Oskari Jokinen

Danske Finance – Cross-Border Merger

We advised Danske Bank A/S and its subsidiary Danske Finance Oy in a cross-border absorption merger, which was carried out in accordance with the Finnish and Danish Companies Acts. After the merger, Danske Bank A/S will continue the business of the merged Danske Finance Oy as a branch in Finland. As part of the arrangement, we advised Danske Finance Oy in particular on the merger process and the related registrations and approvals required to the complete the arrangement. Our team in this arrangement included experts in corporate governance, capital markets and financial regulation and employment law.

15.1.2024

Raute – Rights issue and two convertible perpetual junior loans

We advised Raute Corporation and lead manager Evli Plc in connection with Raute’s rights issue. The offering was oversubscribed, and the company raised gross proceeds of approximately EUR 7.5 million. Trading with the new shares subscribed for in the issue will commence on the official list of Nasdaq Helsinki Ltd on or about 21 June 2023. In addition, we advised Raute in connection with two convertible perpetual junior loans. Raute agreed on perpetual junior loans of up to EUR 2 million each with LähiTapiola Yritysrahoitus I Ky and Veritas Pension Insurance Company Ltd respectively in connection with the rights issue. We have been the trusted partner of Raute in previous assignments as well: this spring, we acted as the legal advisor to Raute relating to its directed share issue, combination of share classes, new EUR 12 million secured revolving credit facility and a total of EUR 40 million in uncommitted secured bank guarantee facilities. ‘I would like to thank our shareholders for their trust and commitment. The completion of the offering, together with the directed issue carried out earlier this year and the agreed junior loan arrangements, form an entity, which strengthens our financial position and enables the implementation of our new growth strategy. Raute now has a strong foundation to be the partner to future-proof the wood industry. With our unique solutions, we drive change and promote resource-efficient society.,’ comments Mika Saariaho, President and CEO of Raute. Raute is a worldwide technology and service company whose customers are companies operating in the wood products industry. Raute’s technology offering covers the entire production process for veneer, plywood and LVL (Laminated Veneer Lumber) and special measurement equipment for sawn timber. As a supplier of mill-scale projects, Raute is a global market leader both in the plywood and LVL industries. Additionally, Raute’s full-service concept includes technology services ranging from spare parts deliveries to regular maintenance and equipment modernisations.

19.6.2023

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

Triton – Platform investment and formation of Habeo Group

We advised Triton Smaller Mid-Cap Fund II in a new platform investment, the formation of Habeo Group, through its acquisition and financing of eight Finnish companies. After the acquisition, Habeo Group has approximately MEUR 120 in net sales with over 600 experts providing a variety of technical building services, such as heating, plumbing and sewerage, ventilation and air conditioning, electrical works, cooling and refrigeration, fire safety and automation. In line with Habeo Group’s strategy, it has acquired successful, locally operating Finnish group companies and is now Finland’s fifth largest player in the industry. Habeo Group continues to implement its strategy through acquisitions that suit its service portfolio in Finland. The eight Habeo Group companies are the following: Afire Oy – A company that provides its clients with the best fire suppression solutions for different purposes in the market. ESP Group – A group of companies specialised in new building and repair construction, offering all HVAC, electricity and automation services reliably and skilfully. HSK Sähkö Oy – A versatile and flexible full-service electrical contractor operating in all of Finland. Neloset Group – A full-service technical building service and construction company providing housing cooperatives with construction and renovation services from a one-stop shop. Respect Group – A group that serves its clients seamlessly in all their repair construction needs. SFT Finntekniikka Oy – A refrigeration expert that provides comprehensive, high-quality service in refrigeration equipment and cooling systems. Sähkö Oy Turku and Helsinki – A group of electrical engineering companies with a large range of services including design, installation, on-site project supervision and subcontracting. Vaasan Kylmäkone Oy – A company that plans, sells, installs and maintains refrigeration equipment and systems for professional use. Since its establishment in 1997, Triton has sponsored ten funds, focusing on businesses in the industrial tech, services, consumer and healthcare sectors. The companies currently in Triton’s portfolio have combined sales of around EUR 18 billion and employ around 105,000 employees. Triton Smaller Mid-Cap Fund II applies Triton’s proven investment strategy to lower mid-market companies in the same core sectors of Services, Healthcare, Industrial Tech and Consumer, using Triton’s in-house operational capabilities and resources to help management teams to sustainably expand their companies’ market position and to implement their growth strategies.

