Khaled Talayhan is a member of Snellman’s Public M&A, Equity Capital Markets and Corporate Advisory team in Sweden.
Snellman legal advisor to Roc Oil on its recommended public tender offer for Tethys Oil AB
Snellman advised Roc Oil Company Pty Limited, one of Australia’s leading independent upstream oil and gas companies, in connection with its recommended public cash tender offer for all shares in Tethys Oil AB, listed on Nasdaq Stockholm. The offer values Tethys Oil AB at approximately SEK 1.894 billion, corresponding to a share price premium of 89 percent compared to the closing price of Tethys’ shares the last day of trading before the announcement of the offer.
Snellman’s core advisory team comprised Mattias Friberg, Khaled Talayhan, Emma Greiff, Lisa Kindstedt and Edvin Matton (Public M&A), Peter Forsberg, Philip Thorell and Ajda Hasanovic (Competition and FDI), Jenny Lundberg and Lisa Pålsson (Employment), Rezan Akkurt and Johan Erlandsson (Finance & Restructuring), and Sara Domeij (IP/Tech).
Snellman advised Vitec Software Group AB on its SEK 1.125 billion private placement
Snellman has advised Nordic software company Vitec Software Group AB, listed on Nasdaq Stockholm (Large Cap) on its directed issue and private placement of 2,250,000 new class B shares to Swedish and international professional and institutional investors. The private placement was carried out through an accelerated book-building process, raising proceeds of SEK 1.125 billion before transaction costs, and was significantly oversubscribed. Nordea Bank Abp, filial i Sverige and Skandinaviska Enskilda Banken AB acted as joint global coordinators and joint bookrunners in the private placement.
Snellman’s advisory team comprised Mattias Friberg, Khaled Talayhan, Marc Tevell de Falck and Lisa Kindstedt.
Snellman advisor to NYAB on its ground-breaking cross-border conversion re-domiciliation and simultaneous listing transfer from Finland to Sweden
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.
Snellman advised Long Path Partners on its consortium public offer for Karnov Group AB
Snellman acts as legal advisor to Long Path Partners in connection with the recommended public cash offer for all shares in Karnov Group AB, listed on Nasdaq Stockholm, Mid Cap. The public offer was made by a consortium consisting of Long Path Partners and funds managed or advised by Long Path Partners and Greenoaks Capital Partners and funds managed or advised by Greenoaks Capital Partners. Long Path is the largest shareholder of Karnov Group AB, holding 13.5 percent of all outstanding shares and votes, and Greenoaks holds 6.8 percent of all outstanding shares and votes. The offer values all outstanding shares in Karnov Group AB at approximately SEK 9 billion. The board of directors of Karnov Group AB have unanimously recommended the shareholders to accept the offer and shareholders holding in aggregate 22 percent of the outstanding shares and votes have irrevocably undertaken to accept the offer.
Snellman’s core advisory team includes Mattias Friberg, Ola Åhman and Khaled Talayhan.
Snellman Counsel to Episurf Medical AB on Its Rights Issue of Units
Snellman acts as counsel to MedTech company Episurf Medical AB, listed on Nasdaq Stockholm, on its partially secured rights issue of units, each consisting of 15 class B shares and 6 warrants entitling to subscription of additional class B shares. The rights issue raises proceeds of up to approximately SEK 120 million from the issuance of class B shares and, additionally, up to approximately SEK 48 million in case of exercise of the warrants in February 2025. The rights issue is secured by subscription commitments, subscription intentions and guarantee commitments covering approximately SEK 90 million, corresponding to 75 percent of the rights issue. Pareto Securities AB acts as Sole Manager and Bookrunner in the rights issue.
Snellman’s core advisory team includes Mattias Friberg, Khaled Talayhan, Marc Tevell de Falck, Lisa Kindstedt, and Edvin Matton (Corporate & Capital Markets), Elisabeth Vestin and Louise Nordback (IP & Technology), Peter Forsberg (Regulatory).
Snellman Counsel to NP3 Fastigheter AB, Danske Bank A/S Danmark, Sverige Filial and Swedbank AB (publ) in the Issue of Green Bonds
Snellman acted as counsel to NP3 Fastigheter AB, Danske Bank A/S Danmark, Sverige Filial, and Swedbank AB (publ) in the issue of MSEK 300 unsecured green bonds under their existing MTN program. Additionally, NP3 Fastigheter AB redeemed certain existing notes in connection with the new note issuance.
