Heikki Vesikansa

Advised taxpayers who were subject to punitive tax increases due to non-deductible interest expenses not being disclosed on the primary sheet of their tax returns. The amounts of non-deductible interests were disclosed on appendix sheets to the tax return. The tax authorities and the court of first instance held that the purpose of the punitive tax increase rules, which were reformed in 2018, was to acknowledge the summary nature of taxation processes and therefore these rules laid specific emphasis on the accuracy of the information provided by the taxpayers on their mandatory tax disclosures and, as a consequence thereof, the punitive tax increases had to be levied with the applicable maximum rate of 2% of added income although correct information was filed on appendix sheets to the tax returns.

Our clients sought a leave to appeal to these decisions from the Supreme Administrative Court and argued that in the legal praxis of the European Court of Human Rights punitive tax increases have been deemed to be analogous with punishments under the penal code and, as such, the general human rights principles are applicable to them. As a consequence of this, punitive tax increases should not be levied merely based on objective errors on tax returns without regard to the subjective negligence of the taxpayer (or the lack thereof).

The Supreme Administrative Court’s majority reasoned that the subjective ratio legis of the 2018 reform of punitive tax increases was indeed intended to protect the summary procedure of tax assessment and to lay a strict responsibility on taxpayers for the information disclosed on their tax filings. However, taking into account the Finnish Constitution (which has implemented the aforesaid principles of the Human Rights Convention), punishments cannot be imposed without regard to the subjective negligence of the taxpayer. The Court held that our clients had reasonably established that the non-disclosure on the primary sheet of their tax return was a product of human error without an intent to make a wrongful representation. The Court continued that, although the subjective ratio legis would impose a penalty without regard to subjective negligence, the rules also provided a possibility for the tax authority to refrain from levying the tax increase in full where such increase would be unreasonable because of specific reasons. The Court held that, taking into account the total content of the law, a human error, such as the one at hand in these cases, may constitute a situation where it is unreasonable to levy a punitive tax increase in full, although strictly speaking it is against the subjective ratio legis,  and the amount of tax increases was mitigated to half of the original amount. The outcome of the decision thus constituted what in Finnish jurisprudence is determined as application of law in accordance with the objective ratio legis, i.e. what the legislator would have intended had it known the context of the situation and the interaction of the total legal system in the situation. One of the justices voted against the majority and would have overturned the tax increase totally instead of halving it with similar reasoning and also by paying attention to the significant investments that the tax authority has made to automated IT systems within the past decade with a publicly announced purpose to, among other things, better analyse information on tax disclosures and reduce the burden of tax compliance from taxpayers.

Parties

Sampo plc and Topdanmark A/S

Transaction

Sampo plc's recommended public exchange offer for the shares in Topdanmark A/S

Deal Value

DKK 33 billion

Role

Counsel to Sampo plc

Parties

Cargotec Corporation and Kalmar Corporation

Transaction

Cargotec’s partial demerger and separation of Kalmar

Deal Value

Approx. EUR 2.0 billion (illustrative carve-out sales)

Role

Counsel to Cargotec Corporation and Kalmar Corporation

Counsel to a Finnish listed company in a dispute concerning Finnish withholding tax on dividends paid abroad between 2014 and 2016.

The matter concerned dividend payments to a foreign financial institution. In accordance with the applicable tax treaty, the company had applied a withholding tax (WHT) of 0% at source on the dividends.

The Tax Administration conducted a tax audit and claimed that the company had failed their investigation duty, that the financial institution was not the beneficial owner of the dividend income due to the shares being subject to a share lending agreement, and that the company should have thus withheld a WHT of 20% on the dividends. The Tax Administration issued a new tax assessment decision, imposing not only a WHT of 20% but also a tax increase on the company. The circumstances were peculiar in the sense that the dividends had already been paid to the foreign dividend recipient, and now the Tax Administration approached the Finnish listed company (unable to recall the dividend payments made) with a claim to settle the foreign dividend recipient’s tax from the company’s own funds. The Tax Administration alleged that the dividend payer would, under law, have a duty to investigate whether each dividend recipient is entitled to tax treaty benefits in accordance with their respective tax treaties (including “beneficial owner” concepts of such treaties, if any). The Tax Administration made this allegation even though the wording of the relevant Finnish law clearly stated that the dividend payer shall only obtain the name, address, and ID number of each dividend recipient to be able to apply tax treaty WHT rates on dividends paid abroad.

