Sari Suutari

Associate, Master of Laws

Services

Contact details

I advise our domestic and international clients in various assignments related to capital markets transactions and financial regulation.

I joined Castrén & Snellman in 2022 as an Associate Trainee. I graduated from the University of Helsinki in the spring of 2023. In my studies, I focused on corporate and securities law. I consider the judicialisation of sustainability to be one of the most interesting developments in business law today and also wrote my thesis on a subject related to sustainability regulation. Before graduation, I gained a wide range of practical experience from several Finnish law firms and from the legal department of a listed company.

I am committed to helping our clients and providing them with sound and meticulous legal advice on all matters related to business and financial law. I have assisted in various bond issuances, IPOs and regulated transactions.

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Latest references

Aktia Bank – EUR 80 million AT1 bond

We advised Aktia Bank Plc on the issuance of an EUR 80 million Additional Tier 1 (AT1) bond. The bond pays a fixed interest rate of 6.75 per cent semi-annually. The bond is perpetual, and Aktia has the right to redeem or repurchase it in accordance with the terms of the bond, subject to certain conditions. The bond was issued on 1 April 2026. In addition, we assisted Aktia in listing the bond on the Nasdaq Helsinki Ltd stock exchange. For the listing, we prepared Finland’s first EU Follow-on prospectus for a bond. The EU Follow-on prospectus was introduced on 5 March 2026 with an update to the Prospectus Regulation (EU) No. 2017/1129. The EU Follow-on prospectus is a new type of prospectus that can be used, among others, by issuers whose securities have been admitted to trading on a regulated market continuously for at least the 18 months preceding the offer to the public or the admission to trading on a regulated market of the new securities. A follow-on prospectus is simpler than a so-called traditional prospectus, and it is intended to avoid repeating information that the issuer has already disclosed. Nordea Bank Abp acts as the sole structuring advisor for the issue of the Notes. Nordea Bank Abp, Danske Bank A/S and ABN Amro Bank N.V. act as the lead managers for the issue of the Notes.

Fingrid – Update of EMTN Programme

We advised Fingrid Oyj on the Finnish law aspects in the update of a EUR 3 billion Euro Medium Term Note programme (EMTN). Notes issued under the programme may be listed on the Irish Stock Exchange. Fingrid operates Finland’s main electricity transmission grid and all significant cross-border transmission connections. The main grid is the backbone of the electricity transmission network, to which major power plants, industrial plants and regional electricity distribution networks are connected.

S-Bank – Issuance of EUR 150 million SNP notes and tender offer for notes maturing in 2026

We advised S-Bank Plc in its issuance of a EUR 150 million Senior Non-Preferred Notes and on the tender offer of its EUR 150 million Senior Preferred MREL Eligible Notes maturing in 2026. The tender offer required prior approval from the Finnish Financial Stability Authority based on the Commission’s regulatory technical standards (EU) 2023/827. The Stability Authority granted S-Bank a permission for repurchases of the notes. Based on the permission, S-Bank replaced the notes with own funds or eligible liabilities instruments of equal or higher quality at terms that are sustainable for the income capacity of S-Bank. According to the final tender offer results published on 10 December 2025, S-Bank repurchased a total of EUR 97.9 million of the notes. The new notes will pay a floating interest rate, which is determined based on 3-month Euribor added with a margin of 1.35 per cent. The notes were issued on 11 December 2025 and listed on Nasdaq Helsinki Ltd. The maturity date of the notes is 11 December 2029. The purpose of the issue was to meet the minimum requirement for own funds and eligible liabilities (MREL) and to finance the bank’s activities.

Ålandsbanken – Consent solicitation process regarding T2 instruments and issue of SEK 350 million AT1 notes

We advised Ålandsbanken Abp in the consent solicitation process regarding its SEK 150,000,000 Tier 2 notes due December 2041 and SEK 200,000,000 Tier 2 notes due March 2043. The terms and conditions of the aforementioned instruments were amended by removing the write-down mechanisms in the consent solicitation process. In addition, we advised Ålandsbanken Abp on the issue of SEK 350 million Additional Tier 1 notes. The notes bear floating interest at the rate of STIBOR three months plus a margin of 3.35 per cent per annum. The AT1 notes were issued on 20 November 2025, and admitted to trading on the official list of Nasdaq Helsinki Ltd. The instrument has no maturity date and qualifies as Additional Tier 1 capital in accordance with the EU Capital Requirements Regulation. The issue strengthens Ålandsbanken’s capital structure by taking advantage of favourable market conditions.

