Joachim Wik

OP Finland Infrastructure – EUR 50 million investment in Lounea

We acted as legal advisor to OP Finland Infrastructure LP in its investment in Lounea, a Finnish optical fibre operator. The EUR 50 million convertible loan was made available to Lounea’s operative subsidiary Lounea Net Oy for investments supporting the company’s strategic growth. The aim of the investments is to increase fibre network coverage in Finland and develop the Finnish digital infrastructure. Lounea is a Finnish optical fibre operator whose business consists of telecommunications infrastructure and ICT solutions. OP Finland Infrastructure is a fund investing in Finnish infrastructure. The fund is managed by OP Financial Group.

25.1.2024

Efecte – European 24 Bidco’s public tender offer on Efecte

We are acting as the legal advisor to Efecte Plc in European 24 Bidco Oy’s voluntary public cash tender offer for all outstanding shares and options in Efecte. The tender offer values Efecte’s total equity at approximately EUR 100 million. European 24 Bidco is directly wholly owned by Matrix42 Holding GmbH. Matrix42 Holding is the holding entity of the Matrix42 Group, which provides innovative software solutions for digital workspace management. Matrix42 Holding is owned by funds advised by Corten Advisors UK LLP, a private equity firm. The combination of Efecte and Matrix42 Holding is expected to enable both companies and their respective customers to benefit from complementary product capabilities over time and to increase the scale, talent and capital of both companies to pursue and accelerate their growth ambition. Efecte’s shares are admitted to trading on First North Growth Market Finland. Efecte helps people digitalize and automate their work, and customers across Europe leverage Efecte’s cloud service to operate with greater agility, to improve the experience of end-users, and to save costs. The completion of the tender offer is subject to the satisfaction or waiver by the offeror of certain customary conditions on or prior to the offeror’s announcement of the final results of the tender offer. The tender offer is currently expected to be completed at the end of the first quarter or at the beginning of the second quarter of 2024.

18.1.2024

Delta Motor Group – Sale of Delta Auto

We are advising Delta Motor Group Oy in the sale of all shares in Delta Auto Oy as well as the operative business of Delta Motor Group Oy to Hedin Automotive Oy. The transaction comprises all of Delta’s car business activities, including sales of new and used cars, aftermarket services and spare parts, as well as automotive support functions. The Delta group had revenues of MEUR 322 in 2022, and the group has 315 employees. The group sells approximately 13,000 cars annually, of which 4,500 are new and 8,500 are used ones. Delta Auto represents nine brands: Alfa Romeo, Fiat, Jeep, Kia, Maxus, Mazda, Mitsubishi, Opel and Subaru. The completion of the transaction, conditional on regulatory approval, is expected to take place in the second half of 2023.

28.4.2023

Impinj – Acquisition of Voyantic

We advised Impinj, Inc. (NASDAQ: PI) in its acquisition of Voyantic Oy, a global provider of RFID (primarily RAIN and NFC) inlay and label design, manufacturing and test systems. Impinj designs and sells a platform based on RAIN RFID technology that enables wireless item-to-cloud connectivity and with which it and its partners innovate Internet of Things solutions globally. Impinj is headquartered in Seattle, Washington, USA.

27.4.2023

Applus+ – Divestment of K1 Katsastajat

We advised Applus+ in the divestment of K1 Katsastajat Oy and its vehicle inspection operations in Finland to A-Katsastus Group. The main service of K1 Katsastajat Oy is light and heavy vehicle inspections through its network of 84 stations and 137 employees. K1 Katsastajat Oy also provides technical vehicle inspections, vehicle certificates and registration services and condition checks for commercial customers. Its revenue in 2021 was 14 million euros. This divestment is in line with the active portfolio management announced in the Applus+ Strategic Plan to focus on portfolio mix quality-improvement. Applus+ Group is a worldwide leader in the testing, inspection and certification sector for its technical capabilities, innovative approach, and its workforce of over 25,000 employees in more than 70 countries. It is a trusted partner, enhancing the quality and safety of its clients’ assets and infrastructures while safeguarding their operations.