The company applied for adjustment and received a unanimously positive decision from the Tax Adjustment Board, who found that the company had fulfilled its duties under law when applying the WHT 0% on the dividends. However, the state’s representative appealed the adjustment decision to the Administrative Court.

The Administrative Court, similarly, unanimously found that the company had fulfilled its investigation duties under Section 10 of the Finnish WHT Act by obtaining the information exhaustively listed in the law (name, address, and ID number of dividend recipient) and that the tax auditors’ interpretation of the law (i.e. wider investigation duty, including interpretation of the “beneficial owner” concept in tax treaties) was found to be without merit. With these arguments, no WHT or tax increase was to be imposed on the company. The Court, thus, abided by the very basic source of law doctrine, whereby taxes can only be levied based on Finnish law, as enacted by the Finnish Parliament, and international tax treaties can only limit the taxing rights of a country, not create them. As the ruling was based directly on domestic law, the Administrative Court did not examine or rule on the tax treaty concept of “beneficial owner”. The Administrative Court also ordered the Tax Administration to compensate the company’s legal costs of the Administrative Court proceedings to the full amount claimed. The state’s representative did not seek a leave of appeal from the Supreme Administrative Court and the decision of the Administrative Court is now binding.

The whole process began in 2018, which yields an overall duration of six years for the dispute. A material overhanging tax risk (for what were ultimately the taxes of another tax subject) was present for the client for the lengthy duration of the process, but the matter was finally resolved with the positive outcome by the Administrative Court.

This Administrative Court ruling is an important landmark on the application of the principle of legality. Interpretations made based on tax treaties cannot supersede the domestic law as basis for taxation (the so-called “golden rule” of tax treaty law).

Parties

Accel-KKR, Aico Group, Juuri Partners

Transaction

Accel-KKR’s majority equity investment in Aico Group

Deal Value

Value not public

Role

Counsel to Accel-KKR, a global technology-focused investment firm

Counsel in a Supreme Administrative Court Yearbook case on taxation of dividend paid on merger consideration shares.

Parties:

YIT

Transaction:

Counsel to YIT in the disposal of its wind and solar business, comprising of 2.3 GW renewable energy projects and a team of 16 employees.

Deal value:

Value not public

Role:

Counsel to YIT

Hannes Snellman acted as counsel to Finnish state enterprise Metsähallitus in the negotiation of contractual arrangements with Vattenfall for the expansion of the Korsnäs offshore wind farm development project.

Hannes Snellman advises NYAB Plc on its re-domiciliation and transfer of listing from Finland to Sweden. The re-domiciliation to Sweden is planned to be executed as a cross-border conversion, pursuant to the so-called EU Mobility Directive, whereby NYAB Plc, without being dissolved or liquidated, would be converted from a Finnish to a Swedish public limited liability company with its registered office in Sweden.

Parties:

Uponor Corporation (target), Georg Fischer Ltd (buyer)

Transaction: 

Counsel to Uponor Corporation in the recommended public cash tender offer by Georg Fischer Ltd to purchase all of the issued and outstanding shares of Uponor Corporation. 

Value:

EUR 2.1 billion

Role:

Counsel to Uponor Corporation

Parties:

Myrsky Energia, Copenhagen Infrastructure Partners (CIP)

Transaction: 

Counsel to Myrsky Energia in the formation of a joint venture with Copenhagen Infrastructure Partners (CIP) concerning the investment and development of 1.8 GW portfolio of onshore wind power in Finland.

Value:

EUR 2.3 billion

Role:

Counsel to Myrsky Energia

Parties

Citycon Oyj

Transaction

Counsel to Citycon Oyj in its tender offers of outstanding notes due 2024 of Citycon Treasury B.V. and capital securities issued by it in November 2019 and June 2021.

Deal value

Over EUR 40 million

Role

Counsel to Citycon Oyj

Parties

Sampo plc

Transaction

Counsel to Sampo plc on its dual listing of its Class A shares on Nasdaq Stockholm in the form of Swedish Depository Receipts

Deal Value

Market capitalisation of approximately EUR 24.7 billion as of 31 October 2022

Role

Counsel to Sampo plc

Parties

A consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital (buyer), Caverion Oyj (Target)

Transaction 

Counsel to the offeror consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital in the recommended public cash tender offer for all shares in Caverion Oyj.

