Commercial, corporate and M&A in Estonia

Cobalt

The corporate and M&A team at Cobalt specialises in both inbound and outbound complex international transactions, as well as day-to-day corporate matters. Co-head of the mergers and acquisitions group Martin Simovart handles major transactions and divestments, often for private equity sponsors, listed companies, and multinationals operating in sectors including technology, financial services, energy, and industry. Peeter Kutman also co-heads the team, and focuses on M&A transactions and venture capital investments, as well as shareholder agreements. Specialist counsel Ott Aava is noted for his work in both public and private M&A, commercial cooperation and joint ventures, as well as corporate restructuring.

Practice head(s):

Martin Simovart; Peeter Kutman

Other key lawyers:

Ott Aava; Jesse Kivisaari

Testimonials

‘The COBALT transaction team work to an international standard. Through their many years of experience working on the largest Baltic M&A deals, they know the ropes for cross-border M&A and they communicate in a way which international law firms and their clients can understand. The whole feel of the team, and the leadership of Martin Simovart and Jesse Kivisaari is international and high quality.’

‘Jesse Kivisaari is a clear communicator, with a good commercial touch and excellent language skills. He is a lawyer you can feel comfortable introducing to your clients as you know they are going to be well looked after.’

‘Excellent team with very good partners and required depth of knowledge.’

‘Martin Simovart is very solution focused and knowledgeable lawyer. Peeter Kutman knows the law and provides excellent results.’

Key clients

Ardian

BaltCap

Entain

Euclid Transactional

Fortumo

Helmes

Levine Leichtman Capital Partners

MCF Group Estonia

Mid Europa Partners

Utilitas

Work highlights

  • In cooperation with international law firm Dechert advised a leading buyout investor Mid Europa Partners on the acquisition of Baltics e-commerce platforms Pigu and Hobby Hall Group.
  • Advised Utilitas on the acquisition of a shareholding in AS Tallinna Vesi, listed on the Tallinn Stock Exchange’s main list.
  • Advised Fortumo on selling its business to Boku.

Ellex

Ellex is noted for the strength of its corporate and commercial practice, in particular advising on both domestic and cross-border M&A transactions, private equity capital investments, restructuring, and management buy-outs. Practice head Risto Vahimets focuses on restructuring, financial services, and inbound M&A in the Baltic market. Co-head of the M&A corporate team Sven Papp is strong in transaction advice and negotiations involving Estonian-Swedish, French, and New York aspects. Senior associate Gerda Liik is noted for her expertise in cross-border M&A for clients in the financial services, telecoms and IT industries. Transactions specialist Eliis Mets joined the team from the banking and financial services company LHV Pank in March 2021.

Practice head(s):

Risto Vahimets; Sven Papp

Other key lawyers:

Gerda Liik; Eliis Mets; Ermo Kosk

Testimonials

‘Clearly the strongest M&A team in Estonia. We have worked with their core team for more than 10 years. Can be entrusted also with the most complex transactions.’

‘Especially Risto Vahimets is one of the most experienced M&A lawyers in the Baltics. He has a very attentive approach to any matters and sees also the commercial logics of the matter.’

‘The very best in Estonia.’

‘Ermo Kosk is just superb – excellent business understanding and negotiation skills makes him the very best M&A lawyer you could wish for.’

Key clients

East Capital

AS Tallink Grupp

Sportland International Group

Amserv

BaltCap Private Equity Fund

Baltic Ticket Holdings OÜ

Auto-Bon Oy

AS Tallink Grupp

ISS World Services A/S

Oiltanking Europe B.V.

Work highlights

  • Advised the shareholders of AS Graanul Invest (Biofuel OÜ, Neoinvesteeringud OÜ and Renergy OÜ) in the sale of 100% shareholding to Apollo Global Management Inc. investment funds.
  • Advised Luxembourg Investment Company 422 S.à.r.l, a holding company of Partners Group, on the acquisition of Finnish energy group Fortum’s Baltic district heating operations.
  • Advised United Utilities on the sale of its stake in Tallinna Vesi to the City of Tallinn and energy group Utilitas.

Sorainen

The corporate and commercial practice at Sorainen is ‘very good‘ at advising blue-chip companies on complex cross-border transactions and mergers in the pan-Baltic region. It is particularly experienced in working for Estonian fintech start-ups raising capital from international investors, as well as matter relating to private equity. Co-head of the corporate and M&A team Toomas Prangli advises on private equity matters, venture and angel investments, and buy outs and buy-ins. He works alongside co-heads Piret Jesse, who specialises in transaction negotiations, and Karin Madisson, an expert in mandatory pension funds, cross-border mergers, and pan-Baltic corporate reorganisations. Promoted to counsel in April 2021, Piret Lappert is a transaction specialist, covering everything from early due diligence to post-closing corporate advice.