5.1.2023

Reka Industrial – Sale of Reka Cables to Nexans Group

We are acting as the legal advisor to Reka Industrial Plc in the sale of its wholly owned subsidiary Reka Cables Ltd, which operates the cable business of Reka Industrial. The purchase price of the shares is EUR 53 million and will be paid in cash. According to the Finnish Accounting Standards, the net debt of Reka Cables at the end of September 2022 was EUR 6.5 million. The completion of the transaction, conditional on the approval of the Extraordinary General Meeting of Reka Industrial and approvals by competent regulatory authorities, is expected to take place during the first half of 2023. Reka Oy, representing in aggregate 65.36% of the voting rights in Reka Industrial, has irrevocably undertaken to vote in favour of the transaction at the Extraordinary General Meeting. Reka Cables is the largest Finnish-owned cable manufacturer, which has been at the forefront of the cable industry for more than 60 years. Reka Cables provides durable, high-standard cable solutions for renewable energy production, network construction and industry as well residential and office construction. Reka Cables has approximately 270 employees, and the turnover in 2021 was EUR 134 million.

10.11.2022

Lantmännen Agro – Acquisitions of JS Perttula Oy and Ismo Lindell Oy

We advised Lantmännen Agro Oy in its acquisitions of the entire share capitals of JS Perttula Oy and Ismo Lindell Oy. JS-Perttula Oy operates the Lantmännen Agro stores in Riihimäki, Hämeenlinna and Nurmijärvi. Ismo Lindell Oy operates the stores in Kouvola and Lappeenranta. Lantmännen Agro Oy is a Finnish agricultural company and part of the Lantmännen ek för corporation. Lantmännen is an agricultural cooperative and a leading player in the agricultural, machinery, bioenergy and food sectors in the Nordic countries.

4.8.2022

Nevel – Acquisition of Veitsiluoto’s Energy Infrastructure, and Utility Supply for Infinited Fiber Company

We are advising Nevel Oy in the implementation of energy infrastructure services in Veitsiluoto in Kemi, northern Finland. Nevel will purchase the area’s district heating business from Stora Enso. The acquisition will ensure the continuity of the service for the local households and real estate. Nevel has signed a contract to supply the energy to the Stora Enso Veitsiluoto sawmill and plans to invest in a new 11 MW biofuel boiler plant and flue gas condenser at the Veitsiluoto sawmill, which will reduce emissions from heat production. Nevel has also agreed to supply renewable textile and fashion technology company Infinited Fiber Company with energy and water utilities for their new processing plant at the Veitsiluoto site. Infinited Fiber Company is planning to convert a paper factory previously operated by Stora Enso on the site into a textile fiber production plant. This will be the company’s first commercial-scale plant. The fiber production processes require steam energy and water purification. Among other services, Nevel is set to supply Infinited Fiber Company with energy and water utilities. Energy provided will be renewable, reducing emissions from heat production. Nevel is a utility infrastructure company offering advanced industrial and municipal infrastructure solutions that are fit-for-purpose and future-proof. Nevel operates more than 130 energy production sites and manages over 40 district heating networks. The company has an annual turnover of EUR 100 M, and employs 150 experts in Finland, Sweden, and Estonia. Infinited Fiber Company is a fashion and textile technology company. Its breakthrough innovation turns cellulose-rich materials – like worn-out clothes – into InfinnaTM, a premium textile fiber.

23.6.2022

Evli – EAB Group Merger into Evli

We advised Evli in a transaction in which EAB is going to merge into Evli through a statutory absorption merger in accordance with the Finnish Companies Act. The combination agreement and the merger plans relating to the transaction were signed and announced on 31 May 2022, and the transaction is expected to be completed during the second half of 2022. For this transaction, we drafted the first exemption document in the history of Finland in accordance with Commission Delegated Regulation (EU) 2021/528 and regulation (EU) 2017/1129 of the European Parliament and of the Council. Both Evli and the EAB Group offer wide ranging investment services as well as asset and fund management including alternative investment funds (AIFs). The combination of Evli and the EAB Group is the next step for Evli in its strategic path to become a leader in Nordic wealth management services. The Combined Company resulting from the merger will have an especially strong position among others in wealth management for institutions and in the design and management of incentive and rewards systems.

