Hilma-Karoliina Rozell

KLP – Acquisition of a majority stake in Elisa Videra through a combination with MVC

We are acting as Finnish legal advisor to KLP Vermögensverwaltungs in a combination of its German subsidiary MVC Mobile VideoCommunication with Elisa Videra, a subsidiary of Elisa Corporation, through a share swap. KLP Vermögensverwaltungs will have a 62.5% holding and Elisa Corporation a 37.5% holding in the combined MVC Videra. The transaction is subject to authority approval in Finland and the estimated closing is in December 2023. In 2023, MVC Videra’s combined turnover is expected to be around EUR 45 million with a total of around 150 employees.

6.11.2023

Oomi – Assistance with electricity market matters

We are advising Oomi Oy in questions relating to electricity market legislation, consumer protection and marketing law. Oomi is one of the largest electricity sales companies in Finland. The company sells electricity contracts, solar power systems and electric car charging solutions to consumers and businesses.

19.6.2023

Valio and C&S – Sustainable everyday life is created through bold reforms

Valio is a food company with the courage to change with the times. Valio’s road to growth and towards the innovative transformation of the food industry is supported by its long-standing business law partner, Castrén & Snellman. Juha Hölttä became Valio’s General Counsel at a time when the company kicked its new strategy into a higher gear. ‘In the past two years we have made several significant market initiatives and expanded our business from food production to other areas of the value chain. By acquiring Heinon Tukku, we now provide a new kind of added value to restaurants and professional kitchens through our Valio Aimo ® wholesale business. And our joint venture with St1, Suomen Lantakaasu Oy, will enable us to reach our goal of turning manure into biogas for heavy transportation,’ Hölttä describes some of the milestones of the new strategy. In addition to expanding into new business areas, Valio continues to build a more sustainable dairy business alongside seeking international growth from plant-based products. Valio has invested in the international growth of its Oddlygood ® brand through incorporation and gained additional product development expertise through the acquisition of Gold&Green. Carbon footprint of milk reduced by new business operations Dairy products are at the core of Valio’s business, and the company develops this strong foundation not only through product innovation but also at the beginning of the food chain. ‘Who could have foreseen that dairy farm manure could become one way of tackling climate challenges? Our planned biogas plants will use manure and agricultural by-products to produce renewable liquefied biogas for use as transportation fuel,’ says Hölttä. ‘Valio is aiming for a carbon-neutral milk chain by 2035. We are making major reforms in our operations in order to make this happen.’ The sustainability programme for Valio’s 3,700 dairy farms has been expanded, and it now includes the preventive and systematic healthcare of cows as well as actions related to grazing, the climate and biodiversity. ‘Appreciation for locally produced food is on the rise, which means that sustainability questions are local as well. This is a good trend, as it makes it easier for us to make a difference.’ ‘Strategic help even in difficult circumstances’ The service-mindedness of lawyers is key in implementing a growth strategy. Castrén & Snellman Attorneys is a long-standing partner of Valio, and the relationship between the two is tight. ‘At Valio, we are always exploring new business opportunities, and us lawyers are tasked with assessing these opportunities. My philosophy as the General Counsel is that my door is always open. Together we can evaluate how to solve and implement new initiatives. In this job, you must be curious, broad-minded and business-oriented,’ summarises Hölttä. Hölttä’s legal team of five people is supported by experts from Castrén & Snellman. The key to successful partnership is that both parties are familiar with each other’s business operations and ways of working. ‘Castrén & Snellman knows us well, and they maintain an up-to-date overview of our situation, which I highly appreciate. It means that we are able to tackle tricky situations together quickly even in difficult circumstances.’ A joint fast reaction was needed, for example, when Valio exited the Russian market after the country launched its war of aggression on Ukraine. ‘The responsible thing was to leave quickly but in a controlled manner and by repatriating our investment as opposed to leaving an operational food production facility in the hands of a country that was waging war.’ A shared vision of sustainability Valio – Together we make life better A Finnish food company Approx. 4,600 employees Owned by 13 Finnish dairy cooperatives Finland’s most sustainable brand in the Sustainable Brand Index study Read more about sustainability at Valio Castrén & Snellman – Building sustainable success stories Forerunner of demanding legal services 300 employees Owned by its partners ‘We help our clients build sustainable success stories and achieve their sustainability goals.’ Read more about sustainability at Castrén & Snellman Shared success stories of Valio and C&S Global Brand Portfolio Management and IP Enforcement Purchase of Gold&Green’s Brand, IPR and R&D Function Joint Venture for Biogas Production with St1 Sale of Russian Operations Acquisition of Heinon Tukku Significant Growth Funding Round Competition Damages Case Defending Against Environmental Permit Challenge at the Appellate Level

