Capital markets in Finland

Asianajotoimisto White & Case Oy

Asianajotoimisto White & Case Oy advises issuers and underwriters on the full range of capital markets matters in the Nordic region, including complex debt, equity and hybrid capital mandates. The team is particularly strong in acting for clients on corporate bond offerings, IPOs and private placements. Practice head Mikko Hulkko is dual qualified in Finland and the US and is noted for his expertise in advising on international equity and debt offerings, as well as US and Finnish company and securities laws.

Practice head(s):

Mikko Hulkko

Testimonials

‘The team is business minded and quite specialised in larger capital markets transactions. They are efficient and have been available with very short notice.’

Key clients

Sampo plc

Stora Enso Oyj

Nordea Bank Abp

Citigroup Global Markets Ltd.

OP Corporate Bank plc

Carnegie Investment Bank AB

Finnair plc

Fingrid Oyj

Sponsor Capital Oy

Orthex Oyj

Sanoma Oyj

Kemira Oyj

Skandinaviska Enskilda Banken AB

Solidium Oy

Outokumpu Oyj

SATO Corporation

Metso Outotec Oyj

UPM-Kymmene Corporation

Stora Enso Oyj

Danske Bank A/S

Work highlights

  • Represented Orthex Corporation as the issuer and Sponsor Capital Oy as the ultimate owner and selling shareholder on the initial public offering and listing on the official list of Nasdaq Helsinki of the shares in Orthex Corporation.
  • Advised Sampo plc on its sale of approximately 162 million shares in Nordea Bank Abp through an accelerated bookbuild offering to Finnish and international institutional investors pursuant to Rule 144A and Regulation S for a total consideration of approximately €1.4bn.
  • Advised Nordea Bank and Pareto Securities as the joint bookrunners on the issuance of €300m 4.75% senior secured callable notes due 2026 by PHM Group Holding Oy.

Borenius

The ‘go-to‘ team at Borenius is particularly strong in handling high-profile IPOs in the Nordics, and is also known for its novel Finnish mandates, including introducing the first SPACs to the Finnish market and handling the first Finnish corporate bond released to the market after the Covid pandemic. Practice head Juha Koponen is noted for his impressive US-Finnish capital markets work, especially relating to IPOs., while head of the banking and finance practice Niina Nuottimäki deals with cross-border leveraged buyout deals and corporate lending mandates. In early 2021, counsel Ari Syrjäläinen departed for an in-house role, and in 2022, Mia Mokkila joined from Roschier

Practice head(s):

Juha Koponen

Other key lawyers:

Niina Nuottimäki; Aksu Tuominen;  Mia Mokkila

Testimonials

Borenius’ team is unique as seldom does one feel like a part of the family as with Borenius. Juha Koponen is always available and does not shy away from challenging situations that require out of the box problem solving.

It’s a versatile team and they work with variety of assignments in equity and debt capital markets as well as corporate advisory, with close ties to the financial markets regulation team. This gives them a good overall view beyond specific transactions. The firm is able to staff transactions with sector specialists and quickly cover any “out-of-scope” issues that arise.’

Juha Koponen has great business awareness and understanding beyond the mere legal aspects. Aksu Tuominen is a great experienced add to the team, and has a keen eye for detail. His knowledge of sustainable investing is useful.

Juha Koponen is a people person with a dynamic approach, always ready to run to help on transactions even when they come with a twist.’

Team is strong, led by very knowledgeable partner Juha Koponen. Team has strengthened with new hires, which add to already strong franchise. Think the key capabilities are linked to diligent work as well as excellent commercial mindset, i.e. they try to make legally possible the desired commercial solution wherever possible. One strength, in my view, is also the broad international capital markets understanding, especially the US angles.’

The team have been very devoted to our project and bring the needed results in a timely manner. They are well organised and able to coordinate all the legal aspects of the projects.’

Borenius is the go-to firm for capital markets and PE in Finland. There are very few firms that combine legal expertise and best in class market knowledge.’