Practice head(s):

Toomas Prangli; Piret Jesse; Karin Madisson

Other key lawyers:

Lauri Liivat; Triin Ploomipuu; Piret Lappert

Testimonials

The team has in-depth knowledge of market practice in corporate and M&A counselling, thereby providing necessary guidance in structuring and negotiating transactions. It is capable of providing excellent legal and market analysis for supporting deals.’

Piret Jesse is just perfect in communication, she is fast and provides great value.’

Very good for large and complex transactions. Wide spectrum of services.’

The team has extensive experience in M&A and can position themselves to be in the shoes of the client to get the best outcomes.’

We value their approach to us as a customer that not only focuses on the scope of any given assignment but more widely as a company and the areas we operate.’

I have mainly work with Karin Madisson and she really wants to protect you and make sure that she know all details. Perfect work!

Strong M&A team, with fast thinkers and excellent management by the partner.’

Piret Jesse is the best partner to deal with M&A cases.’

Key clients

Veriff

Bolt

Odeon Cinemas Group

BaltCap

Fortum

Fenner Dunlop

Mehiläinen

Estonian Ministry of Foreign Affairs

PPG

Vista Equity Partners

Hexatronic

Milrem Robotics

YIT

Splunk Inc.

PlanB Labs

Infracapital and AMP Capital

Work highlights

  • Advised Fortum on the sale of its district heating business in the Baltics to Partners Group, valued at €500m on a debt- and cash-free basis.
  • Advised Vista Equity Partners on its majority investment in Pipedrive, valued at $1.5bn.
  • Advised Bolt on raising €750m in two large Baltic funding rounds, as well as a €20m investment agreement with the International Finance Corporation.

Eversheds Sutherland Ots & Co

Eversheds Sutherland Ots & Co is known for its expertise in Finnish-Estonian mergers, as well as other high-profile transactions in the pharmaceutical, health, food, and agricultural sectors, with particular strength in advising fintech start-ups. Additionally, in light of Covid, it has seen an increase in counselling on bankruptcies and reorganisations. Head of the corporate and commercial team Maivi Ots specialises in commercial, real estate, and financing transactions, as well as banking and finance regulatory matters. With strong links to other offices, the team can provide full geographic coverage for the Baltic and Nordic regions.

Practice head(s):

Maivi Ots

Testimonials

The team is highly engaged and responsive. True partners in getting all legal matters taken care of.’

Key clients

DefSecIntel Solutions OÜ

Kahoot! AS

Plumbr OÜ

Scoro Software OÜ

AS ÜHISTEENUSED

MM Grupp OÜ

Naya Capital Management UK Limited

G4S plc

AS E-PIIM TOOTMINE

AS Eesti Keskkonnateenused

AS Kaupmees & Ko

Work highlights

  • Acted as the Estonian legal adviser to D1 Capital Partners LP whose affiliate was the lead purchaser in the secondary purchase of the shares of Bolt Technology OÜ (“Bolt”) from DiDi (HK) Science and Technology Limited and Rosy Passion Investment Limited.
  • Advised Verston Ehitus OÜ in its acquisition by AS Eesti Teed for €20m.
  • Advised Eesti Keskkonnateenused on all aspects of an M&A transaction which ultimately took the form of a management buyout.

FORT

The corporate and commercial law team at FORT specialises in advising Nordic corporates and Estonian financial institutions on pan-Baltic transactions, especially regarding acquisitions. Additionally, it is heavily integrated into its sister competition law and tax auditing teams to provide in-depth corporate and commercial auditing, corporate governance, and compliance advice. Minni-Triin Park advises on both Estonian and international M&A deals, with an emphasis on the real estate sector; Kuldar-Jaan Torokoff is a transaction attorney and litigator, focusing on areas such as distressed assets and restructurings; associate Margus Kõiva specialises in due diligence, transaction structuring, and corporate permits.

Practice head(s):

Minni-Triin Park; Kuldar-Jaan Torokoff

Other key lawyers:

Margus Kõiva

Testimonials

‘It is easy to talk and discuss topics with Kuldar-Jaan Torokoff.’