7.6.2022

Metsä Fibre – Botnia Mill Service’s Ownership Arrangement

We are advising Metsä Fibre Oy, part of Metsä Group, on an arrangement whereby Metsä Fibre Oy will take over the maintenance operations of its pulp mills and the Rauma sawmill as well as the related workshop and design services. The maintenance of the company’s pulp mills and the Rauma sawmill has been outsourced to the maintenance company Oy Botnia Mill Service Ab, which is jointly owned by Metsä Fibre Oy and Caverion Industria Oy. In connection with the change, Metsä Fibre will sell its Botnia Mill Service shares to Caverion. The purchase price is not disclosed. Botnia Mill Service personnel who work at Metsä Fibre’s pulp mills, the Rauma sawmill, and administration and support functions will transfer to the service of Metsä Fibre starting from 1 January 2023. The transaction will be carried out as a business transfer planned to take effect at the end of the year 2022. Metsä Fibre is a leading producer of bioproducts, biochemicals and bioenergy. It is the world’s largest producer of softwood market pulp and a globally significant manufacturer of sawn timber. In 2021 Metsä Fibre’s sales totalled approximately EUR 2.6 billion, and it has around 1,400 employees. Caverion provides design & build to projects, technical and industrial maintenance, facility management as well as advisory services. Caverion provides best solutions to improve the energy efficiency of buildings, and responsibility and sustainable development guide its operations.

20.5.2022

Next Games – Netflix’s Tender Offer on Next Games

We are acting as the legal advisor to Next Games Corporation in Netflix, Inc.’s voluntary public cash tender offer for all outstanding shares and stock options in Next Games Corporation. The tender offer values Next Games’ total equity at approximately EUR 65 million. The tender offer will enable Next Games to join Netflix as a core studio in a strategic region and key talent market, furthering the two companies’ shared vision and passion for games. Next Games is the first publicly listed mobile game developer and publisher in Finland, specialising in games based on entertainment franchises, such as movies, TV series or books. The developers of the critically acclaimed The Walking Dead games redefine the way franchise entertainment transforms into highly engaging service-based mobile games. Next Games works on multiple new games based on beloved global IPs. The Company’s latest game, Stranger Things: Puzzle Tales, is based on Netflix’s hit 80s horror drama series.

4.3.2022

Helen and the Bank of Åland’s Wind Power Fund Non-UCITS – Acquisition and Funding of Kalistanneva Wind Farm

We acted as the legal advisor of the group formed by Helen Ltd and the Bank of Åland’s Wind Power Fund Non-UCITS as it acquired Kalistanneva wind farm from the French VALOREM group. We advised the group both in the business transaction and in the negotiation of the project funding. The investment in renewable energy is a concrete step in Helen’s path towards its aim of being carbon neutral by 2030 and supports its transition to carbon neutral energy production and to diversified energy system. Helen Ltd is one of the largest energy companies in Finland. In addition to heat, cooling and electricity, it offers solutions for regional and renewable energy, smart buildings and electric transport. Ålandsbanken Funds Ltd manages the investment funds of the Bank of Åland, and the Bank of Åland’s Wind Power Fund is the first Non-UCITS fund in Finland investing in wind power. Kalistanneva wind farm is the second investment of the fund. The VALOREM group is an independent French operator in the field of green energy.