Key clients

Spinnova plc

Nightingale Health plc

Goldman Sachs International

Credit Suisse Securities (Europe) Limited

Hempel A/S

Santander

OP Corporate Bank plc

Citycon Oyj

Componenta Corporation

Gofore plc

Carnegie Investment Bank AB, Finland branch

Normet Group Ltd.

Solteq plc

Cevian Capital AB

CapMan plc

Work highlights

  • Advised Spinnova plc on its €115m IPO to Nasdaq First North Growth Market Finland.
  • Advised Nightingale Health plc on its €110m IPO to Nasdaq First North Growth Market Finland.
  • Advised West Street Global Infrastructure Partners on the £680m voluntary public cash tender offer for Adapteo plc, a Finnish company listed on Nasdaq Stockholm.

Castrén & Snellman

The capital markets team at Castrén & Snellman is noted for advising financial investors, international banks, and corporate finance houses on IPOs, public M&A transactions and debt capital market transactions. Additionally, it has developed a strong presence in sustainable finance and investment issues. Practice co-leaders Merja Kivelä and Janne Lauha are both noted for their expertise in capital markets work, particularly securities transactions and derivatives mandates. Counsel Anna-Maarit Laurila deals with public tender offers and equity offerings. Furthermore, it considerably expanded its team in 2021 through the recruitment of three new associates and two senior associates.

Practice head(s):

Merja Kivelä; Janne Lauha

Other key lawyers:

Anna-Maarit Laurila; Viola Valtanen; Sakari Sedbom

Testimonials

‘Team is very easy to approach, works hard to keep your timelines and have the needed expertise.’

‘Merja Kivelä is extremely helpful with everything, has good expertise and looks for practical solutions.’

Key clients

Cargotec Corporation

Evli Bank plc

Mandatum Life

S-Bank Ltd

OP Corporate Bank plc

Nordea Bank Abp

Danske Bank A/S, Finland Branch

Central Bank of Savings Banks Finland

Mortgage Society of Finland

The Finnish Employment Fund

Multitude SE

Lloyd’s Underwriters

Work highlights

  • Acted as adviser to Cargotec Corporation on a contemplated merger with Konecranes Corporation.
  • Acted as adviser to Evli Bank plc on its demerger into an asset management group that will be listed and into a banking group into which Fellow Finance plc will merge by an absorption merger.
  • Assisted Merus Power Oyj and lead manager Alexander Corporate Finance Oy with Merus Power’s listing on Nasdaq First North Growth Market Finland.

Krogerus

Krogerus provides full coverage to its international clients in the capital markets space, including advising on major IPOs, buybacks and debt issuances, public M&A, and public takeovers. It is additionally noted for its strength in regulatory work, acting for both major Finnish and international companies. Practice leader Tom Fagernäs is active in both the financial regulatory space and capital markets transactions, with a notable emphasis on debt and equity transactions. Managing partner Mårten Knuts often leads on major transactions and public M&A work, as well as takeovers. IPO, takeover and financial regulatory expert Paul Raade was promoted to partner in April 2021.

Practice head(s):

Tom Fagernäs

Other key lawyers:

Mårten Knuts; Paul Raade

Testimonials

A top tier Finnish law firm, clearly among the top 3. However, Krogerus has a quite young team with an innovative approach without lacking the punch or the academic pedigree, also very much supported by Mårten Knuts.’

Tom Fagernäs is THE young Finnish capital markets lawyer. Paul Raade is another name to watch.’

Determined, helpful and pragmatic. Tom Fagernäs is a doer, he seeks to get things done, rather than boast about technicalities. Also, very fun to work with.’

The team has always delivered their promises even under very tight timelines.’

The knowledge the people have is just beyond excellent and the collaboration with them is easy.’

Key clients

Kreate Group plc

Intera Partners

Swedbank AB

Adapteo plc

Taaleri plc

Nordea Bank Abp

Nokia Corporation

Neste plc

Sampo plc

UPM-Kymmene Corporation

Work highlights

  • Advised Kreate Group and its largest shareholder, Intera Partners, on the IPO of Kreate Group on the main list of Nasdaq Helsinki. The IPO included a primary offering of €12.5m and a secondary offering by Intera Partners and certain other sellers of €22.1m.
  • Advised Adapteo plc on the voluntary tender offer for all shares in Adapteo by funds managed by Goldman Sachs.
  • Advised Sampo plc on its issuance of €1bn Tier 2 subordinated notes, which Sampo issued to finance its acquisition of Hastings Group Holdings plc in a public tender offer.