Snellman acted as transaction counsel to both NP3 Fastigheter AB as the issuer and Danske Bank A/S Danmark, Sverige Filial and Swedbank AB (publ) as joint bookrunners.
The core team at Snellman included Carolina Wahlby, Joel Montin, and Lina Lundevall-Brunö (Finance & Restructuring) and Mattias Friberg, Khaled Talayhan, and Anton Eriksson (Capital Markets).
Snellman Counsel to Logent Group in Its SEK 850 Million Senior Secured Notes
Snellman acted as counsel to the Logent group and Stirling Square Capital Partners (Advisers) LLP in connection with the issuance of SEK 850 million senior secured notes with the possibility of subsequent issuance of additional notes up to a total of SEK 1,3 billion. The issuing entity will apply for listing of the notes on Nasdaq Stockholm’s corporate bond list.
The Logent Group is an independent contract logistics partner to logistics-intensive companies in the Nordics and the Netherlands. Stirling Square Capital Partners (Advisers) LLP is a leading mid-market private equity firm seeking value-oriented, transformational buyouts across Europe.
Snellman’s core team included Carolina Wahlby, Oscar Bengtsson, Joel Montin and Lina Lundevall-Brunö (Finance and Restructuring) and Mattias Friberg, Khaled Talayhan and Anton Eriksson (Capital Markets), with support from Ville Säteri and Rosa Narvio (Finance, Helsinki).
Snellman Advises NYAB Plc on its Cross-border Conversion Re-domiciliation from Finland to Sweden and Listing at Nasdaq First North Premier in Sweden
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. Simultaneously with the cross-border conversion, the shares of NYAB Plc are planned to be delisted from Nasdaq First North Growth Market in Finland and listed at Nasdaq First North Premier Growth Market in Sweden. The cross-border conversion and the listing transfer are expected to be completed during the first half of 2024.
NYAB is a builder of a clean future with decades of experience in complex and demanding projects. NYAB’s business operations focus on energy, infrastructure, industrial construction, and project development in renewable energy.
Snellman’s core advisory team includes Mattias Friberg, Sonja Siggberg, Khaled Talayhan, Linnea Lehtonen, Marc Tevell de Falck, Sebastian Sund (Corporate, Capital Markets), Heikki Vesikansa, Jenni Parviainen, Anton Falkenberg, and Sofia Ampuja (Tax).
Snellman Advises on Eltel AB’s EUR 25 Million Issue and Listing of Sustainability – Linked Hybrid Capital Securities
Snellman is acting as legal advisor on Eltel AB’s issue and listing of EUR 25 million of subordinated sustainability-linked hybrid capital securities. Eltel is a service provider for critical infrastructure listed on Nasdaq Stockholm (Mid Cap). The capital securities have no maturity date, and the proceeds from the issue will be used for partially refinancing certain existing indebtedness and to support Eltel’s expansion within renewable energy infrastructure and efforts to improve profitability. Eltel will apply for the capital securities to be admitted to trading on Nasdaq Stockholm Sustainable Debt Market. Danske Bank A/S, Nordea Bank Abp and OP Corporate Bank plc acted as joint lead managers.
Snellman’s core advisory team includes Maria Orrgard, Mattias Friberg, Markus Bremer, Joel Montin, Khaled Talayhan, Annemari Rosi, Pauliina Sutinen, Marc Tevell de Falck, Ebba Sjölin, and Sebastian Sund.
Snellman Counsel to Sampo plc on Its Dual Listing on Nasdaq Stockholm
Snellman acted as legal counsel to Sampo plc, listed on Nasdaq Helsinki since 1988, on its dual listing of its class A shares on Nasdaq Stockholm in the form of Swedish Depository Receipts (SDRs). Sampo Group is a significant Nordic insurance group and the parent company Sampo plc is one of the largest companies listed on Nasdaq Helsinki, with a market capitalisation of approximately EUR 24.7 billion as of 31 October 2022. Sampo has engaged Skandinaviska Enskilda Banken AB as an issuer of the SDRs and as market maker and liquidity provider regarding the SDRs. ABG Sundal Collier AB and Nordea Bank Abp, filial i Sverige acted as financial advisors in the dual listing.
Snellman’s core advisory team comprised Mattias Friberg, Mikko Heinonen, Khaled Talayhan, Gabriella Fredlund, Anton Eriksson, Robert Gordin and Marcus Lehtinen (Capital Markets and Corporate), Heikki Vesikansa, Jenni Parviainen and Sofia Ampuja (Tax), and Jari Tukiainen and Joel Montin (Regulatory).