‘They care and they deliver very effectively. I enjoy their enthusiastic and positive approach.’

‘Kuldar-Jaan Torokoff is a business minded attorney, whose advise has been invaluable to our group over many years. I am impressed how he can remain calm under huge stress and always keep the big picture in mind. Minni-Triin Park is their other main talent in corporate issues. She never gives less than 100% effort.’

Key clients

LHV Group

Elisa Oyj

Tallinna Kaubamaja Grupp AS

Hansabuss,

Europcar in the Baltics

Hansarent

Hansa Bussiliinid

Iveco

East Capital

Papyrus AS

Crowdestate

Phoenix Group Estonian companies

Nordea Bank Abp Estonian branch

Kapitel

Work highlights

  • Advised LHV Bank on its second loan portfolio acquisition from market-exiting Danske Bank, total portfolio volume for two transactions approx. €750m.
  • Acted in partnership with Ernst & Young forensics services to conduct a state-commissioned investigation into the legal and financial situation of Omniva, an Estonian state owned international logistics company that transports goods and information.
  • Advised VIKING SECURITY AS, a subsidiary of Tallinna Kaubamaja Grupp AS, on the acquisition of the security services business of P. DUSSMANN EESTI OÜ in Estonia.

TGS Baltic

TGS Baltic is particularly experienced advising on complex restructuring, distressed assets, and venture capital in the Baltics, as well as regulated M&A in the healthcare and pharmaceutical sectors. It is also noted for its expertise in real estate M&A, as well as M&A both in conventional energy and renewables. It frequently advises start-ups, venture capital funds, and angel investors. Practice head Kadri Kallas is a key M&A contact for private tech companies and energy and infrastructure clients. Sander Kärson specialises in real estate M&A, transactions, joint ventures, and healthcare sector-related M&A; Leonid Tolstov deals primarily in distressed M&A and complex issues with shareholders.

Practice head(s):

Sander Kärson; Kadri Kallas; Leonid Tolstov

Testimonials

‘Most important is the understanding of the client’s needs, scope of the project large or small and the relevant solution in every specific case. Of course the team must consist of necessary know-how and experience, large enough to fulfil various tasks. In the case of TGS I also admire the young executive spirit and on the other hand sufficient experience to handle the projects.’

‘Sander Kärson takes the time to dig into our business principles, values and therefore could consult us more efficiently and thoroughly. Therefore he understands when the issues at hand are serious and need more attention and when the issues should just be ignored. I like the personal attitude and also human ways to solve the issues.’

The team is capable of delivering very quickly the requested input when you you are in a need of a speedy advice. The answers are straight to the point and very helpful when making business decisions. I use them in managing my start-up related investment and that is exactly what you might need in these matters.’

Sander Kärson in always very clear in his advice and this is very helpful when making business decisions. You can tell that they know what they are telling to you.’

Key clients

Gan Limited

Mubadala Investment Company

Opera

EstateGuru

Energate/De Maria Grupp

Kapitel

Framm AS

EIT Innoenergy

SpeedUp Venture Capital

FitSphere

Inchcape

Eurostauto

Kvare Invest

Merko

BaltCap

Auto-Bon/Bassadone

Nõo Lihatööstus

Seedrs

Work highlights

  • Advised Gan Limited on the acquisition of an online gaming platform Coolbet valued at €149m.
  • Advised Mubadala Investment Company on a $14m investment in MEL Science.
  • Advised Opera group on signing the share purchase agreement for the acquisition of a banking-as-a-service provider PocoSys and its sister company, the EU-licenced Pocopay from Poco Holding.

WALLESS (former Derling Primus)

WALLESS (former Derling Primus) specialises in complex cross-border transactions, corporate restructuring, mergers, spin-offs and joint ventures. Clients include large multinationals and subsidiaries, as well as European investment funds and it has sector-specific experience in energy and infrastructure, real estate, automotive and the financial services industries. In recent years, the group has seen an increase in clients in medtech as well as an uptick in instructions to advise on large-scale acquisitions of agricultural land and businesses.  Additionally, the team is also experienced in advising international start-ups across all stages of development.Practice head Rolan Jankelevitsh leads on M&A transactions in the tech sector, logistics and transport, and manufacturing. Toomas Taube advises on corporate matters and disputes for international corporations. Aviation and greenfield transaction expert Karl-Erich Trisberg was promoted to partner in January 2021.

Practice head(s):

Rolan Jankelevitsh

Other key lawyers:

Toomas Taube; Karl-Erich Trisberg

Testimonials

‘This is a good team which has quick turnaround, very responsive.’