4.5.2023

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

Valio – Purchase of Gold&Green’s Brand, IPR and R&D Function

We advised Valio in the purchase of all the rights of the Gold&Green brand, Gold&Green Foods’ intellectual property and its research and development function from Paulig. Gold&Green Foods is known for its revolutionary plant-based innovation Pulled Oats. The arrangement does not include other Gold&Green Foods operations, and Paulig will continue Gold&Green Foods’ current operations and sell Gold&Green products under license from Valio. ‘Gold&Green has been a pioneer in the field of plant-based food and new product development, and Valio has successfully developed its Oddlygood plant-based product portfolio. Now, the Gold&Green R&D team joins us in reaching our strategic goal—to further strengthen our position in the growing global plant protein market. Together, we will develop the innovations in Gold&Green’s pipeline and continue the story of the brand’, says Tuomas Salusjärvi, Executive Vice President, Growth Businesses and R&D at Valio. Valio is a Finnish dairy and food group founded in 1905 and owned by Finnish regional dairy co-operatives. Valio has subsidiaries in Sweden, the Baltics, the USA and China. It had net sales of EUR 1,787 million in 2019 and employs over 4,000 professionals.

2.3.2022

Sambla Group – Acquisition of Rahalaitos

We acted as Finnish counsel to Sambla Group AB in its acquisition of Rahalaitos Oy from Speqta AB (publ). Advokatfirman Cederquist KB (Sweden) acted as lead counsel for Sambla Group AB and its shareholder Nordic Capital. Rahalaitos is a Finnish fintech company that since 2011 has been offering a marketplace that connects consumers with banks, lenders and insurance companies through technology and services. Rahalaitos has been a pioneer in Finland in developing better opportunities for its customers to apply for loans. Sambla Group consists of Sambla and Advisa and is one of the Nordic region’s largest players in comparison sites for personal finance.

1.2.2022

Lantmännen – Acquisition of Myllyn Paras

Castrén & Snellman advised Lantmännen in its contemplated acquisition of Finnish food company Myllyn Paras from Sponsor Capital and minority owners. The acquisition is a key step in broadening Lantmännen’s offering in Finland. Lantmännen is an agricultural cooperative and Northern Europe’s leader in agriculture, machinery, bioenergy and food products. Lantmännen is owned by 19,000 Swedish farmers and has 10,000 employees in over 20 countries. Myllyn Paras is a Hyvinkää-based company manufacturing, marketing and distributing flour, flakes, grains and pasta as well as frozen dough and bakery products. Myllyn Paras was established in 1928 and operates two factories in Hyvinkää and one in Tammela. Myllyn Paras is one of the most valued food brands in Finland. The group also exports products internationally. Myllyn Paras group employs approximately 110 employees. The completion of the acquisition is subject to obtaining merger control approval from the Finnish Competition and Consumer Authority.

23.9.2021

Clear Capital (US) – Acquisition of a Finland-based Proptech Company CubiCasa

We advised Clear Capital, a US national real estate valuation technology company in the acquisition of CubiCasa, a Finland-based proptech growth company. Through this acquisition, Clear Capital will empower CubiCasa to expand its mobile technology that automates floor plan sketch creation and digitises property data collection. CubiCasa will continue to operate with autonomy and service a wide variety of customers and verticals. Clear Capital is a national real estate valuation technology company aspiring to build confidence in real estate decisions to strengthen communities and improve lives. Their goal is to provide customers with a complete understanding of every US property through their field valuation services and analytics tools, and improve their workflows with platform technologies. Clear Capital operates since 2001 and they have over 1,300 team members across four brands -Clear Capital, Clario, CubiCasa and REO Network. CubiCasa is the front-runner in mobile indoor scanning and known for its fast and easy-to-use floor plan app on the App Store and Google Play Store. CubiCasa’s technology is used in 125 different countries and has helped create over 1 million floor plans to date. CubiCasa provides technology for the real estate, appraisal, and mortgage industries and is on a mission to digitise real estate.