21.4.2023

Raute – Directed share issue, rights issue, combination of share classes and financing arrangement

We advise Raute Corporation and lead manager Evli Plc in connection with Raute’s directed share issue, rights offering and a possible junior loan which would supplement the share issues. The aggregate amount of these measures that are intended to be implemented by mid-2023 is estimated to be approximately EUR 13–16 million. In connection with the share issues, it is proposed that Raute’s unlisted share series K with multiple voting rights is combined with the listed series A forming one share series listed on Nasdaq Helsinki. We have also acted as the legal advisor to Raute relating to its new EUR 12 million secured revolving credit facility and a total of EUR 40 million in uncommitted secured bank guarantee facilities. Raute is a technology and service company that operates worldwide. Raute’s customers are companies operating in the wood products industry that manufacture veneer, plywood, LVL (Laminated Veneer Lumber) and sawn timber. Its technology offering covers the entire production process for veneer, plywood and LVL and special measurement equipment for sawn timber. As a supplier of mill-scale projects, Raute is a global market leader both in the plywood and LVL industries. Additionally, Raute’s full-service concept includes technology services ranging from spare parts deliveries to regular maintenance and equipment modernisations.

10.3.2023

Mutares – Sale of Nordec Group

Together with CMS Munich, we advised Mutares SE & Co. KGaA in the sale of Nordec Group Oyj and its subsidiaries to a buyer consortium led by Harjavalta Oy and Tirinom Oy. Nordec Group has been a major part of Donges Group, a portfolio company fully owned by the listed private equity investment company Mutares. Nordec Group is one of the leading suppliers of steel frame structures and facade solutions for construction projects in the Nordic countries, with a strong position also in the Central and Eastern European countries. Nordec Group has subsidiaries in Finland, Sweden, Norway, Poland, Lithuania and Czech Republic. The company generated revenues of approximately EUR 225.5 million in 2021. The closing of the transaction is subject to customary regulatory approvals.

23.9.2022

QPR Software – Rights Issue

We advised QPR Software Plc and lead manager Evli Plc in a rights issue. A Finnish language EU Recovery Prospectus, approved by the Financial Supervisory Authority, was published in conjunction with offering. The issue was oversubscribed, and the company raised gross proceeds of approximately EUR 3.45 million. Trading with the new shares subscribed for in the issue commenced on Nasdaq Helsinki Ltd today. “I am very pleased with the outcome of the rights issue and the great interest of investors in the implementation of our company’s growth strategy. I would like to extend my warm thanks to all the old and new shareholders of QPR Software Plc for their trust in the company. As we have previously announced, the excellent result of the rights issue will enable the implementation of our growth strategy according to the company’s plans. The oversubscribed offering is a sign of strong faith in the company’s growth and its results are an important milestone to strengthen our position as a leading SaaS company in a rapidly growing process mining market”, notes Jussi Vasama, CEO of QPR Software Plc. QPR Software Plc provides process mining, performance management and enterprise architecture solutions for digital transformation, strategy execution, and business process improvement in over 50 countries. QPR software Plc allows customers to gain valuable insights for informed decisions that make a difference.

20.6.2022

Lifa Air – Listing on First North

We advised Lifa Air Plc in its listing on Nasdaq First North Growth Market Finland. The company raised gross proceeds of approximately EUR 7.7 million in the initial public offering that consisted of public, institutional and personnel offerings. After the IPO, the company has over 1,100 shareholders. ‘The listing and the funds raised through the IPO will support us in implementing our growth strategy. Many things create demand for Lifa Air’s products, ranging from the pandemic with no foreseeable end, new airborne diseases and pathogens, the increase of air pollutants and an increasingly poor quality of indoor air as well as geopolitical threats’, says Vesa Mäkipää , CEO of Lifa Air. Trading in Lifa Air’s shares began on First North on 20 April 2022. Lifa Air is a Finnish technology company established in 1988 and headquartered in Helsinki. It offers solutions for clean breathing air. Lifa Air’s business is divided into three business segments: air purifiers, respirators and medical face masks, and ventilation hygiene products.