‘Rolan Jankelevitsh is my ‘go-to’ partner. He is a nice person, responsive, creative, fluent Russian.’

‘The team members are energetic and can provide effective and efficient legal service. Compared to other firms, the partners are younger and the mechanism of Wallness is more flexible.’

‘We have worked with Karl-Erich Trisberg, who is professional and diligent, and the feedback is always timely and correct.’

‘The team is very reachable. We have often urgent requests and these are always handled with priority.’

‘Karl Trisberg is our main contact at the firm. He has high legal skill and is exceptionally motivated to help us reach our goals. He understands our business and gives targeted and to the point advice. He quickly assembles a right team for our projects.’

Key clients

HeidelbergCement Group

Nortal

AVON

MIchelin

Gazpromneft Marine Bunker

Corel Corporation

LMT

JNG Investment group

Lemeks Group

Port of Paldiski

Magnetic MRO AS

BE Group

BIGBANK

Work highlights

  • Advised Magnetic MRO, a global aircraft maintenance services provider, on a series of equity investments from various Hong Kong-based investors.
  • Advised the subsidiaries of BIGBANK, a local bank with a pan-Baltic reach, on a series of acquisitions, including targets in the agricultural sector and commercial properties.
  • Advised a group of institutional minority shareholders including Trigon Asset Management, Firebird Management, East Capital and Invesco in connection with the takeover and squeeze-out of shares of OEG.

KPMG Law in Estonia

The multi-disciplinary commercial team at KPMG Law in Estonia is experienced in advising on cross-border M&A transactions in the Nordic and Baltic regions, as well as public procurement and corporate law. Deeply integrated with its sister tax, auditing and advisory teams, it is particularly strong in tax structuring, business planning, project management and financial modelling. Clients are often operating in the energy and forestry sectors, as well as including start-ups, venture capital groups and angel investors. Practice head Karin Kaup focuses on M&A, corporate law, international market entry, and capital raising. Senior legal advisor Sandra Metsamärt joined the team from her previous role as a portfolio manager in early 2021.

Practice head(s):

Karin Kaup

Other key lawyers:

Sandra Metsamärt

Testimonials

‘I believe KPMG Law team demonstrates very business-oriented and efficient manner of service delivery. The ability to back up the service by equally qualified tax, accounting or financial advisory brings the firm forward among the competitors to offer the clients solution based services.’

‘Karin Kaup as the lead of M&A and Corporate team stands out for highly efficient, innovative and business oriented approach to client needs. She is a highly experienced professional, yet a lawyer that truly speaks business language and is devoted to solve the client’s problem at hand.’

Key clients

UPM-Kymmene Oyj

Pepco Poland sp.z o.o

Accord Healthcare Limited

Polybius Foundation OÜ

Etra Balti Aktsiaselts

VL Holding OÜ

Combiwood OÜ

Eesti Post (Omniva)

Stora Enso AS

Barrus AS

Work highlights

  • Assisted Eesti Post AS with separating the company’s information business to form the subsidiary Finbite OÜ, as well as assisting with the transfer of all the contracts to the newly established company Finbite and taking care of all the practical legal issues of the separation activities.
  • Advised the shareholders of VL Holding OÜ (Gump Holding OÜ and AT Holding OÜ) on the sales process of VL Holding group.
  • Advised Polybius Foundation OÜ on the process of transformation from private limited liability company to public limited liability company and thereafter to SE (Societas Europae).

LEADELL Pilv

Sporting offices in Lithuania and Latvia to provide full coverage across the Baltics, LEADELL Pilv’s team covers corporate law, including counselling on board member obligations and liabilities, corporate due diligence, and mid-size M&A transactions. It is also experienced in advising on shareholder relations, public procurements, and general competition law. Clients range from start-ups to the largest Estonian corporates, as well as Scandinavian fintech firms. Practice leader Pirkka-Marja Põldvere advises on shareholder relations, board member obligations, and enterprise transfer disputes.

Practice head(s):

Pirkka-Marja Põldvere

Testimonials

‘Good collaboration and understanding of counterpart behaviour and thinking during case build up.’

‘They talk in understandable terms, explain well, realistic. Good support to business related people.’

‘Accuracy, experience, finding best solutions to all problems.’

‘Professionalism, relevance, availability.’

‘Pirkka was really great help for me and very professional.’

‘The team is able to deal with complex cross border issues very effectively.’

