Insights | July 11, 2018

Roschier Public M&A and ECM highlights 11 July 2018

As Roschier closes its financial year (1/6 2017– 31/5 2018) our Public M&A and ECM team summarizes another successful year of high profile transactions.

Roschier’s Public M&A and Equity Capital Markets team has seen remarkable activity in both Finland and Sweden in 2017/18 and a continued strong in demand for the team’s services on high-end public market transactions.

The IPO market has remained strong throughout the year with some indications of increased public M&A activity, but both areas remain very active. In Stockholm, spin-offs have been trending and notably the team led the successful SEK 105 bn (!) spin-off of Epiroc from Atlas Copco. In Helsinki, where the Roschier team advised on all but one of the main list IPOs in 2017, average deal sizes where on the increase, with the team advising, among others, on the EUR 500 million IPO of Rovio Entertainment.

Below is a selection of recent high-profile deals during the past financial year, several of which have involved lawyers from both Helsinki and Stockholm.

IPOs

  • Acting for Atlas Copco on the formation and listing of the SEK 105 billion company Epiroc on Nasdaq Stockholm
  • Acting for Kojamo Plc on its initial public offering and listing of shares on Nasdaq Helsinki Ltd.
  • Acting for VMP Plc on its initial public offering and listing of shares on the First North Finland
  • Acting for Nordea Bank AB (publ), Carnegie Investment Bank AB and OP Yrityspankki Oyj in connection with Altia Plc’s initial public offering and listing of shares on Nasdaq Helsinki Ltd
  • Acting for Magnolia Bostad AB in connection with its list change from Nasdaq First North Premier to Nasdaq Stockholm’s main market
  • Advising Pareto Securities AB in the acquisition of and listing of the newly established acquiring company Cibus Nordic Real Estate AB on Nasdaq First North.
  • Advising NCAB Group and selling shareholders on the IPO and listing of NCAB Group on Nasdaq Stockholm.
  • Advising Rovio Entertainment on the IPO and listing of Rovio Entertainment on the Main List of Nasdaq Helsinki Ltd.
  • Advising Pareto Securities on the IPO and listing of Aspire Global on Nasdaq First North Premier.
  • Advising Carnegie Investment Bank on the IPO of Ferronordic Machines on Nasdaq Stockholm.
  • Advising MAG Interactive and selling shareholders on the IPO and listing of MAG Interactive on Nasdaq First North Premier.

Takeovers and other Public M&A deals

  • Representing Swedol in relation to Nordstjernan’s mandatory takeover bid
  • Representing ME Dental AB on its public offer for Orasolv AB (publ)
  • Advising YIT in its combination with Lemminkäinen through an absorption merger whereby Lemminkäinen is merged into YIT.
  • Advising Nokia Corporation in the acquisition of Comptel Corporation through a cash tender offer

Other ECM deals

  • Representing Blackstone/Vega Holdco in relation to the SEK 1 billion rights issue in D. Carnegie & Co.
  • Continued to represent Knorr-Bremse with regard to its holding of shares in Haldex following withdrawal of the takeover offer
  • Advising Sedana Medical AB (publ) and Pareto Securities on Sedana’s accelerated bookbuilt private placement of new shares
  • Advising Pareto Securities on Loudspring’s private placement of new shares.
  • Advising Nordea Bank, SpareBank 1 Markets and HSBC Bank on SAS’s accelerated book-built private placement of new common shares.
  • Advising the selling shareholders on their post-IPO sell down in Lehto Group by way of an accelerated bookbuilt-offering.
  • Advising Pareto Securities on the recapitalization of Eniro, including the exchange offerings to the holders of Eniro’s preference shares and convertible bonds and the subsequent new issue.