21.9.2021

SciPlay – Acquisition of Koukoi Games

We advised SciPlay Corporation, a NASDAQ listed company, when it acquired Koukoi Games Oy, a Finland-based developer and operator of casual mobile games. The Koukoi team will take over the organic build of a new casual game concept, a key step in SciPlay’s expansion in the casual genre and revenue diversification strategy to drive long-term growth and shareholder value. Koukoi Games Oy, a mobile game company, was founded in 2015 in Oulu, Finland. Koukoi Games Oy is known for their hit game Om Nom Run which has been downloaded over 30 million times. SciPlay Corporation is a leading developer and publisher of digital games on mobile and web platforms. All of SciPlay’s games are offered and played on multiple platforms, including Apple, Google, Facebook and Amazon. In addition to developing original games, SciPlay has access to a library of more than 1,500 real-world slot and table games provided by Scientific Games Corporation and its Subsidiaries.

14.7.2021

Valio – Acquisition of Heinon Tukku

We advised Valio in the purchase of all the shares of Heinon Tukku Oy from Tukkuheino Oy and other shareholders. The acquisition is part of Valio’s aim to be a more comprehensive partner to restaurant and coffee shop professionals. In the future, Valio will be a single-source supplier of everything a professional kitchen needs, providing not only an extensive selection of raw materials, but also support in product development and in creating meal and snack concepts. ‘Acquiring Heinon Tukku is a natural step that aligns with our strategy. Our goal is to be a front runner in food sector solutions, and Heinon Tukku’s know-how and broad product portfolio will bring a significant addition to this. We also share a similar set of values. Heinon Tukku is a traditional family-owned company, and Valio’s owners, in turn, are Finnish dairy farmers’, says Tuomas Sorri , who is the head of the new business unit created by the acquisition. Valio is a Finnish dairy and food group founded in 1905 and is owned by Finnish regional dairy co-operatives. Valio has subsidiaries in Russia, Sweden, the Baltics, the USA and China. It had net sales of EUR 1,787 million in 2019 and employs over 4,000 professionals. Heinon Tukku Oy has been in business for over 120 years and is today one of Finland’s largest wholesalers serving professional kitchens. Heinon Tukku’s turnover in 2020 was about EUR 170 million. About 340 employees will transfer to Valio through the acquisition. The transaction was approved by the Finnish Competition and Consumer Authority in June 2021.

1.7.2021

Nosh Company – Acquisition of Samuji Brand

We advised Nosh Company Oy in its acquisition of the rights to the Samuji brand. The company, which has successfully increased its net sales and profitability, believes that the acquisition will further strengthen its business growth. The Samuji brand and related rights were put up for sale by the bankruptcy estate after the Samuji fashion company filed for bankruptcy in March 2021. ‘We are extremely grateful and excited for our opportunity to continue the story of this prestigious brand. The Samuji brand has been relevant to numerous customers. We welcome them all to build a new future for the brand with us’, says Antti Järvinen, CEO of Nosh Company. Our team advised Nosh Company in negotiating the deal and reviewing the brand portfolio and drafted the necessary agreements. NOSH is a Finnish clothing brand whose clothes are a pleasure to wear. Nosh Company was founded in 2009. NOSH is known for responsibly manufactured luxuriously soft and high-quality women’s, men’s and children’s clothing. The company’s turnover in 2020 was EUR 12.28 million and operating profit EUR 730,000.