‘Ability to go deep into the matter and bring up the relevant issues for the client.’

‘I have long collaboration with them already, they are professionals and that’s why I am satisfied with service provided by them.’

Key clients

ABB Power Grids Estonia AS

Linford AS

OTC Aussenhandels GmbH

Westlund ja Co Baltic OÜ

MTÜ Eesti Lasterikaste Perede Liit

Otepää Rural Municipality Government

Surgitech AS

Dumarinel AB

Goldstar Eesti OÜ

InfraRoad OÜ

Work highlights

  • Advised Landlord AS on various everyday corporate matters.
  • Provided general corporate counselling regarding contractual relations, management board member obligations and liability, employment related questions, data protection related issues, and counselling regarding terms of public procurement.
  • Counselled OTC Aussenhandels GmbH and related German company regarding the rights, obligations and liability of the Estonian branch manager of a German company; insolvency related issues; and claims from loan contracts.

LINKLaw

LINKLaw is known for its sector-specific transactions expertise in environmental law, as well as IP and IT-related transactions; however, its clients also include major oil and chemical manufacturers, capital-based retail groups, and construction and real estate groups. Head of the commercial, corporate, and M&A team Kairi Kurisoo specialises in corporate M&A, as well as general corporate counselling. She works alongside commercial and corporate law specialist Maksim Kozlov, who is known for his work in corporate due diligence.

Practice head(s):

Kairi Kurisoo

Other key lawyers:

Maksim Kozlov; Kaarel Tammar

Testimonials

‘The team consists of a good number of experts in different fields of expertise. This diversely supports the customers needs with different activities. Thus making LINKLAW a wise choice.’

‘We admire the up to date knowledge of the team members, the empathic behaviour and diplomacy towards customers challenges. The thorough knowledge of best practices from legal cases to factual experience. I would bring out Kaarel Tammar, commercial attorney, as a partner in both finding solutions and also challenging the business ideas in a diplomatic and constructive way.’

‘Linklaw’s strength is the team together and individually. Specialists in different fields give them the opportunity to offer their help in each field.’

‘In Linklaw, I have worked with various lawyers. They take their concerns very seriously and offer different solutions for how to deal with situations or how to approach them. They are very strong in drafting and defending agreements.’

‘They are always there for me and my colleagues, to think with me and find the most optimal solutions and strategies. And also implementing these in a heart beat.’

‘These people become a part of our company as well.’

Key clients

Tomra Service OÜ

Tomra Systems UAB

Viru Keemia Grupp AS

COOP Eesti Keskühistu

Reyktal AS

Articard

AS Marko Ehitus

Ragn-Sells AS

Eesti Raudtee AS

Asymmetric Studios OÜ

Elbit Systems Ltd

ReportAuto OÜ

Sterotek OÜ

Q-step logiciel OÜ

Sterotek WH OÜ

Linnailu OÜ

Magnusson

Magnusson deals primarily in cross-border transactions for international clients operating in the Nordics and the Baltics. Working jointly with other offices to ensure full coverage in the region, it also acts alongside foreign law firms as the local partner for cross-border transactions and projects. Its clients include major local financial institutions, aerospace companies, and transport groups. Jaanus Mägi specialises in advising on inbound pan-Baltic transactions, as well as assisting Estonian corporates with general commercial matters. Senior counsel Toomas Mälberg is well versed in mergers, transfer operations, and acquisitions for international clients seeking investment into Estonia.

Practice head(s):

Jaanus Mägi; Toomas Mälberg

Testimonials

‘A highly professional team that stands out with excellence in client service and cross-border project management. Main strength of the firm is their regional coverage across the Nordic-Baltic region and strong relationships with top notch international law firms. Partners are dedicated and the cross-border team functions well making them smooth and easy to work with. Magnusson is our long-term legal partner and most definitely the go to firm with high value complex transactions.’

‘Our main contact point Toomas Mälberg is very good at combining legal knowledge with good sense of business. He can find effective solutions to complex matters even on a tight schedule. We value Toomas for excellent communication and strong project management skills.’

Knowledgeable lawyers. Helpful and and always ready to take an assignment.