WithSecure – Diana BidCo’s public tender offer on WithSecure

We are acting as the legal advisor to WithSecure Corporation in Diana BidCo Oy’s voluntary public cash tender offer for all the issued and outstanding shares in WithSecure. The tender offer values WithSecure’s total equity at approximately EUR 299 million. Diana BidCo is a private limited company incorporated and existing under the laws of Finland that will be indirectly owned by a consortium formed for purposes of the tender offer by certain affiliated funds of CVC Capital Partners Plc and Risto Siilasmaa. The consortium believes that the partnership strengthens and accelerates the road to WithSecure’s long-standing goal of becoming Europe’s most trusted cybersecurity partner by positioning the company to lead the next era of business cybersecurity. WithSecure’s shares are listed on the official list of Nasdaq Helsinki. WithSecure is a Europe-based cybersecurity company that helps protect businesses and is committed to strong partnerships with customers and collaborators. WithSecure’s customers trust WithSecure with outcome-based cybersecurity that protects and enables their operations. 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 during the fourth quarter of 2025. The Takeover Board of the Securities Markets Association issued on 4 August 2025 a new recommendation (1/2025) on good securities market practice that deals with the target company’s board of directors’ obligations in case of a consortium offer in which a major shareholder of the company participates in the consortium.

The Mortgage Society of Finland – Update of EUR 2,5 billion bond programme

We advised The Mortgage Society of Finland in the update of a EUR 2,5 billion bond programme under which the Mortgage Society of Finland may issue senior preferred and unsecured Tier 2 notes, and covered bonds. The notes under the programme may be listed on the official list of Nasdaq Helsinki Ltd. The Mortgage Society of Finland is the only nationwide credit institution in Finland that focuses on housing. It provides customers with the full range of home financing services such as granting mortgage and consumer loans for all stages of home owning including purchasing and renovating. The Mortgage Society of Finland carries out this activity in accordance with the Act on Credit Institutions and the Act on Mortgage Societies.

Savings Banks Group – Sale of Sb Life Insurance

We advised the Savings Banks Group on an arrangement whereby the shares in Sp-Henkivakuutus Oy were sold to Henki-Fennia and at the same time the parties agreed on a long-term distribution cooperation for insurance savings and loan protection products. The closing of the transaction remains subject to regulatory approvals. Sb Life Insurance is a domestic life insurance company, established in 2007, offering insurance savings and risk insurance products to private customers and companies. The Savings Banks and Oma Säästöpankki Oyj act as agents for Sp-Life Insurance. Henki-Fennia is a subsidiary of Keskinäinen Vakuutusyhtiö Fennia, specialising in voluntary life, pension and savings insurance.

Valio – Acquisition of the Härkis® and Beanit® fava bean brands

We advised Valio Oy in its acquisition of Raisio Oyj’s plant protein business, related fixed assets and the Härkis® and Beanit® fava bean brands. The fixed assets include, among other things, the production equipment of the factory that makes plant protein products in Kauhava. The transaction supports Valio’s strategy to grow from a dairy company to a food company. This business acquisition will make us an even more significant developer and producer of plant-based protein products. The demand for these products will grow in the long term, and a great deal of growth potential still remains. In 2022, we acquired the Gold&Green® business and, since then, we have been carrying out strong product development and renewed the brand. Following successful product launches, sales in the last quarter of 2024 increased by about 50% from the previous quarter. With this acquisition, we are building our own production capacity. The production equipment of the Kauhava factory is just right for our needs and situation. says Kimmo Luoma, Valio’s Senior Vice President. Valio is a Finnish dairy and food company founded in 1905 and owned by Finnish dairy cooperatives. Valio has subsidiaries in Sweden, Estonia, the United States and China. In 2023, the Group had a turnover of EUR 2 278 million and more than 4 000 employees.