Roschier

Roschier is known for its extensive experience advising corporates and private equity sponsors, investment banks, and underwriters on complex equity and debt capital markets in the Nordics. Key strengths lie in high-profile IPOs, securitisation mandates and public recapitalisations. Head of the equity capital market team Antti Ihamuotila leads on equity mandates as well as public M&A; while Helena Viita leads the finance and restructuring practice and focuses on bond, real estate and acquisition finance work. Johannes Ahti and Jonne Järvi are noted for their wide-ranging work on finance and restructuring issues, while senior associate Katri Piiparinen is noted for her strength in advising in the equity capital markets and IPO spaces. Laura Huomo has departed to Bird & Bird, and Petri Avikainen joined from Asianajotoimisto White & Case Oy in early 2022.

Practice head(s):

Antti Ihamuotila; Helena Viita; Johannes Ahti; Jonne Järvi

Other key lawyers:

Katri Piiparinen; Petri Avikainen

Testimonials

‘Vast experience with international clients, with domestic customers in international transactions and with listed companies.’

‘Helena Viita is very knowledgeable in the domestic bond market, having participated as an expert in the legislative preparation work aimed at growing the market. Johannes Ahti has good visibility to the market and is able to give good advice on current trends.’

‘Unique knowledge in Finland in comparison to peers. In-depth knowledge and practical experience from complex international transactions. Team is solution-orientated and always available and solving complex matters in a pragmatic way.’

‘Antti Ihamuotila is a leading capital market expert in Finland, with extensive experience in complex international mandates. Antti is very pragmatic, solution orientated and easy to work with, with high integrity, always available and delivering results.’

‘We are pleased with the highly skilled staff and their proactive approach. Also the cross-border capabilities are impressive.’

‘We have lately worked with Johannes Ahti and Jonne Järvi who both have top-notch skill sets and have great visibility to markets trends. Hence interacting with them has been very fruitful.’

‘Petri Avikainen is unique in his understanding and knowledge of the international capital markets.’ 

Key clients

TietoEVRY Corporation

Loxam S.A.S.

Boels Topholding B.V.

Investor consortium led by ANTA Sports Products Limited

Coronaria

Musti Group Oy

Huhtamäki Oyj

Finnair Oyj

Bain Capital

Neles Corporation

Puuilo Oyj

Sitowise Oyj

Work highlights

  • Advised Neles on the merger with Valmet.
  • Advised Adelis and Puuilo Oyj / Intera and Sitowise Oyj on the main list IPOs on Nasdaq Helsinki of Puuilo Oyj and Sitowise Oyj.
  • Advised BNP PARIBAS and Nordea Bank Abp as the joint global coordinators and joint bookrunners of the share issuance and Crédit Agricole Corporate and Investment Bank as the joint bookrunners of Outokumpu Oyj’s private placement of new shares raising €209m.

Dittmar & Indrenius

The capital markets group at Dittmar & Indrenius ‘provide solid support‘ to financial institutions and companies on securities transactions, corporate governance work and regulatory matters. It is also known for debt capital market, public-to-private and other capital markets transactions, acting for alternative investment funds and major Finnish fintech corporates. Juha-Pekka Mutanen co-leads the team, and advises on securities law, regulatory issues, and finance and capital markets transactions, while practice co-head Hanna-Mari Manninen deals with transactions in the fintech sector.

Practice head(s):

Juha-Pekka Mutanen; Hanna-Mari Manninen

Other key lawyers:

Kristian Karlsson

Testimonials

‘Solid support for an offshore investment manager marketing in Finland. They understand the issues, are efficient and are responsive.’

‘Kristian Karlsson is responsive and easy to work with. He understands what issues are relevant for us and focuses on them.’

‘I am using Dittmar mainly for regulatory advice and fintech work, where they are second to none in the Finnish market.’