7.2.2022

Bilot – Proposed merger of Bilot and Vincit

We act as legal advisor to Bilot Plc in the merger of Bilot Plc and Vincit Plc, which is proposed to be implemented as an absorption merger pursuant to the Finnish Companies Act. “Merging with Vincit is the next logical step for Bilot on the way to becoming a more comprehensive and versatile operator. The merger will accelerate Bilot’s on-going change and enable stronger contribution to customer experience, electronic business operations and internationalisation in the future. Thus, the merger will create an opportunity to further invest in the future company’s growth. Customer portfolios, target markets and offerings that complement each other will create a new kind of market actor with a strong culture and employee experience at its core. Even though the name will change, Bilot’s impressive story will continue together with another fine company. The future is looking even brighter,” says Jens Krogell , CEO of Bilot. In 2020, the illustrative combined operating profit of the future company was approximately EUR 70.6 million and EBITDA approximately EUR 9.1 million. On 31 December 2021, Bilot and Vincit had a total of approximately 821 employees. Bilot Plc is a Finnish IT services company that provides its customers with a strategic competitive advantage by developing a comprehensive digital business. Vincit Plc is a top expert organisation that offers its customers digitality that always works, with no nonsense, for a world without fear for tomorrow. The companies’ shares are listed on the Nasdaq First North Growth Market Finland marketplace maintained by Nasdaq Helsinki Ltd.

4.2.2022

Boreo – Contemplated Combination of Boreo and Sievi Capital

We acted as legal advisor to Boreo Plc in the combination of Boreo Plc and Sievi Capital Plc, which had been contemplated to be implemented through an absorption merger in accordance with the Finnish Limited Liability Companies Act. On 14 December 2021, Sievi Capital announced that it had cancelled the extraordinary general meeting convened to resolve on the merger upon having concluded that the merger would not obtain the required majority at the general meeting. As a result of Sievi Capital’s announcement, Sievi Capital and Boreo have agreed to terminate the combination agreement signed by the companies on 29 September 2021 and to file a notification on the lapsing of the merger plan with the Trade Register. Boreo , a company listed on the Helsinki Stock Exchange, creates value by owning, acquiring and developing B2B businesses in Northern Europe. Boreo’s operations are organised into three Business Areas: Electronics, Technical Trade and Heavy Machines. Sievi Capital is a partner for Finnish entrepreneurs that supports the growth, performance and value creation of small and medium-sized companies and concurrently builds national competitiveness.

29.9.2021

VR Group – Acquisition of Recycling Logistics Specialist Transitar

We assisted VR Group in the acquisition of Transitar Oy, a transport company specialising in recycling logistics. The deal strengthens VR Transpoint’s position as an operator in circular economy logistics while expanding its road logistics service and transport network in the recycling industry segment. Transitar will continue its operations as its own company as part of VR Transpoint’s road logistics service area. ‘Investing in the circular economy provides significant support to our company’s sustainability programme. The circular economy is a growing trend that depends on functional logistics. Our goal is to offer comprehensive, competitive and flexible circular economy logistics services to enable our customers to succeed sustainably in their core businesses’, says Senior Vice President Martti Koskinen from VR Transpoint. Our team, which includes members from several practice areas, advised VR Group in all legal aspects of the acquisition and in drafting the transaction documentation. Transitar’s turnover is approximately EUR 16 million and the company is one of the largest Nordic companies specialised in recycled materials. The company operates 50 vehicles, 70 trailers and several hundred containers. Transitar was established in 1998. VR Group is a responsible service company operating in the field of travel, logistics and maintenance that is speeding up the journey towards a healthy and carbon-neutral Finland.