Deal value 

EUR 955 million

Role 

Counsel to the offeror consortium consisting of Security Trading, Fennogens Investments, Corbis, and Bain Capital

Parties:

Cargotec Corporation, Konecranes Plc

Transaction:

The announced, but subsequently abandoned, merger of Cargotec and Konecranes in 2021-2022

Deal value:

Approx. EUR 2.7 billion

Role:

Counsel to Konecranes Plc

Parties

Orange Capital Partners (Buyer), Starwood Capital Group and Avara Oy (Sellers)

Transaction

Hannes Snellman acted as counsel to Orange Capital Partners in the acquisition of a residential portfolio of 2,200 apartments located across 16 cities from Starwood Capital Group and Avara Oy

Deal Value

Value not public

Role

Counsel to Orange Capital Partners

Parties:

Duunitori Oy and its owners (seller), Intera Partners (buyer)

Transaction:

Counsel to Duunitori Oy and its owners in the sale of majority of Duunitori’s share capital to Intera Partners

Deal Value:

Value not public

Role:

Counsel to Duunitori Oy

Parties:

Esperi Care (target), Danske Bank, SEB, and Ilmarinen (majority owners), Triton (buyer)

Transaction:

Counsel to Esperi Care and its majority owners Danske Bank, SEB, and Ilmarinen in the acquisition of the majority of Esperi Care’s shares by Triton Smaller Mid Cap Fund II advised by Triton.

Deal Value:

Value not public.

Role:

Counsel to Esperi Care and its majority owners

Parties 

Slättö Core Plus and PEAB

Transaction 

Hannes Snellman acted as counsel to Slättö in the formation of a joint venture with PEAB regarding investments into residential housing in Finland.

Deal Value 

Value not public

Role

Counsel to Slättö Core Plus

Parties

Basware Corporation (target), a consortium consisting of Accel-KKR, Long Path Partners, and Briarwood Chase Management (buyer)

Transaction

Counsel to the offeror consortium of Accel-KKR, Long Path Partners, and Briarwood Chase Management in the tender offer for all outstanding securities in Basware Corporation.

Deal Value

EUR 620 million

Role

Counsel to the consortium

Parties

Paulig Group (seller), Valio (buyer), Gold&Green brand, intellectual property and R&D function (target)

Transaction

The divestment of Paulig’s Gold&Green brand, intellectual property and R&D function to Valio

Deal Value

Value not public

Role

Counsel to Paulig Group

Parties

Orange Capital Partners and another global investor (Buyers), Morgan Stanley (Seller)

Transaction

Orange Capital Partners' and another global investor's acquisition of a residential portfolio with 37 assets and 1,900 apartments from Morgan Stanley

Deal Value

Value not public

Role

Counsel to Orange Capital Partners and another global investor

Parties 

Angel Pond Holdings Corporation, MariaDB Corporation Ab

Transaction 

Combination of Angel Pond Holdings Corporation and MariaDB Corporation Ab by way of a domestication merger and cross-border merger, and related transactions

Deal Value 

USD 672 million (implied enterprise value of the combined company)

Role

Finnish counsel to Angel Pond Holdings Corporation

Parties

Smartly.io (Buyer), Ad-Lib.io (Target) and various sellers

Transaction

Acquisition of Ad-Lib.io, the next-generation creative optimization platform, by Smartly.io, the leading social advertising SaaS platform for creative and performance marketers.

Deal Value

Value not public

Role

Finnish counsel to Smartly.io

Parties

Altia Plc, Arcus ASA

Transaction

Merger of Altia Plc and Arcus ASA to form Anora Group

Deal value

Preliminary aggregated annual revenue EUR 640 million

Role

Lead counsel to Altia Plc

Counsel to a Finnish private equity fund in a Supreme Administrative Court Yearbook case confirming the correct application of equity ratio exemption in interest deduction limitations.

Parties 

Virala Acquisition Company Plc, Purmo Group Ltd

Transaction 

Virala Acquisition Company Plc's merger with Purmo Group Ltd.

Deal Value 

EUR 685 million

Role

Counsel to Virala Acquisition Company Plc

Parties 

Quadoro Investment GmbH, EKE-Construction Ltd.

