Cobalt focuses on handling large high-value M&A deals, including private equity and venture capital transactions, where partner Martin Simovart has particular expertise. He jointly leads the practice with Peeter Kutman, who has extensive experience of shareholder agreements and in the IT sector. Associate Karl Kull and counsel Ott Aava, who routinely advises on reorganisations and governance, are also noted. The team is further distinguished by its ability to draw on the firm's strong banking practice in cross-border and alternative deal financing.
Commercial, corporate and M&A in Estonia
Martin Simovart; Peeter Kutman
Other key lawyers:
Ott Aava; Karl Kull
Finnish Private Equity Fund KJK
Apax Partners LLP
Danish Agro Group
- Advised the funds administered by Apax Partners LLP on acquiring 100% of the shares in Baltic Classifieds Group OÜ.
- Advised Luminor on entering a strategic corporate partnership with a consortium led by Blackstone.
- Advised Silberauto, a distributor for the Daimler group, on selling its enterprises in Estonia and Lithuania to Finnish Veho.
Ellex has a strong full-service M&A offering concentrating on large deals, with key areas of work including corporate governance, private equity and venture capital transactions, joint ventures and restructuring. Practice head Sven Papp is highly regarded for his record of handling international deals. Risto Vahimets is noted for his sector expertise in retail, food production, wholesale and finance. Senior associate Gerda Liik stands out for her experience in financial and insurance industry M&A and in restructuring.
Other key lawyers:
Risto Vahimets; Gerda Liik
‘Very reliable and always high quality.’
‘Risto Vahimets is very knowledgeable, a well connected and commercially-minded transactions lawyer.’
AS Tallink Grupp
BaltCap Private Equity Fund
Sportland International Group
EMG Karjäärid OÜ
ISS World Services A/S
Oiltanking Europe B.V.
3i Group plc
- Advised a consortium led by Blackstone Group on its acquisition of a majority stake in Luminor for €1bn.
- Advised Finnish car dealership Veho on its acquisition of Silberauto, which imports and sells Mercedes-Benz and other car brands in Estonia and Lithuania.
- Advised BaltCap private equity fund on the sale of auto24.
FORT particularly stands out for its track record in transactions across the Baltic states, and for its corporate governance and regulatory and compliance advice. Minni-Triin Park advises investment funds and asset managers, with a particular emphasis on real estate deals. She jointly heads the practice with Kuldar-Jaan Torokoff, who has extensive experience of distressed assets and restructurings. Associate Margus Kõiva is noted for his administrative and regulatory knowledge.
Minni-Triin Park; Kuldar-Jaan Torokoff
Other key lawyers:
‘I used their services this year for the first time as I had heard a lot of good words about them in the market and how they managed to resolve the situation we had ended up was indeed impressive. Namely, we needed to exit from our Estonian investment in a very tight timeframe and they somehow made it happen. They carefully listened what is important for us and concentrated on this. They anticipated all possible issues, were extremely focused and delivered. In the end we did not even need to compromise – we achieved all goals by impossible deadline. ’
‘Kuldar-Jaan Torokoff was leading their team. We were impressed how quickly he reacted to all kind of difficulties and remained calm under huge stress when it almost appeared that instead of transaction we shall have a dispute. He demonstrated a very good knowledge from various areas of law and managed to tactfully negotiate with persons who had very different cultural and professional background.’
‘Highly motivated team full of positive energy. Fast and always to the point advice.’
‘Cornerstone of their M&A team is Kuldar-Jaan Torokoff. If things get complicated, he will always find a solution, as he can somehow filter out and make it clear what is important and what is just “noise”. However, M&A team is generally very strong, as Minni-Triin Park is another star in their firm, a very diligent and thorough transaction attorney I am always impressed with. ’
‘They make you feel confident that everything will work out. Straight to the point and very thorough.’
Tallinna Kaubamaja Grupp AS
Nordea Bank Abp
- Advised LHV on the acquisition of credit portfolios worth €750m from Danske Bank.
- Advised Selver on its acquisition of 100% of shares in competing retailer ABC Supermarkets AS.
- Advised on the foundation of a new non-life insurance company LHV Insurance (AS LHV Kindlustus) through the establishment of a joint venture with a leading home electronics retailer.