S-Bank – Bond transactions totalling EUR 1.45 billion for acquisition of Svenska Handelsbanken’s operations

We have advised S-Bank Plc in four bond transactions totalling EUR 1.45 billion that provided financing for S-Bank’s acquisition of Svenska Handelsbanken AB’s Finnish private customer, asset management and investment services operations. In 2023, we advised S-Bank in supplementing their earlier bond programme and in the issuance of two new bonds. S-Bank’s first covered bond, valued at EUR 500 million, was issued in September 2023. In addition to general corporate purposes, the purpose of the issue was to finance the acquisition of Svenska Handelsbanken AB’s Finnish private customer, asset management and investment services operations. Further, a EUR 150 million senior preferred MREL eligible bond was issued in November 2023 and the purpose of the issue was to meet the minimum requirement for own funds and eligible liabilities (MREL) and to finance the bank’s activities. In 2024, we have advised S-Bank Plc in the update of a EUR 3 billion bond programme. Under the programme, S-Bank may issue senior preferred MREL eligible notes, covered bonds and additional tier 1 capital notes. In February of 2024, we advised S-Bank in its issuance of a EUR 300 million senior preferred MREL eligible bond and on the tender offer of its EUR 220 million senior preferred MREL eligible bond maturing in 2025. The tender offer required the prior permission of the Finnish Financial Stability Authority based on Commission Delegated Regulation 2023/827 on technical standards for the reduction of own funds and eligible liabilities prior authorisation. The Stability Authority granted S-Bank a permission for repurchases of the notes. Based on the permission, S-Bank replaced the notes with own funds or eligible liabilities instruments of equal or higher quality at terms that are sustainable for the income capacity of S-Bank. The final tender offer results were announced in February 2024. In April 2024, we further advised S-Bank in supplementing their base prospectus and issue of their second covered bond of EUR 500 million. The covered bond’s maturity date is 16 April 2030.

Multitude – Relocation from Finland to Switzerland

We act as the lead legal counsel in the groundbreaking case of Multitude SE’s (Multitude) proposed relocation from Finland to Switzerland. The first phase of the relocation, involving the transfer of Multitude’s registered office from Finland to Malta pursuant to SE Regulation, was successfully completed on 30 June 2024. In this connection, Multitude’s shares were removed from the Finnish book-entry system and the issuer central securities depository of the shares changed from Euroclear Finland Oy to the CSD operated by the Malta Stock Exchange. In practice, all of Multitude’s shares are now held through Clearstream. In Malta, the company is anticipated to be converted into a public limited liability company under Maltese law, following which it will seek redomiciliation from Malta to Switzerland. Given that Finnish legislation does not allow for direct relocation to a non-European Economic Area country such as Switzerland while preserving the company’s legal personality, the process necessitated a multi-jurisdictional strategy as outlined above. Our mandate encompasses advising Multitude on all aspects governed by Finnish law concerning the proposed relocation and coordinating the work of local legal counsel and various other advisors involved in the project. The process also involved a written procedure to amend Multitude’s existing subordinated capital notes and senior bonds to facilitate the relocation as well as placement of EUR 80 million senior guaranteed notes by a newly established Multitude Capital Oyj. ”The transfer to Malta marks a significant step in Multitude’s journey. This pioneering and complex process has been successfully implemented with the invaluable support of our own team and advisors. Castrén & Snellman has masterfully orchestrated the entire project, ensuring seamless coordination across multiple jurisdictions. We look forward to achieving our next step with the further relocation to Switzerland”, says Jorma Jokela, Multitude’s CEO. Multitude is a fully regulated growth platform for financial technology, employing over 700 individuals across 25 countries. Its shares are listed on the regulated market (Prime Standard) of the Frankfurt Stock Exchange.

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.

Get to know our other experts in the field

Teresa Kauppila

Capital Markets & Public M&A

+358 20 776 5308 teresa.kauppila@castren.fi

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+358 50 567 1871 janne.lauha@castren.fi

Hannu Huotilainen

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+358 20 776 5278 hannu.huotilainen@castren.fi

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+358 40 767 1883 sami.lommi@castren.fi

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+358 40 594 9983 sakari.sedbom@castren.fi

Sebastian Palomäki

Senior Associate

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+358 40 832 2655 sebastian.palomaki@castren.fi

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+358 40 028 6477 karin.hentunen@castren.fi

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