2.7.2021

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

Grafton Group – Acquisition of IKH

We advised international building materials distributor and DIY retailer Grafton Group plc in its acquisition of Finnish Isojoen Konehalli Oy and Jokapaikka Oy (IKH). IKH is one of the largest workwear and personal protective equipment, tools, spare parts and accessories technical wholesalers and distributors in Finland. The consideration payable for IKH is EUR 199.3 million on a cash and debt-free basis. ‘The acquisition of IKH is an exciting development that gives Grafton a presence in Finland for the first time and broadens its market position. It will also strengthen the group’s operations in the mainland European market in line with our international development strategy. IKH is a high-quality business with a strong market position and an experienced management team that provides Grafton with a new growth platform in the Nordic Region. We look forward to welcoming the IKH management team and their colleagues to Grafton’, Gavin Slark , CEO of Grafton, comments. Our team, which includes members from several practice areas, advised Grafton in all legal aspects of the acquisition and negotiating the entire transaction documentation. Grafton Group plc is an international distributor of building materials to trade customers and has leading regional or national positions in the merchanting markets in the UK, Ireland and the Netherlands. Grafton trades from circa 550 branches and has circa 11,000 colleagues. Headquarters are located in Dublin, Ireland. Grafton is listed on the London Stock Exchange. IKH, a family owned business founded in 1956 and originally focused on agricultural spares and machinery, has approximately 400 employees and is headquartered in Kauhajoki, where its well-invested distribution and logistics centre is located. IKH is currently developing a market presence in Sweden and Estonia.

24.6.2021

Mandatum Life – Sale of Baltic Operations

We are advising Mandatum with the sale of their Baltic operations to the Lithuanian investment management group Invalda INVL. In connection with the transaction, the entire Baltic life insurance business of Mandatum Life will be transferred to the Invalda INVL group. In recent years, Mandatum Life has succeeded in optimising its Baltic business for growth and building operational synergy for clients. ‘In the past year, Mandatum has reviewed its business strategies. The focus will be on the Finnish market and on wealth management in Finland and abroad with institutional clients. That is how we will provide our stakeholders with the greatest value. Our business in the Baltics has shown good results both financially and in great personnel and customer satisfaction numbers after its re-organisation. Invalda INVL’s offer came at the right time for the company’s strategic changes’, says Petri Niemisvirta , CEO of Mandatum Group. The Baltic operations consist of three branch operations in Estonia, Latvia and Lithuania, which employ a total of 83 people. The branches offer their clients life insurances and unit-linked investment products. The transaction is estimated to be completed during the first half of 2022. The completion of the divestment is subject to authority approvals, such as from financial regulatory authorities. Mandatum is one of Finland’s most solvent and respected financial companies and part of the successful Sampo Group. Mandatum offers its private, corporate and institutional customers comprehensive services for building wealth and preparing for the future. Invalda INVL is a leading investment management group which is open and growing, invests with clients, and creates well-being for people through its work. The group’s companies, operating in Lithuania and Latvia, serve more than 240,000 individual and institutional clients, both regional and international, who have entrusted the Invalda INVL group with EUR 1.3 billion of assets for management in a variety of asset classes, including pension and mutual funds, individual portfolios, and private equity and other alternative investments.