21.4.2022

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

MobilePay – Cross-Border Intra-Group Merger

We advised MobilePay A/S (MobilePay Denmark) and its subsidiary MobilePay Finland Oy in a cross-border absorption merger, which was carried out in accordance with the Finnish and Danish Companies Acts. Following the merger, MobilePay A/S will provide services in Finland through a branch office. The establishment of a branch office was part of the group’s objective to reorganise its group structure internationally. The C&S team in this merger consisted of our experts in corporate governance, capital markets and financial regulation and tax and structuring. MobilePay empowers people across the Nordics to share life through joyful exchanges. In Finland, nearly 2 million customers use the MobilePay app. The value of transactions made using the app amounted to almost EUR 2.4 billion in 2021, more than 80% higher than in 2020.

27.1.2022

Digital Workforce Services – Listing on First North

We advised Digital Workforce Services Plc in its listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public, institutional and personnel offerings and was oversubscribed multiple times. Based on the offering, the Company’s market capitalisation corresponded approximately to a total of EUR 72.5 million. Digital Workforce raised gross proceeds of approximately EUR 22.5 million from the IPO. The number of shareholders will increase to more than 5,600 after the IPO. ‘The listing enables investments in growth and helps us in executing our strategy. We will now continue our growth story together with all our new shareholders’, says CEO Mika Vainio-Mattila. Trading in Digital Workforce’s shares began on First North on 3 December 2021. Digital Workforce is a Finnish Intelligent Automation (IA) and Robotic Process Automation (RPA) services provider. Digital Workforce helps its customers to automate knowledge work tasks and business processes with IA through its digital workers. Digital Workers are software robots that are in essence automated team members that execute business processes with no significant changes to the customer’s existing systems.

3.12.2021

Norrhydro Group – Listing on First North

We were Norrhydro Group Plc’s legal advisor in the company’s listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public and institutional offerings and was oversubscribed 7.0 times. Norrhydro Group raised gross proceeds of approximately EUR 8 million from the IPO and gained approximately 12,000 new shareholders. ‘Our goal was to attract many new institutional and private investors as Norrhydro shareholders, and the offering was a great success on both counts’, says Norrhydro’s CEO Yrjö Trög. Trading in the company’s shares began on First North on 1 December 2021. Norrhydro is a Finnish pioneer of motion solutions and a provider and system supplier of energy efficient hydraulic cylinders. The company is specialised in high-quality, tailored and energy-efficient hydraulic cylinders, demanding linear motion solutions and mobile machinery. In 2020, the company’s turnover was EUR 19.9 million, EBITDA 3.8 million and operating profit 3.0 million.

1.12.2021

Finnish Listed Companies – General Meeting Arrangements

In this past general meeting season, we have advised and assisted numerous Finnish companies listed on the official list of the Helsinki Stock Exchange and the First North growth market in arranging their annual general meetings. Our partners have served as chairpersons of annual general meetings, and the experts of our Corporate Governance service have participated in the preparations for and as secretaries of the general meetings and have also supervised the counting of votes and scrutinised the minutes of general meetings held under the temporary act enacted in response to the pandemic. Our task has been to ensure that the general meeting runs smoothly and in accordance with applicable regulation. In the spring of 2021, we particularly advised our clients in organising remote meetings. We also advised unlisted companies. We have supported our clients in their general meeting arrangements for many years.