Transaction 

Counsel to a fund managed by Quadoro Investment GmbH in an acquisition of an office property located in Espoo with a lettable area of approximately 4,200 square metres from the constructor EKE-Construction Ltd.

Deal Value 

Value not public

Role

Counsel to Quadoro Investment GmbH

Parties 

Quadoro Investment GmbH, YIT Construction Ltd.

Transaction 

Counsel to a fund managed by Quadoro Investment GmbH in an acquisition of a MEUR 32 office property located in Järvenpää with a lettable area of approximately 6,500 square metres from YIT Construction Ltd

Deal Value 

EUR 32 million

Role

Counsel to Quadoro Investment GmbH

Parties

Valmet, Neles

Transaction

Hannes Snellman acted as lead counsel to Valmet, a leading global developer and supplier of process technologies, automation, and services for the pulp, paper, and energy industries, in its merger with Neles, one of the leading providers of mission-critical flow control solutions and services for process industries in Finland. 

Deal Value

The combined value of the merging companies is approximately EUR 7 billion.

Role

Lead counsel to Valmet

Parties

Virala Acquisition Company Plc

Transaction

Hannes Snellman acted as legal counsel to Virala Acquisition Company Plc on its IPO and the listing of its Class C shares on the SPAC segment of the regulated market of Nasdaq Helsinki

Deal Value

EUR 107.5 million

Role

Counsel to Virala Acquisition Company Plc

Counsel to a tax payer in Supreme Administrative Court Yearbook case confirming US GAAP as acceptable basis for transfer pricing.

Parties

Amazon (Buyer), Umbra (Target)

Transaction

The acquisition of Umbra by Amazon. 

Deal Value

Value not public

Role

Counsel to Umbra

Counsel in a Supreme Administrative Court Yearbook case clarifying taxation related to dividend in natura. 

Parties

Ahlstrom-Munksjö Oyj (target), a consortium consisting of Ahlström Capital, Bain Capital Private Equity, Viknum and Belgrano Inversiones (buyer)

Transaction

Recommended public cash tender offer for all shares in Ahlstrom-Munksjö Oyj by Spa Holdings 3 Oy

Deal value

Approximately EUR 2.1 billion

Role

Counsel to the consortium

Counsel to a taxpayer in the Supreme Administrative Court Yearbook case outlining VAT treatment of coworking services.

Parties

A fund managed by Quadoro Investment GmbH

Transaction

Acquisition of Hermia 5 and Hermia 6 office properties located in the Hermia Science Park in Tampere with a lettable area of approximately 30,000 square metres

Deal value

Value not public

Hannes role

Counsel to a fund managed by Quadoro Investment GmbH

Hannes team

Tapio Teräkivi, Heikki Vesikansa, Markus Bremer, Marjaana Martikainen, Jenni Parviainen, Piia Ahonen, Meeri Karlsson, Ella Rinne, Panu Vikberg, Linda Launonen, and Viivi Rousku.

Parties

City of Espoo, Kumppanuuskoulut Oy, YIT Oyj, Meridiam Investments II

Transaction

The City of Espoo signed a service agreement with Kumppanuuskoulut Oy on the implementation of five schools and three daycare centres

Deal Value

Approx. EUR 300 million

Role

Counsel to City of Espoo

Team

Rabbe Sittnikow, Jussi Ekonen, Janna Pihanurmi, Janne Veneranta, Roosa Väre, Markus Bremer, Maria Landtman, Samuli Pirinen, Heikki Vesikansa, Harri Vehviläinen, Piia Ahonen, Joakim Lavér

Counsel in Administrative Court case confirming mutual real estate company’s taxation under Business Income Tax Act.

Parties 

DWS (buyer), Regenero (Seller)

Transaction

DWS's acquisition of the Accountor Tower, a 24,000 sq. m. office development in Keilaniemi, Espoo, from YIT and HGR Property Partners’ joint venture Regenero

Deal Value

Value not public

Role

Counsel to DWS

Parties

Optomed Plc

Transaction

Optomed’s IPO and listing on the Nasdaq Helsinki stock exchange

Deal Value

The offering by the company and its shareholders amounted to approximately EUR 44 million

Role

Counsel to Optomed Plc 

Parties

FSN Capital, eCraft, Orango, Fellowmind

Transaction

Fellowmind, eCraft and Orango merge to create European Microsoft Business Applications platform

Deal Value

Value not public

Role

Counsel to eCraft and its owners

Counsel in Supreme Administrative Court case confirming equal treatment of a Swedish real estate investor in Finnish taxation

Parties

Outotec Oyj, Metso Corporation

Transaction

The combination of Outotec and Metso Minerals through a demerger

Deal Value

EUR 3.9 billion (illustrative combined sales)

Role

Counsel to Outotec Oyj

Counsel in Supreme Administrative Court case confirming that Refinancing of real estate company’s bank loans is not subject to transfer tax.