18.6.2021

Kirin – Investment in Nightingale Health

We advised Kirin Holdings Company (Tokyo, Japan) in their co-investment with Mitsui & Co., Ltd. in, and strategic partnership with, Finnish blood-testing company Nightingale Health Oy. Nightingale Health Ltd., is a market leader in advanced blood-testing for preventative health solutions. The strategic partnership is formed to launch Nightingale’s blood-testing services in Japan, as well as to develop novel wellness products. The aim of this initiative is to help people to stay healthy by leveraging the globally unique biomarker information provided by Nightingale’s blood-test. Kirin is a global, multi-industry food and beverages company headquartered in Tokyo. Kirin manufactures and sells alcohol and non-alcohol beverages globally through its underlying companies such as Kirin Brewery (Japan), Kirin Beverage (Japan), Lion (Australia), and Myanmar Brewery (Myanmar), as well as engages in pharmaceutical and bio-chemical businesses through Kyowa Kirin and Kyowa Hakko Bio. Mitsui is one of the most diversified and comprehensive trading, investment and service enterprises in the world, with 139 offices in 66 countries as of Apr, 2019. Utilising its global operating locations, network and information resources, Mitsui is multilaterally pursuing business that ranges from product sales, worldwide logistics and financing, through to the development of major international infrastructure and other projects in the following fields: Iron & Steel Products, Mineral & Metal Resources, Infrastructure Projects, Mobility, Chemicals, Energy, Food, Food & Retail Management, Healthcare & Service, IT & Communication Business, Corporate Development Business.

14.1.2020

Shareholders of iLOQ – Sale of Share Capital

We advised the shareholders of iLOQ Oy in the sale of iLOQ’s shares to funds managed by Nordic Capital. The purchase price for iLOQ’s entire share capital was EUR 190 million. The transaction is pending on competition authority approval, and is expected to be completed by the end of 2019. iLOQ develops, manufactures and markets innovative, high-security electronic locking solutions. iLOQ is a rapidly growing, highly profitable company with a turnover of EUR 50.2 million, an operating margin of EUR 9.5 million, a profit of EUR 8.3 million and a result of EUR 6.5 million in 2018. The company employs approximately 130 people. Nordic Capital is a private equity investor focused mainly on the Nordics and Europe. Since inception in 1989, Nordic Capital has invested more than EUR 14 billion through its nine funds.

17.10.2019

Finlayson – Licensing onto Larger Markets

Finlayson Oy is a beloved Finnish home textile manufacturer known for its high-quality products and bold, colourful prints. One of its most popular product lines at the moment is Tom of Finland. Finlayson has successfully expanded its business outside of Europe through licensing deals with carefully chosen partners, particularly in Asia. The company’s prints and brand are highly visible in its licensing partners’ product lines, for example, in home textiles and clothing, stationary, dishware and other high-quality products. In China, the company is also establishing its own shop-in-shops together with a local licensing partner.

27.2.2017

Tactic Group – Protection and enforcement of trademarks

We represent the Tactic Group, a leading international developer and manufacturer of board games, as lead counsel in its global brand protection, EU-wide customs enforcement and trademark disputes concerning the famous MÖLKKY trademark. MÖLKKY is an award-winning outdoor game marketed and sold in Europe, Australia, USA and Canada. The Tactic Group has been the exclusive distributor of the MÖLKKY game since 2010, and it purchased the manufacturing and intellectual property rights for the game from Lahden Työn Paikka Oy in January 2017. Tactic’s product portfolio includes also other well-known games, such as Kimble, Alias and iKNOW.

13.1.2017

Surfactor Germany – Acquisition of the Share Capital of Malesian L.P. Pacific Films

We advised Surfactor Germany GmbH in its acquisition of the entire share capital of L.P. Pacific Films Sdn. Bhd. from Kotkamills Oy. L.P. Pacific Films Sdn. Bhd. is a Malesia-based company that produces and sells phenolic resin impregnated papers to the Asian, Australian, South American and Middle Eastern markets. The acquisition gives Surfactor access to the strategically important Asia-Pacific and South American markets, considerably increasing the company’s growth potential. Surfactor Germany GmbH is a manufacturer of synthetic resin-impregnated surfaces for the plywood, furniture, transport and construction industries. Its parent company, the Kajo Neukirchen Group, is a German family-owned business specialising in investments in companies, real estate and forestry.

21.12.2016

BMW AG – Enforcement of BMW’s Registered Community Designs

High-quality design is a key success factor for car manufacturers building their brands and developing a loyal customer base. This is particularly true of premium car brands. High-end design products make tempting targets for manufacturers and sellers of after-sales replica parts. This was the core issue in a recent dispute where we successfully represented BMW; a design rights infringement case concerning replica rims. The court upheld our client’s infringement claim, ordering the defendants to pay damages. The case is precedent-setting in Finland in holding that car rims do not constitute ‘spare parts’ under design law and in defining the scope of criminal liability for the infringement of European-level IP rights, such as EU Community designs and EU trade marks.

20.11.2015

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