Snellman acted as legal advisor to NYAB Plc / NYAB AB, a leading specialized contractor of sustainable infrastructure and renewable energy projects, on its re-domiciliation and transfer of listing from Finland to Sweden. The re-domiciliation to Sweden was executed as a cross-border conversion, pursuant to the so-called EU Mobility Directive, whereby NYAB Plc, without being dissolved or liquidated, was converted from a Finnish to a Swedish public limited liability company, NYAB AB, with its registered office in Sweden. The conversion of the shares was implemented by delivery of the converted shares in NYAB AB to the shareholders in the form of so-called link securities in the book-entry securities system maintained by Euroclear Finland Oy, such link securities being exchangeable to shares in NYAB AB issued in the book-entry securities system maintained by Euroclear Sweden AB.
Simultaneously with the cross-border conversion, NYAB Plc’s shares were delisted from Nasdaq First North Growth Market in Finland and NYAB AB’s shares were listed at the Premier segment of Nasdaq First North Growth Market in Sweden. Based on the closing share price on the first day of trading at Nasdaq First North Premier Growth Market in Sweden, 28 June 2024, the market capitalisation of NYAB AB amounted to approximately SEK 7.3 billion.
The transaction is the first EU Mobility Directive based cross-border conversion with a simultaneous cross-border transfer of listing in Europe.
Snellman’s core advisory team included Mattias Friberg, Khaled Talayhan, Marc Tevell de Falck, and Sebastian Sund (Corporate & Capital Markets), and Jenny Lundberg, Josephine Gjerstad Medina, and Nellie Jönsson (Employment).
ABG Sundal Collier acted as financial advisor to NYAB in the cross-border conversion re-domiciliation and listing transfer.
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