Counsel in Supreme Administrative Court case confirming real estate investor’s right to deduct VAT on transaction expenses

Counsel in Supreme Administrative Court case confirming that share transfer tax is not due on purchase price of shareholder loans

Parties

Marrone Bio Innovations, Inc. (Buyer), shareholders of Pro Farm Technologies Oy (Sellers), Pro Farm Technologies Oy (Target)

Transaction

Marrone Bio Innovations, Inc., an international leader in sustainable bioprotection and plant health solutions, acquired Pro Farm Technologies Oy, a Finnish agriculture technology company supplying nutrient and biostimulant technology and products

Deal Value

USD 31.8 million

Role

Counsel to Marrone Bio Innovations, Inc.

Parties

Peab AB (Buyer), YIT Corporation (Seller), YIT’s Nordic paving and mineral aggregates businesses (Targets)

Transaction

YIT’s sale of its Nordic paving and mineral aggregates businesses in Finland, Sweden, Norway and Denmark to Peab

Deal Value

EUR 280 million

Role

Counsel to YIT Corporation

Counsel to a taxpayer receiving confirmation that a transfer of a business at an early stage qualifies as a transfer of a going concern for VAT purposes.

Parties

Ilmarinen Mutual Pension Insurance Company, Kesko Corporation, Kesko Pension Fund, Kruunuvuoren Satama Oy

Transaction

A series of transactions, whereby Ilmarinen, Kesko, and Kesko Pension Fund, among other things, dissolve their joint ownership of Kruunuvuoren Satama and Ilmarinen acquires all 3,438,885 Kesko A shares held by Kruunuvuoren Satama.

Deal Value

EUR 164 million

Role

Counsel to Ilmarinen Mutual Pension Insurance Company, Kesko Corporation, Kesko Pension Fund, and Kruunuvuoren Satama Oy

Parties

Funds managed by Sentica Partners Oy (Buyer), Mikael Swanljung and his family (Sellers), Picnic Finland Oy, Europicnic Oy and La Torrefazione Oy (Targets)

Transaction

Sentica Partners’ acquisition of majority ownership in Picnic Company Group from Mikael Swanljung and his family

Deal Value

Value not public

Role

Counsel to Mikael Swanljung and his family

Parties

Precast Holding Oy (Buyer), Elematic HoldCo Oy (Seller), Elematic Oyj (Target), Nordic Trustee (as bonds trustee appointed by Elematic’s

Transaction

Restructuring of ownership and financing structure of Elematic Oyj

Deal Value

Value not public

Role

Counsel to Nordic Trustee

Parties

Mimir Invest (Buyer), Caverion (Seller), Project piping & tank business and the related Ylivieska workshop (Targets)

Transaction

Caverion’s sale of project piping & tank business and the related Ylivieska workshop of the Industrial Solutions division.

Deal Value

Value not public

Role

Counsel to Caverion

Parties

Nordic Healthcare Group Oy, Vaaka Partners Oy

Transaction

Vaaka Partner's investment in Nordic Healthcare Group

Deal Value

Value not public

Role

Counsel to Vaaka Partners

Parties

Nexit Ventures (Seller), Ekahau, Inc. (Target), Ookla (Buyer)

Transaction

Nexit Ventures' sale of shares of Ekahau to Ookla

Deal Value

Value not public

Role

Counsel for Nexit Ventures and Ekahau, Inc.

Parties

Qingdao Sifang SRI Intellectual Technology Co. Ltd. (Buyer), Beneq Oy and its shareholders (Sellers), Beneq Oy (Target)

Transaction

The sale of Beneq Oy to Qingdao Sifang SRI Intellectual Technology Co. Ltd.

