Anette Laitinen

BHP – Alliance agreement with Kingsrose Mining Limited

We acted as the Finnish legal advisor for BHP in connection with an exploration alliance agreement entered into between BHP and Kingsrose Mining Limited under which BHP (through a wholly owned subsidiary) will provide funding for regional mineral exploration across areas of interest in Finland. As part of the arrangement announced on 22 May 2024, BHP and Kingsrose entered into two exploration alliance agreements, focusing on nickel and copper exploration in specified regions in Finland and Norway. In Finland, the alliance agreement covers Kingsrose’s four exploration reservations at the Central Finland project in the Kotalahti Nickel Belt, a 400 kilometre long greenstone belt which hosts the past producing Hitura, Kotalahti and Enonkoski nickel mines. The alliances follow from Kingsrose’s successful participation in the BHP Xplor program, a global accelerator program targeting innovative, early-stage mineral exploration companies to find the critical resources necessary to drive the energy transition. BHP is the largest mining company in the world by market capitalisation, producing essential commodities through its assets, including iron ore, metallurgical coal, copper and nickel, and moving into potash.

4.7.2024

BYG4Lab and Keensight Capital – Acquisition of Finbiosoft

We advised BYG4Lab, a portfolio company of the European growth buyout investor Keensight Capital, on its acquisition of Finbiosoft Oy, an innovative software company founded in 2011 with a mission to help laboratories reach higher quality and better efficiency. Founded in 1982, BYG4lab is a leading software company specialised in data management solutions for medical laboratories. The company is headquartered in France and employs nearly 110 people, of which approximately 40% are in R&D. Keensight Capital is a European growth buyout investor with deep expertise in technology and healthcare. Keensight Capital partners with the management teams of fast growing and profitable companies providing capital, strategic guidance and operational support.

14.3.2024

Keensight Capital – Combination of Biovian and 3P Biopharmaceuticals

We advised Keensight Capital on the Finnish law aspects of the combination of Biovian and 3P Biopharmaceuticals, two leading biologics contract development and manufacturing organisations (CDMOs) backed by Keensight Capital, to establish 3PBIOVIAN, a new pan-European leader in its field. The combined group will offer unparalleled end-to-end development and manufacturing services for all protein expression systems and viral vectors, both for drug substance and drug product, from preclinical to clinical development and commercial phases. With over 500 professionals, manufacturing sites in Pamplona-Noáin (Spain) and Turku (Finland) and its commercial office in Boston (USA), 3PBIOVIAN will become one of the main independent European bio-CDMOs. We advised Keensight Capital alongside Paul Hastings, Keensight Capital’s lead legal counsel in the transaction, and Strelia and Garrigues, who, respectively, advised Keensight Capital on Luxembourgian and Spanish legal aspects of the combination.

6.2.2024

Biovian – Debt refinancing initiative to support GeneCity expansion

We advised Biovian Oy, a Finnish company, in a debt refinancing initiative and securing a new funding package with Eurazeo, a French investment company, to support GeneCity facility expansion. The package will be used to refinance existing debt and to finance investment in GeneCity. The GeneCity facility will house cutting-edge equipment and advanced technologies to support the development, manufacturing, and testing of ATMP (Advanced Therapy Medicinal Products). It will also feature dedicated Class A to D cleanroom areas for bulk drug substances as well as final drug product manufacture. The new viral vector facility building has been started in the autumn of 2023 and the facility is expected to be ready in 2025. The new funding package is an important milestone in Biovian’s growth journey and will support Biovian in continuing its strong organic growth. The GeneCity expansion is a strategic move aimed at meeting the growing demand for high-quality biopharmaceutical manufacturing services and further solidifying Biovian’s position as a trusted partner in the biopharmaceutical industry.