Snellman Advised Vitec Software Group AB on Its SEK 834 million Private Placement
Snellman has advised Nordic software company Vitec Software Group AB, listed on Nasdaq Stockholm (Large Cap), on its directed issue and private placement of 2,200,000 new class B shares to Swedish and international professional and institutional investors. The private placement was carried out through an accelerated book-building process raising proceeds of SEK 834 million before transaction costs and was oversubscribed. Nordea Bank Abp, filial i Sverige and Skandinaviska Enskilda Banken AB acted as joint global coordinators and joint bookrunners in the private placement.
Snellman’s advisory team comprised Mattias Friberg, Khaled Talayhan, Marc Tevell de Falck, and Lisa Kindstedt.
Snellman Counsel to Soltech Energy in Connection with Its SEK 270 Million Rights Issue and Overallotment Issue of New Shares
Snellman advised Soltech Energy Sweden AB (publ), a supplier that develops, sells, installs, and optimises solar energy solutions, in connection with its SEK 228 million issue of new shares with preferential rights for existing shareholders and SEK 42 million overallotment share issue.
Snellman’s advisory team comprised Mattias Friberg, Khaled Talayhan, and Anton Eriksson.
Snellman Counsel to Thomas H. Lee Partners in its investment in inriver AB
Snellman acted as counsel to Thomas H. Lee Partners in its investment in inriver AB, a provider of Product Information Management (PIM) software for the world’s leading manufacturers, distributors, and retailers.
Snellman’s core team included Claes Kjellberg, Moa Fritzon Torbjelt, Maja Uppgren, Tanja Schnitt and Nicolina Hultgren Farsani (M&A Private), Mattias Friberg and Khaled Talayhan (M&A Public), Fredrik Olsson, Carolina Wahlby, Maria Orrgard, Albert Danielsson and Oscar Bengtsson (Finance), and Jenny Lundberg (Employment).
Snellman Advised Vitec Software Group AB on Its Acquisition of ABS Laundry Business Solutions
Snellman advised Nordic software company Vitec Software Group AB, listed on Nasdaq Stockholm, on its acquisition of software company ABS Laundry Business Solutions, headquartered in the Netherlands. The purchase price consisted of a mix of cash and a convertible debenture issued by Vitec Software Group AB to the sellers.
Snellman’s advisory team comprised Mattias Friberg, Khaled Talayhan, Emma Greiff, and Anton Eriksson.
Snellman Swedish Counsel to Savvy Gaming Group in Its Acquisition of ESL Gaming and FACEIT
Snellman acted as Swedish counsel to Savvy Gaming Group, a newly launched gaming and esports group, in its simultaneous acquisition of ESL Gaming, from Modern Times Group MTG AB and its minority owners, and of FACEIT, from various sellers. ESL Gaming and FACEIT are two industry leading esport players and will form the ESL FACEIT Group. The enterprise value of the combined transaction was approximately SEK 15 billion.
The transaction is subject to regulatory approvals.
Snellman’s advisory team included Ola Åhman, Mattias Friberg, Ammar Khan, Khaled Talayhan, Maja Uppgren, and Alexander Lindqvist (Public and Private M&A), Olof Östman (IP&Tech), Albert Danielsson and Amanda Alexandersson (Finance & Reconstruction), and Josephine Lindgren (Employment).
Snellman Counsel to Nivika Fastigheter AB (publ) on Its IPO and Listing on Nasdaq Stockholm Main List
Snellman acted as counsel to Nivika Fastigheter AB (publ), a fast-growing property company, on its initial public offering and listing of all class B shares on the Nasdaq Stockholm main list. The offering of newly issued class B shares, which was heavily oversubscribed, amounted to SEK 1,000 million, and additional class B shares amounting up to SEK 150 million may be issued under an overallotment option. Tredje AP-fonden, Swedbank Robur Fonder, Öhman Fonder, and Weland AB were cornerstone investors in the offering and acquired shares for SEK 600 million in total. Based on the closing share price on the first day of trading, 3 December 2021, the market capitalisation of the company amounted to approximately SEK 5,417 million. Danske Bank A/S, Danmark, Sverige Filial, and Skandinaviska Enskilda Banken AB acted as joint global coordinators and joint bookrunners.
