporate Crime & Investigations New Directive on sanctions offences to harmonise penalties for violating EU sanctions

Heidi Paalanen-Koev

Anna-Kaisa Remes

Heidi Paalanen-Koev & Anna-Kaisa Remes

10.10.2024 Revolutionising legal services: Castrén & Snellman’s journey with AI integration

Mia Ihamuotila

Mia Ihamuotila

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