22.6.2021

OP and C&S – Investing in a Better World

At OP sustainability is everything. When establishing an entirely new kind of impact fund, the leading financial services group trusted Castrén & Snellman’s expertise. An increasing number of investors want to not just make money, but make a difference. ‘This shift in values is particularly clear in younger investors. Sustainability has changed investment activities a great deal. Investing has become more difficult, but also more interesting’, says Tuomas Virtala , CEO, Asset Management, at OP Corporate Bank. The first wave came in the form of ethical and sustainable investing, which focused on either avoiding investments in unethical industries or encouraging companies to act more sustainably. In recent years, sustainable investing has been joined by impact investing, in which global problems are tackled with private money. ‘Impact investing is not about charity but about making a positive impact as well as a competitive profit. It is the only sustainable way to arrange financing to solve global problems’, Virtala says. Demand for Impact Fund Exceeded Expectations OP, Finland’s leading financial services group is a pioneer of impact investing. Last year, OP collaborated with Finnfund to establish Finland’s first impact fund to invest in emerging markets. Finnfund is a development financier that builds a sustainable world by investing in responsible and profitable businesses in developing countries. Finnfund is owned by the Finnish State, Finnvera and the Confederation of Industries. The new impact fund, OP Finnfund Global Impact Fund I, raised 76 million euros in its first round of funding. After the second round, the fund’s size stands at 135 million euros. ‘The investor interest exceeded our expectations. It is clear that investors are keen to promote sustainable development and are excited by the growth potential of emerging markets, despite the ongoing pandemic’, Tuomas Virtala says. The fund is seeking to achieve measurable positive impacts on climate change, food security, gender equality and the availability of financing. The fund’s main industries are renewable energy, financial institutions and sustainable agriculture. ‘By investing in developing markets, we can achieve major impacts. The investments are aimed at first getting the fundamentals in place in the target markets. For example, replacing generators with more sustainable means of producing energy. Once the foundations are in place, we can move on to more demanding projects, such as constructing mobile phone networks.’ Sustainability Part of Every Employee’s Day Establishing a new impact fund is just one example of OP’s sustainability work. ‘Sustainability is an integral part of OP’s strategy and is reflected in the daily work, decisions and activities of everyone at the company’, Tuomas Virtala says. OP’s corporate responsibility programme is framed around four themes: OP aims to foster a sustainable economy, support local vitality and community spirit, improve financial literacy in Finland, and use their intellectual and information capital in a responsible way. According to Virtala, sustainability expertise was previously centralised in a separate asset management unit, but now these experts have been placed in every unit. ‘One unit is no longer enough. Sustainability work and expertise needs to be integrated into every function and throughout the entire value chain.’ In addition to their corporate responsibility programme, each unit in OP has its own responsibility principles. ‘Asset management is a pioneer in promoting sustainability within OP. We provide the company sustainability expertise relating to wealth management and foster this expertise by training our employees and sharing knowledge.’ A Good Partner Knows the Best Practices Castrén & Snellman and OP have a long history of working together. Among other projects, Castrén & Snellman assisted OP in the establishment of Finland’s first impact fund to invest in emerging markets last year. According to Tuomas Virtala, Castrén & Snellman has been a good partner in sustainability work. ‘It is vital that our partners understand the best sustainability practices. A law firm that has a clear vision of the smartest way to do something can help us learn and develop’, Virtala says. It is also important for law firms to anticipate future regulation. ‘The regulation of sustainability matters is constantly developing, and we want to be able to anticipate it as best we can so that we can make sure we are keeping up.’ Some Success Stories from OP’s and C&S’s Shared Journey 2021 OP Financial Group – Sale of Checkout Finland to Paytrail OP Corporate Bank – Financing Arrangement for OP Vuokrakoti OP Corporate Bank – Finance of Acquisition of Profit Software 2020 OP-Public Services Real Estate Fund – Acquisition of Aalloppi Healthcare Property from eQ Finnish Real Estate Caverion Corporation and Manager Banks – Issue of EUR 35 Million Hybrid Bond OP and Finnfund – Establishment of a New Global Impact Fund Danske Bank, Nordea and OP Financial Group – Sale of Automatia Pankkiautomaatit to Loomis Ilmarinen, OP and LocalTapiola – Acquisition of Stakes in REDI and Tampere Central Deck and Arena Project OP Cooperative – Sale and Leaseback of OP Headquarter Campus in Helsinki 2019 OP Corporate Bank – Financing Arrangement for Veho Lenders – Metsä Board’s Bank Financing Facility with Sustainability Targets OP Group – Successful Defence of OP Group in Major FCCA Dominance Investigation OP Corporate Bank – SRV Group’s Issue of EUR 58.4 Million Capital Notes OP Financial Group – Reorganisation of Shareholding in Access Capital Partners Pohjola Health – Sale of Occupational Health Services Business OP Life Assurance Company – Disposal of a Helsinki CBD Property Fund Managed by OP Real Estate Asset Management – Konepaja Hotel Development Project 2018 OP Corporate Bank – EUR 43 Million Financing Arrangement for Kreate OP Corporate Bank and Nordea Bank – Revolving Credit Facility Agreement for Lehto OP Corporate Bank – Financing of the Acquisition of Roima Intelligence OP Financial Group – Sale of Residential Portfolio to Kojamo Group Central Deck and Arena – Pioneering Real Estate Development Project Featuring Finland’s Largest Multi-purpose Arena in Tampere City Centre 2017 OP Toimitilakiinteistö – Acquisition of Modern Logistics Warehouse OP Rental Yield – Acquisition of BREEAM Certified Office Properties 2016 OP Corporate Bank – Financing of Intera Partners’ Acquisition of Sikke Security Oy (formerly ISS Security Oy) OP Property Management – Sale of a Large Real Estate Portfolio to M7 Real Estate Helsinki Area Cooperative Bank – Court Case Concerning Electronic Identification Services Act 2015 OP-Rental Yield – One of Finland’s Largest Real Estate Portfolio Transactions in the 21st Century OP-Pohjola & LähiTapiola – Construction and Development of REDI Shopping Centre and Parking Facilities 2014 OP-Pohjola – Tender Offer for All Shares in Pohjola Bank OP-Rental Yield – Acquisition of a Property Portfolio Comprising Over 20 Residential Properties and Over 800 Housing Units