‘Kristian Karlsson is always available and is always to the point.’

Key clients

Aedifica

Nexi

Solidium

SPX Flow

Telenor

Nordisk Film Games

Svenska Handelsbanken AB

PIMCO

Magnetar

Glenview Capital Management

Work highlights

  • Advised Nexi S.p.A., a leading Italian payment services and technology provider listed on the Borsa Italiana, on the Finnish aspects of Nexi’s acquisition of Nets.
  • Advised Solidium, the second largest shareholder in Konecranes, on the combination of Cargotec and Konecranes through a statutory merger.
  • Advised Handelsbanken on the Finnish aspects of the divestment of Handelsbanken’s card acquiring operations to Worldline.

Hannes Snellman

Hannes Snellman often acts in international transactions for companies in the Finnish industrial sector, as well as advising insurers and financial advisers on IPOs, public tenders and securities offerings. It also works on private placements, debt instruments, regulatory matters, and share buy-backs for Swedish and London-based financial sponsors and private equity houses seeking to invest in Finland. Practice leader Klaus Ilmonen and Sonja Siggberg are highly experienced in public takeovers, tender offers, cross-border transactions and corporate transactions regarding public corporations. Capital markets specialist Antti Kuha was promoted to partner in January 2021.

Practice head(s):

Klaus Ilmonen

Other key lawyers:

Sonja Siggberg; Antti Kuha

Key clients

Ahlstrom-Munksjö Oyj

Ahlström Capital Oy

Altia Oyj

Enento Group Oyj

Faron Pharmaceuticals Ltd

Fiskars Corporation

Konecranes Plc

Metso Outotec Oyj

Sanoma Corporation

Terveystalo Plc

Tikkurila Oyj

Vaaka Partners

Valmet Corporation

Verkkokauppa.com Oyj

Virala Acquisition Company Plc

State of Finland (Prime Minister’s Office)

Work highlights

  • Advised Virala Acquisition Company Plc on its €107.5m IPO and listing on the SPAC segment of the regulated market of Nasdaq Helsinki, being the first SPAC in Finland.
  • Advised Valmet Oyj on its merger with Neles Oyj. The combined value of the merging companies is approximately €7bn.
  • Advised Tikkurila Oyj on the recommended public cash tender offer for all of the shares in Tikkurila by PPG Industries, Inc.

Avance Attorneys Ltd

Focusing on ECM and public M&A transactions for clients based in New York, London, Hong Kong and elsewhere, Avance Attorneys Ltd also advises on public tender offers, block trades and bond programmes. It is also experienced in dual-track exits and IPOs and its client base operates in a wide range of sectors, including the energy and infrastructure, healthcare, fintech, real estate and construction industries. Practice leader Robin Nordblad focuses on public M&A and capital markets work, while Elisa Heinonen deals with public takeovers and corporate advisory matters.

Practice head(s):

Robin Nordblad

Other key lawyers:

Elisa Heinonen; Rasmus Sundström

Testimonials

‘The essential strengths of the team are its flexibility, efficiency and dedication. The broad and very in-depth knowledge of their lawyers really differentiate their services. We have been very pleased with their services on, inter alia, corporate goverance, disclosure and insider matters. As a client, we appreciate the stability of the relationship built with the team. A long-term client relationship has been an advantage to the client.’

‘Rasmus Sundström is a very hands-on, result-oriented and pragmatic lawyer that is a pleasure to work with.’

‘Business-minded team.’

‘Nice to work with. Easy going and smooth communication.’

‘Deep knowledge of regulations and application into practice. Very fast and efficient team for rather big documentary needs. Good ability to find solutions that fit each case at hand.’

Extremely available and able to turn around fast. Good knowledge on how bankers think about DCM documentation and terms. Reliable partners to solve issues when they arise.’