Key clients

World Bank

Põhjala Brewing AS

Avia Solutions Group

Saint-Gobain Group

DEPO DIY

Flixbus

Elers Medical

Inter Cars

Philip Morris

Standard

Work highlights

  • Advised Avia Solutions Group, active in the aviation industry, on an array of matters pertaining to their business activities, including those with cross-border considerations.
  • Advised World Bank’s private sector arm International Finance Corporation’s (IFC) €20m investment into the leading European mobility platform Bolt.
  • Advised Saint-Gobain Eesti AS in the separation of the construction glass unit from Saint-Gobain Glass Estonia SE and the consecutive merger of the unit with Saint-Gobain Eesti AS.

NJORD Law Firm

In the past few years NJORD Law Firm has seen an increase in transactional work in the commercial sphere, but it has a long history of advising on corporate, regulatory, and compliance matters for international clients based in Scandinavian countries, as well as other EU member states, Japan and Russia, all seeking to establish a presence in Estonia. Head of the M&A and corporate team Erik Salur focuses on the incorporation of and fundraising concerning start-ups, restructuring of established corporates as well as M&A. Karolina Ullman deals primarily with compliance but is also experienced in cross-border Swedish/Estonian M&A, while Veikko Toomere is an expert in corporate restructuring.

Practice head(s):

Erik Salur

Other key lawyers:

Karolina UllmanVeikko Toomere

Key clients

MBK Co., Ltd (Japan) / Estonian Japan Trading Company AS (Estonia)

IMEPILT AS

Manticore Labs OÜ (previously CoinField Ventures OÜ)

Eskaro Group AB, Eskaro AS (Estonia)

Work highlights

  • Assisted MBK Co. Ltd / Estonian Japan Trading Company AS in establishing the legal structure in Estonia with the intention of becoming listed on the Nasdaq Baltic First North alternative market.
  • Assisted Eskaro Group AB in the transaction where Flügger group A/S purchased 70% of the shares in Eskaro Group AB.
  • Advised media start-up IMEPILT AS with the corporate restructuring prior to its IPO on Nasdaq Baltic’s First North Growth Market together with LHV Bank.

TARK

The commercial and corporate team at TARK is particularly strong advising start-ups on attracting international investment, as well as M&A and real estate transactions. Its clients are often active in the banking and insurance, gaming, transport, and biotechnology sectors. Practice co-heads Marit Savi and Hannes Küün are experienced in M&A, while Tanel Tark is noted for his work in real estate transactions.

Practice head(s):

Marit Savi; Hannes Küün; Tanel Tark

Testimonials

‘It’s a small but agile team covering everything that our business needs and probably more.’

‘They have experience working with businesses like us (tech startups), so they understand our issues fast as well as find solutions.’

‘Hannes Küün is a superman. Always available, great attitude and works like a machine.’

Key clients

Kala House OÜ

Baltic Horizon Fund

Notorious OÜ

Icebreaker VC

Ühinenud Farmid AS group

Vaklak group

Outfunnel OÜ

KlausApp (Qualitista)

Optiwin OÜ (Entain group)

MyFitness group

Ideal OÜ (AVIS)

Ober-Haus A/S

Rakuten Europe, Rakuten Estonia

COVID-19 BioBlock Consortium

Derivco Estonia OÜ

Work highlights

  • Advised Single.Earth on its 7.9 MUSD seed round, led by Swedish VC EQT Ventures and including Icebreaker.VC, and the founders of Pipedrive.

Triniti Estonia

Triniti Estonia handles general corporate and commercial work for Estonian and Central and Eastern European clients across the Baltic region. It is particularly well versed in M&A transactions, restructurings, and shareholder relations in sectors such as transport and infrastructure, aviation, and agriculture, and has developed a corporate dispute practice. Practice leader Ergo Blumfeldt and Tõnis Tamme advise on major transactions. Tanel Kalaus is also noted.

Practice head(s):

Ergo Blumfeldt; Tanel Kalaus

Other key lawyers:

Tõnis Tamme

Key clients

Utilitas

Nordica

Medicum

European Commission

Rail Baltic Estonia

Transpordi Varahaldus

Columbus Eesti AS

Republic of Estonia

Lemonadestand OÜ

EstateGuru

Work highlights

  • Advised City of Tallinn and Utilitas on the €100m acquisition of a controlling stake in AS Tallinna Vesi (Tallinn Water Company, listed company) from United Utilities group and in subsequent mandatory takeover offers.
  • Advised Nordic Aviation Group AS (Nordica) on the re-capitalisation (Financial Restructuring) of the Estonian national airline.
  • Advised UG Investeeringud on acquiring a controlling stake in Thermory AS from Livonia investment fund and LHV Bank.