17.1.2024

Remondis – Acquisition of all the shares in Delete Group

We acted as the lead counsel to REMONDIS Group and REMONDIS Maintenance & Services International GmbH in a cross-border acquisition of all the shares in Delete Group Oyj from its shareholders, including Axcel, a Nordic private equity firm. The redemption of all Delete Group’s outstanding senior secured notes was also carried out in connection with the transaction. The acquisition complements REMONDIS Maintenance & Services’ existing industrial cleaning business and marks the entry of the REMONDIS Group to the Finnish market. As a result of the transaction, Delete Group became the third industrial cleaning services company in the REMONDIS Group, alongside BUCHEN Industrial Services and REYM. Operating in Finland and Sweden, Delete Group is one of the leading providers of high-quality industrial cleaning services. It employs approximately 675 professionals in 29 locations. The sale and purchase agreement was signed in May 2023. The transaction was notified to the competition authorities in Finland and Sweden. We assisted REMONDIS in notifying the Finnish Competition and Consumer Authority. Mannheimer Swartling advised REMONDIS in matters under the laws of Sweden. REMONDIS Maintenance & Services belongs to the REMONDIS Group, one of the world’s largest recycling, service and water companies. REMONDIS employs more than 40,000 employees all around the globe in over 30 countries.

5.12.2023

Excelerate Energy – Chartering an FSRU to Finland

We advised Excelerate Energy on the conclusion of a lease agreement with Gasgrid Finland Oy for the Floating Storage and Regasification Unit (FSRU) Exemplar. The Inkoo LNG terminal project will have a significant impact on securing the supply of gas to Finland and Estonia as imports of pipeline gas from Russia cease. The Exemplar is the first FSRU in Finland and the Inkoo LNG terminal project is legally unique. Moreover, the project, which is critical for Finland’s and the Baltics’ gas supply, was completed in an exceptionally short timeframe. Our experts assisted the company in a wide range of areas including contracts, energy legislation, licensing, labour law, taxation and structuring.

9.6.2023

Foreign special investment fund – Special investment fund with one direct unitholder deemed tax exempt for income tax purposes in Finland

We advised a German investment management firm in a tax dispute concerning the tax treatment of a German investment fund investing mainly in real estate. The Helsinki Administrative Court ruled the matter in our favour and stated that the fund must be considered as tax exempt for income tax purposes in Finland. The tax dispute concerned the taxation of the income that a German special investment fund investing in Finnish real estate received from Finland. The fund had only one direct unitholder, but it was part of a larger investment structure that effectively involved the co-investment of assets of a large number of individuals and the diversification of investments, including Finnish real estate. The tax dispute concerned the Finnish Income Tax Act’s provision on the tax exemption of investment funds. The Finnish Income Tax Act includes a tax exemption provision that, under certain conditions, exempts domestic and foreign investment funds and special investment funds from income tax in Finland at the fund level. Said tax exemption provision became effective in tax year 2020 and has since caused challenging interpretation differences with the tax authorities as well as several tax disputes. The CJEU has issued a preliminary ruling on one aspect of the Finnish tax exemption provision, and the Finnish Supreme Administrative Court has recently issued rulings on the tax treatment of investment funds. The legal question under dispute has raised a lot of academic debate over the past years. The domestic provisions and their application with respect to foreign investors have proven to be problematic from the perspective of the EU fundamental freedoms. We submitted an advance ruling application to the Tax Administration to confirm that, despite having only one direct unitholder, the German fund is treated as tax exempt for income tax purposes in Finland, because it meets the profit distribution requirement set out in the legislation. The Tax Administration issued a negative ruling to the fund and deemed that the fund cannot be treated as tax exempt for income tax purposes in Finland. We successfully assisted with appealing the advance ruling decision to the Helsinki Administrative Court, which ruled in our favour and stated that the fund must be considered as tax exempt for income tax purposes in Finland. The decision of the Helsinki Administrative Court became final in May 2023.

25.5.2023

Samla Capital – Luxury hotel project The Hotel Maria

We advise Samla Capital in the construction and development of The Hotel Maria and the related financing arrangement. The Hotel Maria is a first-class luxury hotel located in southern Helsinki that will open its doors at the end of 2023. The Samla Hotels fund (SC Hotels I Ky), managed by Samla Capital, will provide the investment required for the hotel. The investment budget is around EUR 116 million. The Hotel Maria will open as a member of Preferred Hotels & Resorts’ prestigious Legend Collection. This will be the brand’s first Legend hotel in Finland. The Hotel Maria consists of four buildings situated in a historic venue, and it aims to offer its customers an exceptional and modern luxury hotel experience.

