Category: Estonia

  • Sorainen Successful for Atria in Estonian Supreme Court

    Sorainen has successfully represented Estonian meat producer Atria in its dispute with the Estonian Veterinary and Food Board before the Supreme Court of Estonia.

    According to Sorainen, “the dispute arose from the Veterinary and Food Board’s order for the company to destroy all meat originating from a farm where African swine fever virus was discovered following the purchase and processing of pigs. The Supreme Court [held] that the order by the Veterinary and Food Board was unlawful, as the legal provision on which it was based was incorrect and the Veterinary and Food Board did not offer Atria the chance to submit their opinion or objections.”

    Sorainen also reports that this judgement is of “special importance to the meat and food industry” because it “redefines judicial practice, [and] sees the Supreme Court interpret European Union and Estonian laws regarding the handling of meat from pigs purchased during the incubation period of the infection and the rights and duties of the participants in such a situation for the first time.”

    Sorainen’s team included Counsel Karl Kask.

  • Fort Legal Advises LHV on Acquisition of Commercial Buildings in Estonia

    The Estonian office of Fort Legal has advised LHV Pension Funds on the acquisition of three stock office-type commercial buildings in Juri in the Rae municipality of Estonia. The transaction remains contingent on Competition Authority approval.

    Fort Legal’s team included Partners Minni-Triin Park and Rene Frolov, Attorney Margus Koiva, Associates Karl-Kristjan Kahm, Gerda Raag, and Lawyer Helery Maidlas.

    Fort Legal did not reply to our inquiry on the matter.

  • Pohla & Hallmagi Advises Arca Varahaldus on Sale of Tallinn Property to EfTEN SPV19

    Pohla & Hallmagi has advised Arca Varahaldus on its EUR 6.2 million sale of property in Tallinn to EfTEN Real Estate Fund III AS subsidiary EfTEN SPV19 OU. 

    The property will become a home for the elderly called Pirita Pansionaat and will be rented by the home’s operator, Pirita Kodu, for a period of ten years.

    The area of the property is 13,270 square meters. The total area of the building under construction is about 6,000 square meters. There will be room for 250 clients.

    EfTEN Real Estate Fund III AS is an alternative investment fund that is listed on the Nasdaq Baltic Main List. 

    Pohla & Hallmagi’s team was led by Partner Martin Mannik.

  • Ellex Raidla Advises 1more Project on Acquisition of Two Commercial Buildings in Tallinn

    Ellex Raidla has advised the 1more Project on its EUR 21 million acquisition of two buildings in Tallinn from Hammerhead.

    According to Ellex Raidla, “the portfolio [consists of] 15,000 square meters of space in the Priisle business park in Lasnamae and the K2 commercial building in Mustamae, both in Tallinn.“

    Ellex Raidla’s team was led by Partner Ermo Kosk.

  • TGS Baltic and Hedman Partners Advise on Gan Limited’s Acquisition of Coolbet

    TGS Baltic has advised Gan Limited on the acquisition of the Coolbet online gaming platform from the Vincent Group. Hedman Partners and Morgan, Lewis & Bockius advised the Vincent Group on the deal.

    The transaction remains contingent on regulatory approval and is expected to close in the first quarter of 2021.

    Gan Limited is a US Nasdaq-listed business-to-business supplier of Internet gaming software-as-a-service solutions, primarily to the US land-based casino industry.

    Vincent Group is a Maltese public limited company that operates an online gaming platform under the flagship brand Coolbet. According to TGS Baltic, “Coolbet’s proprietary platform was uniquely developed in-house and offers online real-money gaming in sports, casino, poker, and virtual e-sports. Currently, Coolbet has gambling licenses in Estonia, Sweden, and Malta.”

    TGS Baltic’s team included Partner Kadri Kallas, Senior Associates Elina Varendi and Mari-Liis Orav, Junior Counsel Mirko Kikkamagi, and Associate Mari Anne Valberg.

    The Hedman Partners team included Managing Partner Merlin Seeman, Partner Valter Vohma, and Senior Associate Kati Pino.

  • Pohla & Hallmagi Advises F & A Kinnisvara on Acquisition of Residential Development Project in Estonia

    Pohla & Hallmagi has advised F & A Kinnisvara, a member of the Favorte Group, on its acquisition of a residential development project near Tallinn. The unidentified sellers were reportedly advised by Cobalt.

    Pohla & Hallmagi’s team was led by Partner Toivo Viilup.

    Cobalt’s team was led by Partner Aivar Taro.

  • Deal 5: Rasmus Oisma, Director at Montonio on Funds Raising

    On August 3, 2020, CEE Legal Matters reported that Sorainen had advised Montonio on its generation of EUR 500,000 from both Estonian and international investors. CEEIHM spoke with Rasmus Oisma, Director at Montonio Finance, to learn more about the matter.

    CEEIHM: To start, please tell us a few words about Montonio.

    Rasmus: Montonio is an Estonian fintech startup specialized in building e-commerce checkout products. We’ve built a multi-lender based e-commerce checkout financing solution which increases approval related conversions by 40-70% and lowers customer APR rates by around 50%. During the checkout, we authenticate our customers and fetch multiple financing options for them in approximately 10 to 20 seconds. We are currently active in Estonia and Lithuania with plans to expand to a few other markets in the coming months. 