LEXTAL

LEXTAL specialises in complex cross-border corporate and commercial deals for mid to large-size companies in the finance sector, as well as insurance and fintech. While a majority of its work involves advising international companies on inbound work, it also handles outbound work for Estonian corporates seeking investment into countries including Brazil, Switzerland and Russia. Practice leader Ants Karu focuses on corporate and M&A, while Kristi Sild specialises in corporate and finance.

Practice head(s):

Ants Karu

Other key lawyers:

Kristi Sild

Testimonials

‘Understands the needs of the client and focuses correctly on most essential key issues.’

‘They have a very great team, willing to think along with needs.’

‘Ants Karu has deep knowledge and is always personally available to help.’

‘Fast, reasonable, and great commercial thinking.’

Key clients

Columbus A/S

Starship Technologies

Armadio OÜ

TB Grupp OÜ

Tipu Grupp OÜ

Alarmo Kapital OÜ

Larsen Apartments OÜ

Dashbird Inc and Dashbird OÜ

Sidekik Inc and Sidekik OÜ

Alauda-Finance OÜ

Granit Parts Holding GmbH

Work highlights

  • Advised Columbus A/S on the sale of its Estonian and Lithuanian subsidiaries.
  • Advised TB Grupp OÜ in the sale of conveyor service, maintenance and components provider Technobalt Eesti OÜ and its Latvian and Lithuanian subsidiaries to Michelin Group.
  • Advised Sidekik Inc and Sidekik OÜ on their international restructuring that involved migration of the group’s parent company from Estonia to the United States.

Advokaadibüroo PricewaterhouseCoopers Legal OÜ

With multi-jurisdictional and disciplinary expertise across the Baltics, Advokaadibüroo PricewaterhouseCoopers Legal OÜ provides the full range of service to clients regarding structuring, modelling and valuation as well as handling due diligence, the formation of joint ventures and restructuring. Its client base is particularly strong in the fintech sector. Corporate and commercial practice head Indrek Ergma deals primarily with corporate restructuring and shareholder and partner regulation, as well as share and asset-related transactions. Head of M&A Rutt Värk advises both sellers and buyers, as well as investors, on local and cross-border transactions.

Practice head(s):

Indrek Ergma; Rutt Värk

Testimonials

PwC has the capability to include swiftly attorneys from abroad (e.g. from PwC Luxembourg) and from other fields (e.g. tax and finance), which makes co-operation with them very smooth and comfortable.’

I would especially like to mention Rutt Värk, who was our main contact person at PwC. She was very business and solution orientated, punctual and a pleasure to work with.

PwC Legal Estonia seems to have a good touch with their hiring process. There are several attorneys who have been working there for a decade. This gives PwC Legal Estonia highly valued reputation and allows them to maintain long term client relationships.’

Indrek Ergma is a highly people-orientated attorney. His hands-on attitude makes him an exceptional contact on all legal related questions we have had.’

PwC Legal Estonia provides professional, personalised and quick service. For us, it is very important to have partners who have an international reach.’

Indrek Ergma knows about our business specialities and can provide a bespoke service. As a main contact person he is always available for us, also sometimes after working hours.’

Key clients

Osaühing Tradehouse

KMW Beteiligung GmbH

Hobby Hall Group OÜ

Stell Eesti AS

Novamont SPA

Ragn-Sells AS

Niemi Sofa OÜ

Volati Handel AB

Bellone Holding OÜ

ID Süsteemide OÜ

Work highlights

  • Advised the owners of Tradehouse on a major deal by which the investment fund, BaltCap Growth Fund, became a majority shareholder in the company.
  • Advised Hobby Hall Group OÜ and its owners on a deal whereby Mid Europa Partners acquired UAB Pigu and Hobby Hall Group OÜ.
  • Advised German defence company KMW on acquiring a minority stake in Estonia’s Milrem Robotics.

RASK

RASK provides corporate and commercial advice, including M&A transactions and corporate restructuring, to equity funds, real estate investment funds, and greentech and fintech companies, among others. It also saw an increase in corporate disputes work, often relating to disagreements between shareholders, contract liability, and managerial issues. The team is led by Ramon Rask, an expert in shareholder disputes, corporate litigation and arbitration, and major transactions. Contract law specialist Timo Kullerkupp also advises foreign investors on international transactions.

Practice head(s):

Ramon Rask

Other key lawyers:

Timo Kullerkupp; Annika Soom

Testimonials

‘The team consists exclusively of highly competent, friendly and skilfully selected people with excellent communication skills, with whom it is always pleasant to communicate.’