Nivika is a fast-growing property company with a focus on long-term ownership, efficient new development, and an investment strategy with purpose of being flexible and adaptable towards the property market. The net proceeds will be used to finance continued growth through acquisitions and project development with new development of residential and commercial properties for long-term own ownership and management.
Snellman’s advisory team consisted mainly of Mattias Friberg, Christoffer Saidac, Khaled Talayhan, Emma Greiff, Anton Eriksson, Lisa Kindstedt, Andreas Wingren, Josephine Lindgren, Rezan Akkurt, and Alexander Lindqvist.
Snellman Counsel to the Sellers of Life Sciences Partners in the Sale of LSP to EQT
Snellman has advised the sellers of Life Sciences Partners (LSP), a leading European life sciences venture capital firm with approximately EUR 2.2 billion of assets under management, in connection with the sale of LSP to EQT AB. LSP, headquartered in Amsterdam, the Netherlands, is a venture capital firm that invests in innovative companies with strong scientific and clinical rationale across several life sciences strategies. LSP was founded in 1998, and today it is one of Europe’s largest and most experienced life sciences investment firms. With the sale, EQT AB acquires 100 per cent of the LSP management companies and 20 per cent of the right to carried interest in selected LSP funds. In addition, EQT AB will be entitled to 35 per cent of the carried interest of future funds. The upfront consideration amounts to EUR 450 million (on a cash and debt free basis), of which 25 per cent consists of cash and 75 per cent consists of publicly traded shares in EQT AB. In addition, a potential earn-out payment of EUR 25 million will be made if certain short-term fundraising targets are met.
Snellman’s core advisory team consisted of Mattias Friberg, Christoffer Saidac, and Khaled Talayhan.
Snellman Counsel to Episurf Medical AB on Its Private Placement of New Shares
Snellman acted as counsel to medtech company Episurf Medical AB, listed on Nasdaq Stockholm, on its SEK 159 million directed issue and private placement of new series B shares to institutional investors. The private placement was directed mainly at Health Runner AB, a company controlled by Ilija Batljan, which invested approximately SEK 125 million and owns approximately 13 per cent of the total number of shares in Episurf Medical AB after the share issue, and at a limited number of institutional investors, such as Fjärde AP-fonden and Rhenman Healthcare Equity L/S. Zonda Partners AB acted as financial advisor in connection with the private placement.
Snellman’s advisory team comprised Mattias Friberg, Khaled Talayhan, Marc Tevell de Falck, and Lisa Kindstedt
Snellman Advised on NP3 Fastigheter AB’s SEK 400 Million Subsequent Bond Issue
Snellman acted as legal counsel on NP3 Fastigheter AB’s subsequent issue of senior unsecured sustainable bonds of SEK 400 million, within a frame amount of SEK 1 billion of which SEK 600 million was already outstanding. NP3 Fastigheter AB is listed on Nasdaq Stockholm, Mid Cap. Nordea Bank Abp and Skandinaviska Enskilda Banken AB acted as joint global coordinators and bookrunners for the subsequent bond issue.
Snellman’s advisory team included Mattias Friberg, Paula Röttorp, Maria Orrgard, Khaled Talayhan, Sofia Bengtsson, Emma Greiff, and Anton Eriksson.
Snellman Counsel to NP3 Fastigheter AB on Its Acquisition of Real Estate Assets from the Bonnier Group and Issue of New Preference Shares
Snellman advised NP3 Fastigheter AB in connection with the acquisition of real estate assets of SEK 251 million from the Bonnier Group and the issue of 3 million new preference shares as partial consideration for the acquired assets. NP3 Fastigheter AB is listed on Nasdaq Stockholm, Mid Cap.
Snellman’s core advisory team consisted of Mattias Friberg, Khaled Talayhan, and Emma Greiff.
Snellman Advised Vitec Software Group AB on Its SEK 920 Million Private Placement
Snellman advised Nordic software company Vitec Software Group AB, listed on Nasdaq Stockholm, on its directed issue and private placement of 2,000,000 new class B shares to professional and institutional investors. The private placement was carried out through an accelerated book-building process, raising proceeds of SEK 920 million before transaction costs, and was significantly oversubscribed. Nordea Bank Abp and Skandinaviska Enskilda Banken AB acted as joint global coordinators and joint bookrunners in the private placement.
Snellman’s advisory team comprised Mattias Friberg, Ola Åhman, Khaled Talayhan, Emma Greiff, and Marc Tevell de Falck.