    CEEIHM: The company raised EUR 500,000 in this round. What is that capital intended for and what can we expect from Montonio next?

    Rasmus: We are using the capital to develop additional services as well as to expand into new markets. For example, the Bank of Lithuania just granted us a payment institution license. Furthermore, we are about to launch a new partnership that enables us to provide online credit card acquiring services. Additionally, we are expanding our existing business – we have seen rapid month-over-month growth in our revenue as well as in the number of merchant partners who use our services. 

    CEEIHM: The instrument used was a SAFE type of a convertible note. What is that, why was did you choose it?

    Rasmus: SAFE is an acronym for simple agreement for future equity. Developed by the US-based Y Combinator, arguably the most prestigious startup accelerator in the world. As the name hints, the instrument enables the receipt of investment at an accelerated tempo by dumbing down the legal complexities. The shares that an investor receives in return for their investment are transferred to them at a later date and the share transfer is not a precondition for closing. 

    I think there are multiple reasons why that instrument has not been too common in Estonia. Historically, the seed funding for Estonian startups has been raised from local investors, for who transferring of shares was not an issue. Fortunately, foreign investors are getting more used to making direct investments into Estonian entities and thus the SAFE has become increasingly popular. We opted for the SAFE route for the same reasons – the round included foreign investors and the speed of closing was an important factor. 

    CEEIHM: What did it mean in terms of negotiations that you did not have a lead investor? How did you juggle all 12 investors?

    Rasmus: We treated our existing investors, all of whom participated in the round, as lead investors. Meaning that we ran the first draft of the investment instrument by them. After the existing investors green-lit the terms, the new investors got a say in the exact terms of the investment. 

    During the second negotiation round that involved new investors, we negotiated with every investor on an individual basis. Fortunately, both the company and the investors were ready to make compromises. Thus, the second round of remarks by the new investors was quite efficient and only minor changes had to be made. The whole negotiation process took approximately one month. 

    CEEIHM: Why did you opt to have Sorainen advise you on this and what was their mandate specifically?

    Rasmus: From the get-go, we knew that we wanted to involve an external advisor for this round due to the untraditional instrument used. We inquired with a few law firms but decided to go with Sorainen due to their excellent reputation in M&A matters. They helped us with the preparation of the transaction documents and supported us with negotiations as needed.

    Originally reported by CEE In-House Matters.

  • Pohla & Hallmagi Helps Verston Ehitus With Successful Bid for Eesti Teed at Auction

    Pohla & Hallmagi has helped Verston Ehitus acquire Estonia’s state-owned road maintenance company AS Eesti Teed at public auction with a winning bid of EUR 19.7 million. Ellex Raidla reportedly advised the Ministry of Economic Affairs and Communications on the auction.

    The agreement is set to be executed within a period of two months, following the end of the auction, and will be subject to regulatory approval. 

    Eesti Teed was founded in 2012 as a result of the merger of five road maintenance companies: AS Parnumaa Teed, AS Tartumaa Teed, AS Vorumaa Teed, AS Virumaa Teed, and AS Saaremaa Teed.

    Verston Ehitus is a road construction service company that started operating in the Estonian city of Paide in 2010.

    Pohla & Hallmagi’s team was led by Partners Martin Mannik and Toivo Viilup.

    Editor’s note: After this article was published, Ellex confirmed its involvement in the deal. The firm’s team included Partner Sven Papp, Counsels Jaanus Ikla and Toomas Kasesalu, and Senior Associates Gerda Liik, Sandra Vark, and Kaisa Laidvee.

  • Cobalt Successful for Helmes in Challenges to Successful Public Procurement Bid

    Cobalt has successfully represented Helmes, an international custom software developer, in disputes regarding the public procurement process for “Development and Maintenance Services for Collection App Software” organized by Estonia’s Information Technology Center of the Ministry of Finance.

    According to Cobalt, “the object of this public procurement is the new collection app of Statistics Estonia, which is a universal system used for all statistical and ordered assignments with regard to private individuals [and] business entities.” According to the firm, “the implementation of the system will facilitate the acceleration of the data collection process and raise its effectiveness, as well as [improving] the improvement of the data quality and decreasing the cognitive administrative load.”

    Helmes’s successful bid in the procurement process was disputed by competing bidders OU Aktors and AS CGI Eesti. The disputes were resolved in Helmes’ favor, and, according to Cobalt, the company “will be able to enter into a frame agreement with the expected value of MEUR 1.25.”

    Cobalt’s team included Senior Associate Kadri Matteus.

  • Hedman Partners Advises Solaride on Solar-Car Construction Project in Estonia

    Hedman Partners has become Solaride’s legal advisor on its project to build a solar-powered car in Estonia.

    Solaride is a non-profit student-run project that is focusing on transforming the transportation and renewable energy sectors by making solar power the mainstream. According to Hedman Partners, “Solaride’s team consists of ambitious and talented students from Estonia’s universities, who are mentored by the Estonian experts in electrical, mechanical, and software engineering.” According to the firm, “once they have built the car, it will be tested in extreme conditions by racing 3000 kilometers through Australian deserts. In 2021 they will take part in the Bridgestone World Solar Challenge, racing alongside the world’s top universities.”