Sorainen is well known for advising on cross-border mergers across the Baltics and Belarus, and for its expertise in the start-up and emerging technology sectors. Toomas Prangli has a strong reputation for private equity and venture capital transactions. He jointly leads the team with Piret Jesse, who has extensive experience in the real estate, agriculture and heavy industry sectors, and with Karin Madisson, whose practice focuses on share and asset deals and corporate reorganisation. Lauri Liivat, who joined from KPMG, focuses on innovative technology start-ups. Senior associate Triin Ploomipuu was a new arrival in March 2021.
Toomas Prangli; Piret Jesse; Karin Madisson
Other key lawyers:
Lauri Liivat; Triin Ploomipuu
- Advised Bolt on concluding a €50m quasi-equity facility agreement with the European Investment Bank (EIB), the European Union’s long-term lending institution.
- Advised Boku on the acquisition of Estonian fintech Fortumo.
- Advised Vienna Insurance Group on a cross-border merger of Lithuanian non-life insurer Compensa with Estonian non-life insurer Seesam and Compensa subsidiaries in Lithuania and Latvia.
The corporate and M&A practice at Eversheds Sutherland Ots & Co is particularly recommended for start-ups and for clients in the TMT, food and agriculture, and fintech sectors. Practice head Maivi Ots has a background in commercial law and focuses on M&A negotiation and counselling. Closely linked to the firm's capital markets practice, the team has a strong record in share transactions and in acting for asset management companies.
Media Investments & Holding OÜ
E-Piim Tootmine AS
Naya Capital Management UK Limited
RVM Systems AB
All Media Eesti AS
Compare Finance OÜ
- Advised Media Investments & Holding on the sale of Baltic Classifieds Group, the owner of a portfolio of leading online classified advertising platforms in the Baltics, to funds advised by Apax Partners.
- Advised E-Piim Tootmine on a cross-border merger of an Estonian agricultural cooperative and a Latvian agricultural cooperative via the establishment of a European cooperative (an SCE) in Estonia.
- Advised RVM Systems on acquiring 100% of share capital in Moya OÜ.
Key areas of work at TGS Baltic include regulated M&A, distressed assets, shareholders' disputes and complex restructurings. The team has extensive experience acting for clients in the energy, manufacturing, finance and IT sectors. Kadri Kallas jointly heads the M&A practice with Sander Kärson, who is noted for his expertise in pharmaceuticals. Leonid Tolstov leads the wider corporate group and is key to its real estate work.
Kadri Kallas; Sander Kärson; Leonid Tolstov
Seto Capital OÜ
- Advised Opera group on signing the share purchase agreement for the acquisition of banking-as-a-service provider PocoSys and its sister company, EU-licensed Pocopay, from Poco Holding.
- Advised Veho Oy Ab on divesting its Estonian subsidiary Veho Eesti AS to Auto-Bon Oy, which is part of Bassadone Automotive Nordic group.
- Advised Ares Management, a global alternative asset manager, on Estonian law matters relating to its $120m financing agreement with Teligent, Inc., a generic pharmaceutical company.
WALLESS (former Derling Primus)
WALLESS (former Derling Primus)'s corporate practice is a key pillar of the firm's work, routinely advising on matters ranging from cross-border M&A transactions to corporate support for the Estonian subsidiaries of multinational corporations. Practice head Rolan Jankelevitsh is noted for his expertise in logistics and transport, technology and manufacturing. Other key sectors for the practice include start-ups, aviation and heavy industry. Partner Toomas Taube is noted for his expertise in commercial law.
Other key lawyers:
Gazpromneft Marine Bunker
JNG Investments group
Port of Paldiski
Magnetic MRO AS
- Advised Magnetic MRO, a global aircraft maintenance service provider, on a series of equity investments from various Hong Kong-based investors.
- Advised Corel Corporation, multinational software producer best known for titles including CorelDraw, on its acquisition of Parallels group, a global leader in cross-platform solutions.
- 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 team at KPMG Law in Estonia primarily advises clients on restructuring and corporate governance. The firm's wider network means that the practice is adept at handling cross-border issues, and it has access to a joined-up group of financial and tax experts. Karin Kaup heads the practice.
‘The response times, quality of work and flexibility of the Estonian KPMG’s M&A people was something that made our common projects much easier – it was great working with them.’
