23.1.2017

Management of Various Companies – Background Checks for the Identification of Business Partners

In today’s business, the identification and due diligence of business partners is an essential ingredient in the management of reputation risk. Over the past months, we have performed background checks of prospective partners for several companies at the management’s request, covering e.g. trade sanctions, corruption risks and money laundering risks. The checks have concerned Argentina, Iran, Kazakhstan, Latvia, Norway, Turkey and Russia.

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Atria – Sale of Sibylla Rus

We advised Atria Plc in the sale of its Russian fast food business, Sibylla Rus LLC, to Limited Liability Company Agricultural Complex Mikhailovskiy, which is part of the Cherkizovo Group. The sales price is approximately EUR 8 million. Sibylla trademark was not included in the transaction. Sibylla Rus specialises in the sale of turnkey solutions for the production and sale of fast food products, such as hot dogs and burgers, under the Sibylla brand in shop-in-shop establishments. Sibylla Rus products are sold in 4,400 outlets in Russia, Kazakhstan, Belarus, Kyrgyzstan and Tajikistan, mainly at gas stations and leisure facilities. Cherkizovo Group is one of the largest producers of meat products in Russia. At the end of 2021, its consolidated revenue amounted to 158 billion rubles. Cherkizovo has been listed on the Moscow Stock Exchange since 2006. Atria Plc, established 1903, is one of the leading meat and food companies in Northern Europe. In 2021, its net sales were approximately EUR 1.5 billion and it had around 3,700 employees in Finland, Sweden, Denmark and Estonia. Atria Plc’s shares have been listed on Nasdaq Helsinki since 1991.

EU’s General Data Protection Regulation (GDPR) – GDPR Implementation Projects for Various Companies

We have advised several of our clients in preparing for the European Union’s General Data Protection Regulation (GDPR). These projects have varied in scope and duration, from compliance audits to identify the gap between the current level of compliance and the new data protection requirements set by the GDPR to more comprehensive GDPR implementation plans. We also provide ongoing support throughout the various steps of implementation. All of these projects have been based on the client’s current level of knowledge of its data processing functions, personal data streams and level of data protection. They all result in the clients having the tools to implement the necessary changes. We support our clients in the implementation phase by reviewing and drafting documents and contracts, training their personnel and providing legal opinions on various operative and administrative issues relating to personal data processing and the GDPR’s requirements.

EU-based Industrial Company – Challenges related to the EU sanctions

We assisted an EU-based industrial company on the applicability of the EU sanctions upon their product and service supply to Russia. We drafted a legal opinion on the matter to support the business decision of the company’s future operations in Russia. As in other sanctions cases, the challenge was the absence of detailed reference material and published case law. Another challenge identified was the different approaches of the various Member States’ national authorities to the sanctions, for although EU sanctions regulations and decisions are universally applicable, there is not always consensus among Member States upon how to interpret those regulations and decisions. This lack of consensus decreases the legal certainty related to cross-border business activities.

NoHo Partners – EUR 50 million secured notes and EUR 97 million senior secured facilities agreement

We advised NoHo Partners Plc on the issuance of EUR 50 million senior secured floating rate notes. The notes have a tenor of four years and mature on 10 September 2030. The notes bear interest at a rate of three-month EURIBOR plus a margin of 4.375 per cent. per annum. The notes were allocated to a mix of domestic and international investors. We also advised NoHo Partners on the negotiation of its new senior facilities agreement. The facilities agreement comprises a EUR 60,000,000 term loan facility, a EUR 10,000,000 capex facility and a EUR 27,000,000 revolving credit facility. “We are delighted by the interest investors have shown in the company’s Notes, which reflects confidence in our strategy. The successful issuance of the Notes, together with the new loan agreement, extends the maturity profile of our financing and enables the company to continue executing its growth strategy going forward. I would like to thank all investors for their participation, as well as our partner bank for the excellent execution of the Notes issuance”, says Jarno Suominen, CEO of NoHo Partners. OP Corporate Bank plc acted as the sole lead manager and bookrunner for the issue of the notes. NoHo Partners Plc is a Finnish group established in 1996, and it specialises in restaurant services being the creative innovator of the Northern European restaurant market. The company was listed in Nasdaq Helsinki in 2013 becoming the first Finnish listed restaurant company, and it has continued to grow strongly throughout its history. NoHo Partners’ vision is to be the leading restaurant operator in Northern Europe.

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