13.1.2023

Vattenfall – First large scale offshore wind farm in Finland

We advised Vattenfall in an arrangement whereby Vattenfall and Metsähallitus agreed on the development and construction of Finland’s first offshore wind farm in the open sea area. The offshore wind farm, with a planned nominal capacity of 1.3 GW, is planned to be constructed approximately 15 kilometres off the coast in the municipality of Korsnäs located in Ostrobothnia. The offshore wind farm is expected to be operational in the early 2030’s, and its annual production is estimated to be approximately 5,000 GWh, corresponding to the annual electricity consumption of more than two million apartment homes or the annual consumption of around 250,000 electricity heated individual houses in Finland. The estimated value of the investment is 2–3 billion euros. Finland has set the goal of being carbon neutral by 2035 and carbon negative soon after that. Metsähallitus plays a key role in achieving this goal given that they are responsible for managing the state-owned land and water areas in Finland. The offshore wind farm also supports Vattenfall’s strategy to reach its goal of enabling fossil-free living within one generation. Vattenfall is a leading European energy company. Vattenfall employs approximately 19,000 people and has operations mainly in Sweden, Germany, the Netherlands, Denmark and the UK. Vattenfall is owned by the Swedish state.

22.12.2022

Merus Power – Listing on First North

We assisted Merus Power Oyj and lead manager Alexander Corporate Finance Oy in Merus Power’s listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public, institutional and personnel offerings and was significantly oversubscribed. The compan y ies raised gross proceeds of approximately EUR 12 million from the IPO and gained approximately 8,000 new shareholders . The proceeds raised in the offering will support the implementation of Merus Power’s growth strategy. ‘We strongly believe that the energy market transition will lead to renewable energy sources and power quality playing an increasing role in overall power production. Our technological expertise promotes the global transition towards a sustainable and energy-efficient future. Given the feedback we have received, investors also believe that we have an important role to play in the energy market transition’, says Kari Tuomala , Merus Power’s managing director. Trading in the company’s shares began on First North on 8 June 2021. Merus Power Oyj is a technology company established in 2008 that leverages the sustainable energy revolution. Merus Power designs and manufactures innovative electrical power solutions, such energy storage and power quality solutions and services for renewable energy and industry. The company’s scalable technology enables the growth of renewable energy in electrical grids and improves the energy efficiency of society.

8.6.2021

Alexandria – Listing on First North

We advised Alexandria Pankkiiriliike Oyj and financial adviser Oaklins Merasco Oy in Alexandria’s listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of a public, institutional and personnel offering and was oversubscribed multiple times. Alexandria has over 3,200 shareholders after the listing. Alexandria was established in 1996 and has grown over 25 years into one of the largest investment service firms in Finland. The company specialises in high-quality savings and investment solutions. Alexandria’s 250 professional investors serve over 35,000 customers in 30 municipalities.

11.5.2021

Sinch – Acquisition of SAP Digital Interconnect Finnish Operations

We advised Sinch AB (publ), a global leader in cloud communications for mobile customer engagement in the acquisition of SAP’s communications unit SAP Digital Interconnect (SDI) in Finland. Sinch acquired all assets and IP belonging to SDI. SDI offers cloud-based communications products throughout the world. Sinch and SDI share a focus on digital business transformation. Sinch brings businesses and people closer with tools enabling personal engagement. Its cloud communications platform lets businesses reach every mobile phone on the planet, in seconds or less, through voice, video, and SMS services. Sinch is a trusted software provider to mobile operators, and its platform powers business-critical communications for many of the world’s largest companies. Sinch has been profitable and fast-growing since its foundation in 2008. It is headquartered in Stockholm, Sweden, and has local presence in more than 30 countries. Shares are traded at NASDAQ Stockholm. SAP Digital Interconnect (SDI) enables enterprises to cover the ‘last mile’ with their customers and connect businesses, people, and things in the digital economy. This is being done using SMS, e-mail, push notification, and social network channels. SDI provides cloud-based, API-driven engagement services that help mobile network operators, enterprises and developers drive digital transformation with intelligent, interconnected, multichannel engagements. SDI has a strong customer base of blue-chip customers, including over 1,500 enterprise customers and 500 mobile operators, spanning 190 countries.

5.5.2020

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