Lagerdare Travel Retail
Tintrade LTD/Baltic Sea Bunkering OÜ
Stora Enso Eesti AS
Stera Group Oy
Limestone Platform AS
Iizi Group AS
Intercheese Holland BV
Alandia Engineering Estonia OÜ
Balancer Labs OÜ
SOL Baltics OÜ
Everaus Capital OÜ
- Advised Intercheese Holland B.V. on setting up its business entity in Estonia.
- Advised Stera Group Oy on restructuring the group, including an inter-group share transfer.
- Advised T-Systems Nordic A/S and its Estonian branch with regard to the T-Systems Nordic A/S demerger in Denmark.
LEADELL Pilv provides a broad range of corporate and commercial advice, including on governance and partnerships, with a particular focus on litigation. With allied offices in Lithuania and Latvia, the practice is well-situated to handle cross-border matters. Team lead Pirkka-Marja Põldvere is an expert on shareholder relations and on management board member obligations and liabilities.
Other key lawyers:
Marko Pilv; Aivar Pilv
‘They are professionals and very quickly available.’
LM Keskus OÜ
Peaceful Tech OÜ
Vinmark Grupp OÜ
BeautySpa Baltic OÜ
Agal Kinnisvarad OÜ
Goldstar Eesti OÜ
Grundar Puit OÜ
LVM Kinnisvara OÜ
- Advised cryptocurrency trading platform Peaceful Tech on various corporate and commercial issues.
- Advised Lesven on in-court and out-of court negotiations between three company shareholders.
- Advised LVM Kinnisvara on various corporate questions – for example data protection, anti-money laundering regulation and non-compete clauses.
With offices across the Baltics, the Nordics and in Russia, Magnusson is well-positioned to handle cross-border work, and regularly advises companies on entering the Estonian market. The practice is particularly recommended for Estonian start-ups looking to establish an international presence. Jaanus Mägi, who has extensive experience advising on foreign trade and investment, jointly heads the practice with Toomas Mälberg.
Jaanus Mägi; Toomas Mälberg
‘Our team at Magnusson knows and understands our business.’
‘Fast, friendly, professional service .’
Saint-Gobain Eesti AS
Põhjala Brewing AS
Kiilto Family Oy
- Advised Saint-Gobain Group on the restructuring of its Estonian companies.
- Assisted Latvian retailer DEPO DIY SIA with expanding its operations into the Estonian market.
- Assisted German intercity bus transport group Flixbus on entering the Baltic States market and expanding its operations into the Estonian market.
NJORD Law Firm
NJORD Law Firm handles a broad range of work, including M&A transactions, corporate governance, and advisory work for companies in the start-up and technology sectors. The practice has a great deal of experience advising investment funds on investing into tech-focused start-ups. Karolina Ullman is the name to note.
‘Karolina Ullman can be warmly recommended for any domestic or cross-border M&A, corporate and similar assignments.’
‘NJORD is more than a legal advisor to us, they are target-oriented and business minded.’
‘The client is always more important to them than money. The importance of having a firm adapt to your needs and never leave you hanging dry can’t be overstated.’
‘Great and fast service in M&A transactions. Great at spotting risks, but still business-oriented.’
Harboes Bryggeri A/S
AQ Group AB
Stoneridge Electronics AS
Sveafastigheter / Brunswick real estate
City Service SE
- Advised Wihuri Oy on purchasing the Estonian business of Baltic Agro Machinery OÜ.
- Assisted Viru Õlu AS in closing production and preparing for liquidation.
- Assisted the Estonian Business School in the liquidation of two associations belonging to the group.
The full-service corporate and commercial practice at TARK has particularly strong offerings for clients in the gaming, start-ups, transport, logistics, financial services, agriculture and biotechnology sectors. Hannes Küün jointly heads the practice with Marit Savi, who has experience advising on corporate structure and on the acquisition and sale of real estate investments.
Marit Savi; Hannes Küün
Estonian Hotels and Restaurants Association
Regional Jet OÜ (Xfly)
- Provided Pipedrive with day-to-day legal advice.
- Advised CRH group on the sale of a concrete production factory.
- Advising Ühinenud Farmid on the sale of 1000 hectares of agricultural land.
Boutique firm ALTERNA focuses on providing day-to-day advice and corporate counselling to a variety of domestic and pan-Baltic clients. Annika Vait heads the practice and has experience in the technology and telecoms sectors.