Snellman Counsel to Koch Industries and Infor on Their Divestment of Infor EAM to Hexagon
Snellman acted as Swedish counsel to Koch Industries, Inc and its subsidiary Infor on their divestment of Infor’s global EAM (Enterprise Asset Management) business to Hexagon AB for approximately USD 2.75 billion (SEK 23.65 billion) on a cash and debt-free basis, consisting of approximately USD 800 million in cash and USD 1.95 billion in the form of 132.6 million newly issued series B shares in Hexagon corresponding to 4.9 per cent of all shares in Hexagon after completion of the transaction. The terms of the transaction also include establishing a deeper commercial relationship between Koch/Infor and Hexagon. Hexagon’s main shareholder, Melker Schörling AB, intends to propose a Koch representative to the Hexagon nomination committee for nomination to the Board of Directors of Hexagon after completion of the transaction.
Snellman’s main advisory team consisted of Mattias Friberg, Claes Kjellberg, and Khaled Talayhan.
Snellman Counsel to Copperstone Resources AB (publ) on its Directed Issue and Private Placement of 128,255,140 New Shares to Professional Investors
Snellman has advised Copperstone Resources AB (publ), a mineral exploration company focused on base and precious metal exploration in northern Sweden, on its directed issue and private placement of 128,255,140 new shares to professional investors, raising approximately SEK 96 million before transaction costs. Arctic Securities acted as the sole bookrunner in the private placement.
Snellman’s advisory team comprised Christoffer Saidac, Khaled Talayhan, Emma Greiff, and Anton Eriksson.
Snellman Counsel to Proventus Capital Partners IV AB (publ) in the Debt Financing of the Ovzon-3 Satellite
Snellman acted as lead counsel to Proventus Capital Partners IV AB (publ) in relation to the debt financing of the Ovzon-3 Satellite. Proventus Capital Partners IV provided a commitment for a six-year senior secured loan of USD 60 million to Ovzon AB (publ), a company headquartered in Sweden, offering revolutionary mobile broadband service via satellite combining high bandwidth with highly mobile terminals. The financing provided by Proventus Capital Partners will partly fund the construction and launch of Ovzon’s first own satellite, Ovzon-3.
PCP provides tailored funding solutions to mid-sized companies in Northern Europe. Over the last two decades, PCP has engaged and invested in over 130 companies and helped them maximise their potential. Snellman’s advisory team included Fredrik Olsson, Maria Orrgard, Sofia Bengtsson, David Smith (Finance & Restructuring), and Mattias Friberg and Khaled Talayhan (Public M&A).
Snellman Counsel to SpectrumOne on Its Acquisition of 28% of the Shares in Eniro
Snellman advised SpectrumOne AB, a technology company listed on Nasdaq First North Growth Market, on its acquisition of 28% of the shares and votes in Eniro AB, a Nordic digital marketing and search service company listed on Nasdaq Stockholm. The acquisition makes SpectrumOne the largest shareholder of Eniro. The acquisition comprised in aggregate 188,862,265 series A preference shares, corresponding to 28% of the outstanding shares and votes in Eniro, from sellers Theodor Jeansson, MGA Placeringar AB, Hajskäret Invest AB, Martin Bjäringer, Thomas Krishan, and Patrik Enblad. The aggregate purchase price amounted to SEK 160 million, of which SEK 61 million was paid in cash and SEK 107 million in the form of vendor notes. For the purpose of the acquisition, SpectrumOne took out bridge loans in the amount of SEK 55 million. SpectrumOne intends to refinance the vendor notes and the bridge loans through a SEK 160 million new issue of shares with preferential rights for SpectrumOne’s shareholders.
Snellman’s advisory team included Mattias Friberg, Khaled Talayhan, and Marc Tevell de Falck.
Snellman Counsel to Copperstone Resources on its SEK 160 Million Rights Issue
Snellman has advised Copperstone Resources AB (publ), a mineral exploration company focused on base and precious metal exploration in northern Sweden, on its SEK 160 million issue of new shares with preferential rights for existing shareholders, including a potential over-allotment share issue of additionally up to SEK 10 million. Through free-of-charge taking over and placing subscription rights from the company’s largest shareholder Sunstone Metals Ltd, which will not subscribe for its prorate share in the rights issue, the company has cost-efficiently obtained subscription undertakings corresponding to 51 per cent of the rights issue with and without subscription rights.
Snellman’s advisory team comprised Christoffer Saidac, Mattias Friberg, Khaled Talayhan, Emma Greiff, Marcus Lehtinen, and Marc Tevell de Falck.
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