Deal Value

Value not public

Role

Counsel to Beneq Oy and its shareholders

Parties

Areim Fund III (Buyer), Avant Capital Partners, Varma Mutual Pension Insurance Company, EPISO 4 fund (Sellers)

Transaction

Areim Fund's acquisition of a portfolio of eight office properties from Avant Capital Partners, Varma Mutual Pension Insurance Company and EPISO 4 fund advised by Tristan Capital Partners

Deal Value

Value not public

Role

Counsel to Areim Fund III

Parties

Skandia Fastigheter AB (Seller), Castellum AB (Buyer)

Transaction

Skandia Fastigheter AB's divestment of a 14,400 sqm of office property in Helsinki to Castellum AB

Deal Value

Value not public

Role

Counsel to Skandia Fastigheter AB

Parties

CapMan Infra (Bidder), Elenia Group (Target)

Transaction

CapMan Infra signed to invest in Elenia, a leading Finnish electricity network and district heat company

Deal Value

EUR 70 million

Role

Counsel to CapMan Infra

Parties

CVC Capital Partners, LocalTapiola, Varma, Ilmarinen, Mehiläinen management (Buyers), Mehiläinen Oy (Target), Kohlberg Kravis Roberts & Co. L.P., Triton Partners (Sellers)

Transaction

LocalTapiola's co-investment with CVC Capital Partners, Varma and Ilmarinen to Mehiläinen Oy, a leading Finnish private health- and social care provider

Deal Value

Value not public

Role

Counsel to LocalTapiola

Counsel to a client receiving confirmation from the Supreme Administrative Court that despite domestic tax law provisions the treaty dividend participation exemption prevents Finland from taxing a capital repayment from paid-in capital by a US subsidiary.

Parties

A fund managed by J.P. Morgan Asset Management (Seller), a fund managed by Genesta (Buyer)

Transaction

J.P. Morgan Asset Management's disposal of a 66,680 sqm logistics property in Espoo to a fund managed by Genesta

Deal Value

Value not public

Role

Counsel to J.P. Morgan

Parties

Vaaka Partners (Buyer), management and minority shareholders (Sellers), Smoothie Heaven Oy (Target)

Transaction

Vaaka Partners acquired majority of shares in Smoothie Heaven Oy, a juice and smoothie bar company known as Jungle Juice Bar, from management and minority shareholders

Deal Value

Value not public

Role

Counsel to Vaaka Partners

Parties

Ahlström Capital (Buyer), Oy GW Sohlberg Ab (Seller), 39% of shares in Detection Technology and 18% of shares in Glaston (Targets)

Transaction

Ahlström Capital’s acquisition of shares in Detection Technology and Glaston from Oy GW Sohlberg Ab

Deal Value

Approx. EUR 110 million

Role

Counsel to Oy GW Sohlberg Ab

Parties

Lemminkäinen Corporation and YIT Corporation

Transaction

The combination of Lemminkäinen Corporation and YIT Corporation through a statutory merger

Deal Value

EUR 771 million

Role

Counsel to Lemminkäinen

Parties

J.P. Morgan Asset Management fund (Seller), Alma Property Partners I AB (Buyer)

Transaction

The disposal of four office properties in the Keilaniemi business district of Espoo, Finland by a J.P. Morgan Asset Management fund to Alma Property Partners I AB

Deal Value

Value not public

Role

Counsel to J.P. Morgan

Parties

Quattro Mikenti Group Oy sale of shares to Adelis Equity Partners Fund I AB

Transaction

Sale of a majority of shares in Quattro Mikenti Group Oy to Adelis Equity Partners Fund I AB by Henri Juva and other sellers

Deal Value

Value not public

Role

Counsel to Henri Juva

Parties

SUSI Partners AG (Buyer), Ilmatar Windpower Plc (Seller), Tetrituuli Wind Farm (Target)

Transaction

SUSI Partners AG’s acquisition of Tetrituuli Wind Farm from Ilmatar Windpower Plc

Deal Value

Value not public

Role

Counsel to SUSI Partners AG

Parties

J.P. Morgan Asset Management (Seller); Genesta (Buyer)

Transaction

Disposal of a 11,200 sqm office property in Helsinki by a fund managed by J.P. Morgan Asset Management to a fund managed by Genesta

Deal Value

Value not public

Role

Counsel to J.P. Morgan Asset Management

Parties

Powerflute (Buyer); Harvestia Oy (Target); Vapo Oy (Seller)