‘ALTERNA is an efficient and trustworthy law firm. Their work is thorough, comprehensive and with great quality. ’
‘Annika Vait is a dedicated corporate law expert with thorough knowledge and long experience. She is able to accurately assess risks, think forward and find the most suitable solutions to different kind of matters. Excellent in dealing with contractual relationships (incl. employment relationships). Appreciate her hands-on approach, quick service and good quality of her work. ’
‘Partner Annika Vait is juridically very capable, smart and through. Always wants to achieve the best solution for the client.’
‘ALTERNA is an outstanding firm for commercial legal advice. They offer strategic and considered legal service. A smart and quick team of professionals. ’
DK Konsultatsioonid OÜ
E-Riigi Akadeemia Sihtasutus
KV Service OÜ
VMT Ehitus AS
Xolo (former business name LeapIN Business Services OÜ)
Incproit Solutions OÜ
Estonian Association for Property Maintenance
Eventus Ehitus OÜ
Uuesalu Arendus OÜ
Narva linn (Narva city)
Best Apartments OÜ
- Advised E-Government Academy on its IT sector collaborations.
- Represented Estonian Association for Property Maintenance in proposing legislative amendments in the field of commercial law.
Glikman Alvin LEVIN
NOVE handles transactions in Estonia and the Baltic, and is also known for its representation of clients in commercial disputes and for its participation in legislative drafting. Practice head Urmas Volens has extensive experience advising on complex commercial contracts.
‘The law firm consists of the experts who deliver and are driven to get the good result. Concrete and trustworthy, always considering all the angles.’
Estonian Ministry of Justice
AAA Patendibüroo OÜ
Danpower Eesti AS
ByteLife Solutions OÜ
MFG Nordic OÜ
Hotell Pärnu OÜ
Humanlink Estonia OÜ
Amtop Holding Pte Ltd
Saaremaa rural municipality
CybExer Technologies OÜ
Estonian Artists’ Association
ADM Interactive OÜ
BHC Laboratory OÜ
- Headed the expert group in the codification and revision of Estonian commercial law.
- Advised Bigbank on using claims as collateral in various financing agreements.
- Advised AAA Patendibüroo OÜ, a patent firm, on merging with LASVET Patendibüroo OÜ.
RASK handles M&A transactions, corporate restructuring, and the negotiation and drafting of agreements. Financial services and investment are key sectors for the practice. Ramon Rask leads the team and has significant experience advising foreign investors on transactions.
Other key lawyers:
‘Ramon Rask has extensive experience in M&A transactions and has been instrumental in finding solutions to several multinational M&A transactions.’
TF Bank AB (Estonian Branch)
Magnetic MRO AS
Air Baltic Corporation AS
Digital Sputnik Lighting OÜ
Unimed Grupp OÜ
Aus Design OÜ
Unimed Kliinikud OÜ
Spring Capital OÜ
Zenith Family Office OÜ
MAVE Varahalduse OÜ
Hedman Partners is particularly recommended for start-ups, with specific experience advising real estate and fintech clients. Key areas of work include funding and capital raising, partnership arrangements, and international expansion. Merlin Seeman and Valter Võhma lead the practice.
Merlin Seeman; Valter Võhma
Vivita International OÜ
BC Arenduse OÜ
Katana Technologies OÜ
OYE Network O
- Advised Katana Technologies on securing an investment of €400,000.
- Advised Inclusion OÜ (Planet42) on securing an investment of €2.2m.
- Advised VIVITA on setting up a corporate structure and offices in Estonia and subsidiaries in Singapore, Lithuania, Korea, Philippines and USA.
Advokaadibüroo PricewaterhouseCoopers Legal OÜ
Advokaadibüroo PricewaterhouseCoopers Legal OÜ advises on M&A due diligence, the establishment of subsidiaries and shareholder relations. The team is particularly active in the fintech and start-up space. Rutt Värk jointly heads the practice with Indrek Ergma, who focuses on corporate restructuring.
Indrek Ergma; Rutt Värk
‘We got valuable information how to solve the problem we had. They have specialists with knowledge.’
Forum Cinemas OÜ No
ID Süsteemide OÜ
Accord Healthcare AB Eesti filiaal
SRC Group AS
eCartic Industries OÜ
Tootsi Turvas AS
- Advised Forum Cinemas on a cross-border merger with Latvian and Lithuanian companies.
- Advised DncOne OÜ on the acquisition of iD Süsteemide OÜ, a software developer.
- Advised OneMed on the acquisition of OÜ Mercurio, a distributor of medical supplies.