Key clients

Mehiläinen Yhtiöt Ltd

Solidium Ltd

Rettig Group Oy Ab

CapMan plc

Elenia Oy

Alfa Laval AB

Berner Oy

Danske Bank

LDA Capital Limited

Work highlights

  • Advised Danske Bank in its capacity as (i) the Sole Global Coordinator and Bookrunner for the directed share issue of Gofore plc and (ii) financial adviser to Gofore plc in connection with the listing of Gofore plc on the official list of Nasdaq Helsinki Ltd.
  • Advised Swedish listed company Alfa Laval AB on financing arrangements relating to its voluntary recommended public cash tender offer for all issued and outstanding shares in Neles Corporation.
  • Advised Mehiläinen Yhtiöt Oy on a cash tender offer for all shares in Pihlajalinna plc.

DLA Piper Finland Attorneys Ltd

DLA Piper Finland Attorneys Ltd is a strong resource for international clients seeking advice regarding green bond issuances, Euro Commercial Paper programmes, and medium-term note programmes. Co-head of finance and projects team Kristiina Hirva was promoted to partnership in January 2021; she deals with regulatory advisory work regarding debt capital markets and fundraisings. Salla Tuominen focuses on alternative investment funds, public M&A, and public tender offers, and Hans Sundblad is noted for his work in complex ECA financing transactions and debt capital markets issues. Counsel Jonathan Andersin also contribute to the practice.

Practice head(s):

Kristiina Hirva; Salla Tuominen

Other key lawyers:

Hans Sundblad; Jonathan Andersin

Key clients

PPG Industries, Inc.

Premico Group Oy

NFT.VC Fund I Ky

Avidly Oyj

Bregal Milestone

Sotkamo Silver Oy

The International Swaps and Derivatives Association (ISDA)

Teollisuuden Voima Oyj

Enersense International Oyj

Solteq plc

IPR. VC Fund I Ky

Varma Mutual Pension Insurance Company

Work highlights

  • Advised PPG Industries, inc. on a high premium voluntary public cash offer for all shares in Tikkurila Oyj with Tikkurila’s total equity valued at approximately €1.5bn.
  • Advised Premico on the structuring, set up and launch of Premico Carbon Neutral Residential Real Estate Fund.
  • Advised Nordic Food Tech Venture Capital Oy on the first closing of NFT.VC Fund I Ky, a venture capital fund focused on start-ups specialising in the FutureFood and FoodTech areas.

Waselius & Wist

Waselius & Wist assists international asset managers with inbound transactions into Finland, as well as advising on regulatory matters connected to securities, alternative investment funds and derivatives. Practice co-heads Maria Lehtimäki and Timo Lehtimäki are both highly experienced in advising on capital markets transactions and regulatory matters. Olli Kiuru is also a key name to note.

Practice head(s):

Maria Lehtimäki; Timo Lehtimäki

Other key lawyers:

Olli Kiuru

Testimonials

‘Deep knowledge of their local market and application of local laws to international transactions.’

‘Experienced with relevant laws for debt capital markets laws and application to international DCM transactions and excellent service levels.’

‘They are experts in securitisations and complicated structured finance transactions in Finland. Their client care and relationship building with clients is of the highest order and they really understand the demands of sophisticated financial counterparties with whom we work.’

‘We have worked with Maria Lehtimäki. Maria is very switched on and an absolute pleasure to work with. The team provides a first class service and would be our immediate “go-to” law firm in Finland for anything involving Finance, but particularly securitisations.’

Key clients

Citibank

Otso Gold

LocalTapiola Finance

BBAM Aviation Services Ltd.

Banco Santander

Barclays Bank plc / Barclays Bank Ireland

The Royal Bank of Canada

Société Générale Group and Commerzbank AG

BNP Paribas

Goldman Sachs International

Bank of America Merrill Lynch

Deutsche Bank AG / DWS

Natixis

Crédit Agricole Corporate and Investment Bank

Capital Group Companies

Work highlights

  • Advised Nomad Foods as the Initial Purchasers on the Finnish law aspects of the issuance of €750m aggregate principal amount of senior secured notes and the tack-on offering of €50m aggregate principal amount of additional senior secured notes.
  • Advised Banco Santander as arranger and joint lead manager on the €650m public ABS securitisation of auto portfolio.
  • Advised LocalTapiola Finance Ltd as originator on its first public ABS securitisation of a €529m portfolio of Finnish auto hire purchase contracts.