25.3.2021

OP Financial Group – Sale of Checkout Finland to Paytrail

We represented OP Financial Group in the sale of Checkout Finland Oy’s entire share capital to Finnish online payment company Paytrail Oyj, which is part of the international Nets Group. Nets is a leading supplier of payment solutions in the Nordics. OP and Nets have a long history of cooperation. Through this deal, Paytrail and Checkout will form a strong domestic player in a field that is facing intensifying international competition through rapid consolidation. The completion of the transaction is subject to approval from the FIN-FSA. Checkout Finland is a domestic payment gateway service that provides merchants payment solutions both in ecommerce and in store. Checkout’s services are currently in use in over 10,000 Finnish stores and it has forwarded over 12 million payments. Paytrail was established in 2007 and is the largest Finnish online payment service. The company handles payment traffic for over 10,000 online stores. OP Financial Group is Finland’s largest financial services group and is fully owned by its customers. OP Financial Group employs over 12,000 people. It has approximately 3.3 million private customers, 300,000 corporate customers and 2 million owner-customers. OP Financial Group is made up of 137 independent cooperative banks and their central cooperative, OP Cooperative, with its subsidiaries and affiliates. The C&S team included legal experts from our Mergers & Acquisitions, Capital Markets & Financial Regulation, Data & Technology, Tax & Structuring, Competition & Procurement and Employment services.

2.3.2021

Cargotec – Contemplated Merger

We acted as advisor to Cargotec, a leading Finnish provider of cargo and load handling solutions, in a contemplated merger with Konecranes, a Finnish world-leading group of lifting equipment and solutions. The aim of the future company would have been to be a leader in sustainable material flow with a vision based on decarbonisation, safety, productivity and efficiency as well as maximizing the lifetime value of the equipment and solutions of its customers. Cargotec and Konecranes entered into a combination agreement on 1 October 2020. The completion of the merger was subject to the fulfilment of customary conditions precedent, including obtaining merger control approvals. On 29 March 2022 Cargotec and Konecranes jointly decided to cancel the planned merger. The reason for this decision was that the UK Competition & Markets Authority (CMA) blocked the merger. Prior to the cancellation, Cargotec and Konecranes had obtained clearances for the planned merger from numerous competition authorities, among others a conditional approval by the European Commission.

2.10.2020

Vantaa Energy, Infranode and Keva – Acquisition of District Heating Business

Castrén & Snellman is representing a consortium consisting of Vantaa Energy, Infranode and Keva in their acquisition of Fortum’s district heating business in the Järvenpää-Tuusula region of Finland. Vantaa Energy, Infranode and Keva will together fully own the district heating business in the Järvenpää-Tuusula region. The transaction was completed on 19 August 2020, and the joint venture established in the transaction, Vantaan Energia Keski-uusimaa Oy, has begun operations.

3.7.2020

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