29.11.2021

Lemonsoft – Listing on First North

We advised Lemonsoft in its listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public, institutional and personnel offerings and was oversubscribed multiple times. Lemonsoft raised gross proceeds of approximately EUR 15.0 million from the IPO. In addition, Rite Internet Ventures Holding AB and Kari Joki-Hollanti sold shares in connection with the offering. After the offering, the new shares represent 7 percent and the sold shares represent approximately 18 percent of the total number of the company’s shares and votes carried by the shares. The company has a total of over 5,200 shareholders after the IPO. Trading in Lemonsoft’s shares began on First North on 17 November 2021. Lemonsoft is a Finnish software company that designs, develops and sells ERP software solutions to streamline its customers’ processes across different business lines and administration. The Company’s standardised and scalable software solutions are delivered mainly from the cloud and are based on the SaaS model. The Company operates in the ERP software market in Finland primarily as a service provider for SMEs.

19.11.2021

Bilot – Acquisition of Share Capital of Motley Agency

We assisted Bilot Plc in its acquisition of the entire share capital of Motley Agency Oy, an expert in business development, digital strategy, design, and software development. The purchase price was paid mainly with Bilot’s shares. The acquisition strengthens Bilot’s position on the market as an end-to-end developer and supplier of digital business and commerce solutions. ‘The acquisition of Motley is a logical step on our systematic growth path to become an end-to-end supplier of world-class digital commerce solutions. As a result of this deal, we complement our offering in digital strategies, and we strengthen our expertise in designing and developing the e-commerce user experience’, says Ville Himberg, CEO of Bilot. Motley is a Finnish company employing 40 people that was established in 2015. Motley’s revenue was approximately EUR 4.1 million and its operating profit was EUR 0.2 million in the 2020 financial year. The company’s revenue in the 2019 financial year was EUR approximately 4.9 million and its operating profit was approximately EUR 0.45 million.

10.11.2021

Solwers – Listing on First North

We assisted Solwers Plc and lead manager UB Securities in Solwers’ listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public, institutional and personnel offerings and was oversubscribed. The company raised gross proceeds of approximately EUR 9 million from the IPO and has a total of over 5,000 shareholders after the IPO. ‘Our IPO was a great success, and the proceeds will support us in our future growth. Our goal is to create value for our shareholders by being the preferred partner in the visionary and sustainable design of new living environments. I would like to warmly welcome our new shareholders to join us in this work’, says Leif Sebbas, Solwers’ chairman. Trading in Solwers’ shares began on First North on 18 June 2021. Solwers is a growth-oriented group of expert companies that design unique and sustainable living environments. Solwers offers design and project management services extensively through 19 operative companies and employs more than 400 respected professionals in their fields.

18.6.2021

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

Netum Group – Listing on First North

We assisted Netum Group and lead manager Evli Bank Plc in Netum Group’s listing on Nasdaq First North Growth Market Finland. The initial public offering consisted of public, institutional and personnel offerings and was oversubscribed by 7.4 times. The company raised gross proceeds of EUR 8.0 million from the IPO. ‘The offering brought us significant Finnish institutional investors and a pleasing number of private investors as new owners. I am particularly proud that our personnel participated actively in the offering, as this is further proof of our personnel’s strong commitment to the company. I would like to thank everyone who participated in the IPO and welcome our new shareholders to join us in creating sustainable and secure digital change’, says Matti Mujunen , CEO of Netum. Trading in the company’s shares began on First North on 2 June 2021. Netum Group is a strongly growing IT services company with over 20 years of experience of demanding IT projects. The company offers its public administration and corporate customers its Legacy to Digi® concept that enables combining traditional IT solutions with the latest digital applications–sustainably and securely. Netum Group’s services include digital service development, continuity services, integration services, cyber security services as well as management consulting services. Netum Group’s turnover in 2020 was EUR 17.5 million and it employs over 160 people in Finland.

2.6.2021

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

L-Fashion Group – Reorganisation of Financing

We advised L-Fashion Group Oy in a financing arrangement in which it reorganised its current financing and signed a euro-denominated facilities agreement on 10 December 2020 with Nordea Bank Abp, OP Corporate Bank plc, Danske Bank A/S, Finland Branch and Skandinaviska Enskilda Banken AB (publ).