Transaction

Powerflute Oyj’s acquisition of Harvestia Oy from Vapo Oy

Deal Value

Value not public

Role

Counsel to Powerflute Oy

Parties

Ahlstrom Oyj, Munksjö Oyj

Transaction

The combination of Ahlstrom and Munksjö through a merger

Deal Value

Approx. EUR 1,2 billion

Role

Lead counsel to Ahlstrom

Parties

Powerflute Oyj (Target), Madison Dearborn Partners, LLC (Bidder)

Transaction

Recommended cash offer for Powerflute Oyj by Nordic Packaging and Container (Finland) Holdings Oy an affiliate of Madison Dearborn Partners, LLC

Deal Value

GBP 268 million

Role

Counsel to Powerflute Oyj

Parties

SoftBank Group Corporation (Seller), Tencent Holdings Limited (Buyer), Supercell (Target)

Transaction

SoftBank Group Corporation's and its affiliates' sale of all of their 72.2% stake in Supercell to an affiliate of Tencent Holdings Limited

Deal Value

Approx. USD 10.2 billion

Role

Counsel to SoftBank and its affiliates

Parties

State of Finland (Seller), Patria Oyj (Target), Kongsberg Defence & Aerospace AS (Buyer)

Transaction

The Finnish government's sale of 49.9% of its shares in Patria Oyj to Kongsberg Defence & Aerospace AS

Deal Value

EUR 272 million

Role

Counsel to Patria and its shareholder

Parties

Veolia, Neste and Borealis

Transaction

A transaction creating a JV with Neste and Borealis to build a new combined heat and power plant and produce and supply steam and other utilities to Neste's refinery and Borealis' petrochemical plant in Porvoo, Finland

Deal Value

Approximately EUR 350 million

Role

Counsel to Veolia

Parties

Ahlstrom (Seller), Ahlstrom’s building and wind business unit (Target), Owens Corning (Buyer)

Transaction

Ahlstrom’s divestment of its building and wind business unit to Owens Corning

Deal Value

EUR 73 million

Role

Counsel to Ahlstrom

Parties

Acorda Therapeutics (Bidder), Biotie Therapies (Target)

Transaction

Acorda Therapeutics' public tender offer of the shares and other securities in Biotie Therapies

Deal Value

USD 363 million

Role

Counsel to Biotie Therapies Corp.

Parties

Adven Group (Target), EQT (Seller), AMP Capital, Infracapital (Buyers)

Transaction

EQT Infrastructure Limited’s sale of Adven Group to a consortium comprising of AMP Capital Investors and Infracapital Partners II

Deal Value

Value not public

Role

Counsel to EQT

Parties

Faron Pharmaceuticals Ltd

Transaction

Faron Pharmaceuticals Ltd's IPO and listing on the AIM market of the London Stock Exchange as well as the preceding fundraising of approx. GBP 10 million

Deal Value

Approx. GBP 10 million

Role

Counsel to Faron Pharmaceuticals Ltd

Parties

Summit Partners (Buyer), Retail Logistics Excellence - RELEX Oy and certain shareholders of RELEX (Seller), Retail Logistics Excellence - RELEX Oy (Target)

Transaction

Summit Partners' acquisition of a EUR 20 million minority stake in RELEX, a Finnish provider of supply chain software solutions for retailers

Deal Value

EUR 20 million

Role

Counsel to Summit Partners

Parties

SoftBank (Buyer), Supercell (Target)

Transaction

SoftBank's acquisition of an additional 22.7% stake in Supercell, a Finnish online gaming company

Deal Value

Value not public

Role

Finnish counsel to SoftBank

Parties

Trimble Finland Oy (Buyer), Key employees of and investors in Fifth Element Oy (Seller), Fifth Element Oy (Target)

Transaction

Trimble Finland Oy’s acquisition of Fifth Element Oy from key employees of and investors in Fifth Element Oy

Deal Value

Value not public

Role

Counsel to Trimble Finland Oy

Parties

Asiakastieto Group Plc

Transaction

Asiakastieto Group Plc’s IPO and listing on the Helsinki Stock Exchange

Deal Value

Approx. EUR 170 million

Role

Counsel to Asiakastieto Group Plc

Parties

Metso Oyj (Seller) and Valmet Oyj (Buyer)

Transaction

Valmet Oyj’s acquisition of the process automation systems business from Metso Oyj

Deal Value

EUR 340 million

Role

Counsel to Valmet Oyj