‘ RASK offers high-quality, high-level competent legal services.’

‘They are a reliable partner that gives the client an assurance they need.’

The whole team stands out with its efficiency and the desire to achieve the best possible result for the client, taking into account the reality as well as all the necessary circumstances.

‘The competencies of Timo Kullerkupp, Ramon Rask and Annika Soom in business law, contracts, M&A as well as the corporate world and culture in general are in the highest level and I always know I can rely on them.’

‘Ramon Rask has broad knowledge of the M&A field.’

Key clients

BaltCap AS

TF Bank AB (Estonian Branch)

Ridango AS

AS Maag Grupp

Air Baltic Corporation AS

Bestair Group

Private Group OÜ

Unimed Grupp OÜ

Kredex SA

Tallinna Teaduspark Tehnopol SA

Fiizy OÜ

La Muu AS

Veerenni Confido Tervisemaja

Aus Design OÜ

Work highlights

  • Provided day-to-day advice corporate advice to Ridango AS.
  • Advised shareholders of three energies companies on selling, preparing all transaction documents, and advising in negotiations.
  • Advised Veerenni Confido Tervisemaja on a commercial real estate transaction valued at approximately €24m.

Hedman Partners

Hedman Partners often advises Baltic tech start-ups, scale-ups, and seed funds, as well as venture capital investing groups on fundraising, mid-size cross-border M&A transactions, and business relocation. It is particularly experienced in divestiture, regulatory assistance with fintech regarding blockchain and crypto, and exit strategies. Clients operate in industries including transport and electronic gaming. Practice leader Merlin Seeman advises tech start-ups on securing seed funding and venture capital. Valter Võhma left the firm.

Practice head(s):

Merlin Seeman

Testimonials

‘Hedman Partners are unique due to their knowledge about start-ups and fundraising. ‘

‘Hedman Partners team was always on top of their tasks.’

‘Hedman Partners team is strong and diligent, they work as a team to always give their partner the best advice in the timely manner.’

Key clients

Narrativa OÜ

Vincent Group plc

Katana Technologies OÜ

Artesyn Biosolutions Estonia OÜ

BugBox OÜ

Quantical OÜ

Sheridans

Fyma OÜ

Main Incubator GmbH

DriveX Technologies OÜ

Yaga OÜ

Cachet Data Corp Limited and its subsidiaries

Admiral Markets AS

GetID OÜ

Work highlights

  • Assisted Vincent Group plc (“Coolbet”) with its acquisition by GAN Limited for €149.1m.
  • Advised GetID, a tech company offering innovative and leading AML and KYC compliance solutions, on being acquired by Checkin.com Group for €8.1m.
  • Advised Katana Technologies OÜ, a provider of smart manufacturing software, on raising €9.25m in its Series A round.

NOVE

The corporate and M&A team at NOVE has notable expertise in corporate M&A in the Baltics, including corporate investment structuring and restructuring, legal due diligence, and drafting corporate contracts. New corporate head and senior associate Triin Tiru is an expert in complex transactions.

Practice head(s):

Triin Tiru

Testimonials

‘We worked with Triin Tiru and she excels in her knowledge on business law.’

‘Agility and professional efficiency when dealing with urgent problems and everyday issues. Solid professional expertise in the field of contract and company law.’

‘For our company we like direct communication. If I have any questions or need help in any legal document I can always count on them.’

The best thing about cooperating with them is that they are always answering and thinking with you how to make the best solution.

Key clients

Danpower Eesti AS

Aktsiaselts Filter

Elering AS

Rae Kivitehas OÜ

Tallinnan Elementti OÜ

Saunamill OÜ

AAA Patendibüroo OÜ

UJ Invest OÜ

Tulika Grupp OÜ

Coop Põlva Tarbijate Ühistu

Work highlights

  • Advised Danpower Eesti AS (a subsidiary of the German energy company Danpower GmbH) on acquiring Väimela district heating system, an enterprise responsible for the production, distribution, and sale of heat to Southern Estonian local consumers.
  • Advised UJ Invest OÜ on acquiring a majority shareholding in Emphora Holding Osaühing which is the holding company of aktsiaselts Värska Vesi, one of the biggest mineral water producers in Estonia.
  • Advised Tulika Grupp OÜ, a holding company with subsidiaries that operate Estonia’s leading and most well-known taxi service, on selling its taxi business to MOVE Group OÜ (a subsidiary of U.S. INVEST AKTSIASELTS).