12.1.2021

Incap – Rights Issue

We advised Incap Corporation and lead manager UB Securities Oy in a rights issue. The issue was oversubscribed and the company raised gross proceeds of approximately EUR 10.9 million. Trading with the new shares subscribed for in the issue commenced on Nasdaq Helsinki Ltd today. ’With the offering, we sought more power for international growth and consolidation. The oversubscribed offering indicates indeed a strong confidence in our growth strategy. I would like to warmly thank all those who took part in the offering for their interest to make Incap a more significant player in our field’, notes Otto Pukk , CEO of Incap Corporation. Incap Corporation is a trusted partner and full-service provider in Electronics Manufacturing Services. The company has operations in Finland, Estonia, India, Slovakia, the UK and Hong Kong and employs approximately 1,300 people. Incap’s share has been listed on Nasdaq Helsinki Ltd stock exchange since 1997.

23.11.2020

Silmäasema – Redemption of Minority Shares

Our partner Pauliina Tenhunen acted as a trustee in the redemption proceedings concerning the minority shares in Silmäasema Oyj in which Coronaria Oy acted as the redeemer. In accordance with chapter 18 of the Finnish Limited Liability Companies Act, a trustee appointed by the court looks after the interests of the minority shareholders and presents facts and evidence supporting their case in the course of the proceedings. The redemption dispute was unusually extensive and complex, and the Redemption Committee of the Finland Chamber of Commerce decided to appoint a three-member arbitral tribunal to settle the dispute. The public tender offer and the redemption procedure also aroused widespread interest in the national financial media due to the premium included in the offer being considered low. During the proceedings, the trustee drew attention to a number of special circumstances, such as the exceptional decision of Silmäasema’s board of directors to not recommend that the shareholders accept the tender offer, the strong positive financial development reported by Silmäasema after the tender offer and the fact that Silmäasema’s share price remained locked despite the general positive development of the company and the stock market. In its detailed arbitration award of 23 June 2020, the arbitral tribunal acknowledged the existence of certain exceptional circumstances, but nevertheless adhered to the previous arbitration practice by confirming the redemption price as the price offered in the mandatory public tender offer.

25.9.2020

Siemens Osakeyhtiö – Partial Demerger and Preliminary Tax Discussions

We assisted Siemens Osakeyhtiö in its partial demerger into Siemens Energy Oy as part of a global reorganisation in which the Gas and Power business was carved out from the rest of the Siemens group. As part of the partial demerger process, we assisted Siemens Osakeyhtiö in preliminary tax discussions with the Finnish Tax Administration to ensure the tax treatment of the reorganisation.

6.4.2020

Bilot – Listing on First North

We advised Bilot Plc and Alexander Corporate Finance Oy, the lead manager, in the listing of Bilot on the Nasdaq First North Growth Market Finland market maintained by Nasdaq Helsinki. The initial public offering, which consisted of a public offering, institutional offering and personnel offering, was oversubscribed multiple times. The company gained approximately 4,000 new shareholders in the IPO. Trading in the company’s shares on First North began today. Bilot is a Finnish software and digital service company that gives its customers a strategic competitive advantage by developing a superior digital customer experience. The company has recognised expertise and a significant market share in Finland in leading software platforms and key technology ecosystems and in their seamless integration to its customers’ business. Bilot has approximately 140 employees in Finland, Sweden and Poland. In 2019, Bilot Group’s net sales was approximately MEUR 18.5.

18.3.2020

Gasum – Acquisition of Clean Energy and Marine Bunkering Businesses from Linde AG

We advised Gasum in its acquisition of AGA’s Clean Energy business and Nauticor’s Marine Bunkering business from Linde AG. The acquisition is part of Gasum’s strategy execution and further strengthens the company’s capacity to offer gas solutions to various customer segments in multiple locations and will enhance the development of the Nordic gas market. Together, the businesses employ 35 people and generate annual revenues of more than EUR 100 million. Several assets will be transferred to Gasum in the acquisition, including an LNG liquefaction plant, two LNG terminals, two LNG bunkering vessels, and 48 gas filling stations in Sweden and Norway. The deal was signed on 13 November 2019, and the transaction is anticipated to be completed during 2020.

14.11.2019

My latest blogs

Latest references

Get to know our other experts in the field

Search from the site.