Category: Estonia

  • The Buzz in Estonia: Interview with Kristel Raidla-Talur of Cobalt

    “It’s the same in Estonia as everywhere else,” says Kristel Raidla-Talur, Partner and Co-Chair of the Banking & Finance practice group at Cobalt Estonia. “The virus is dictating our professional and personal activities.”

    “In general the situation is not too bad,” she says. “It appears that the measures instituted by the government have been sufficient, and the medical system appears not to be overwhelmed, so at the moment it appears not to be the worst case.” In fact, she reports, “although we also have had an emergency declaration, we do not have a complete lockdown — people can still move, but no more than two people, unless they’re in a family. But of course shopping centers have closed, and those who can are working remotely.”

    Cobalt Estonia’s office is still open, with a skeleton crew of assistants taking phone calls and accepting deliveries and occasional lawyers stopping in here and there “in case they need a couple of hours of private time away from noisy kids and things.” Still, Raidla-Talur says, “it’s very quiet there.” In general, she says with a smile, “everyone here is relying on Zoom as everywhere else — lots of Zoom calls both with clients and internally.” But then she sighs. “It’s the new reality, and probably it’s not for a short period of time. But at the moment we’re managing quite well.”

    “Of course our business has also been impacted,” Raidla-Talur says, noting that some practices have been affected more than others. “We see that some M&A deals have been postponed or canceled, so it seems a little more quiet on that front, compared to a few months ago, but on the other hand we also have new legal issues — various non-performance matters and force majeure invocations, and so on.” According to her, “our restructuring team is quite busy, as some businesses, among them a major shopping center and a retailer operating several fashion brands, have initiated reorganizations and things like that.” Overall, she says, “the situation is not dramatic, but of course different practice groups have different experiences. Some have new types of work coming, and some of them have more down time. Overall we are in good shape, at least for now.”

    Indeed, she reports, her own practice group — Banking & Finance — “has been one of the busiest in the firm for a long time already, and this has not changed. We are working on financing deals, capital markets matters, venture capital transactions, financial regulatory matters, licensing matters, and our people are very busy.” She smiles. “Fingers crossed. Our people need some rest but hopefully it does not get too quiet.”

    And so far, at least, Cobalt hasn’t formally reorganized the practice groups or transferred lawyers from one to another. “We haven’t done anything formal in terms of practice group reorganizations,” Raidla-Talur says, “but we have encouraged everyone to pick up kinds of work that may be in demand. People have adapted and picked up quite nicely. Especially a lot of clients whose needs don’t fit into specific practice areas — they just need a good lawyer.” Still, she concedes, “down the road we’ll have to see if things worsen, or if the recession lasts for a long time. For now the partners have all agreed that it is important to keep the team and keep them happy.”

    The crisis brought an abrupt change to what had been an encouraging first few months of 2020, Raidla-Talur reports. “We expected this to be a good year,” she says, “but of course we were a little bit concerned because even before the virus hit there was discussion and evidence about the economy cooling down. We hadn’t seen that yet to a significant extent, but we were considering that it could happen.” Still, she points out, “but of course none of us could foresee this happening. This made it happen really quickly.” Still, she insists, “ there is no reason to panic or be overly pessimistic. We are realistic optimists.”

  • Deal 5: Change Ventures Investment Partner Yrjo Ojasaar on 99math Investment

    Deal 5: Change Ventures Investment Partner Yrjo Ojasaar on 99math Investment

    On February 19, 2020, CEE Legal Matters reported that Cobalt had advised Change Ventures on its EUR 500,000 investment in Estonian educational startup 99math. We spoke with Yrjo Ojasaar, Investment Partner at Change Ventures, to learn more.

    CEELM: What is Change Ventures?

    Yrjo: Change Ventures is a venture capital firm focusing on ambitious Baltic (Estonian, Latvian and Lithuanian) founders in the pre-eeed and seed stages of financing. Its portfolio now includes 14 startups. The CV Fund I was a US venture capital fund with 100% high-net-worth US investors. Fund II is a venture capital fund based in Tallinn, Estonia.

    Our investors Include E.I.F. from Luxembour, DraperEsprit from the UK, Citadele from Latvia, Multiple Capital from Germany, EVLI Growth Partners from Finland, and Sella Bank from Italy, among others.

    CEELM: What was the business case behind this particular investment?

    Yrjo: 99Math is building an online math games competition platform for 1-6 graders. Featuring competitions, leagues, and tournaments, 99Math is an exciting way to engage students and motivate math learning and practice. Competitive tournaments and league events encourage repetition and consistent practice — vital for mastering skills in math. Teachers can launch a challenge/tournament with other schools/classrooms with just one click. Currently, the platform is available on a freemium model, but as new features and tools (especially for parents) are developed, 99Math will pursue a business-to-customer monetization strategy.

    The 99Math team has been working with teachers and schools during the COVID crisis to encourage practicing math online.

    CEELM: What does 99math intend to do with the EUR 500,000 investment.

    Yrjo: 99Math received a lot of attention and engagement with its launch of the proof of concept online math league as 14,000 students from 14 nations competed against each other in math tests. Proceeds of this round will be used to launch a fully functional online competition platform and to substantially grow the teacher and student user base.

    CEELM: What was Cobalt’s role in this particular deal? Where they involved in negotiations or primarily on documentation?

    Yrjo: Cobalt performed the due diligence for 99Math and drafted the deal documentation. They were not involved in business negotiations.

    CEELM: Why did you choose to use the firm in particular on this deal?

    Yrjo: We have had a very good experience with past deals with Cobalt in all three Baltic states — an excellent response time and outstanding domain expertise.

  • Sorainen Takes Former PLH Legal and KPMG Law Partners in Estonia

    Pirkko-Liis Harkmaa and Lauri Liivat, former partners at PLH Legal and KPMG Law Estonia, respectively, have joined Sorainen Estonia’s Corporate and M&A Practice.

    According to Sorainen, Harkmaa “has advised both local and international clients from diverse industries in day to day matters as well as in more extensive reorganization projects and cross-border transactions. Her primary focus is on labor law.”

    Harkmaa spent 21 years with Cobalt Estonia (and legacy Lawin), before leaving in February 2019 to co-found PLH Legal. She holds an LL.B. from the University of Tartu and an LL.M. from the University of Georgia School of Law.

    Liivat, Sorainen reports, “has been involved in a large number of international and local transactions, including several top-value transactions in Estonia and the Baltic region. His special area of interest is the fast-evolving technology and startup sector. He has a solid understanding of the startup companies’ needs in various development phases and has extensive experience in advising them on both fundraising and daily activities.”

    Liivat holds an LL.B. from Nord University. Prior to joining Sorainen, he practiced law for almost two years with KPMG Baltics, for almost three years with Swedbank, almost 12 years with Eversheds Sutherland Ots & Co, and over a year with KPMG Law Estonia.

    “We are glad to welcome such accomplished lawyers to the Sorainen team,” commented Country Managing Partner Toomas Prangli. “Our firm has long focused on employment relations and the startup sector, but during those complicated times clients need an even more complex support system. We have long known Pirkko-Liis and Lauri and appreciate their vision in developing their fields of expertise, which is perfectly in line with Sorainen’s long-term strategy.”

  • Risto Agur Joins Nove as Head of Corporate/M&A and Banking & Finance

    Risto Agur has joined Estonia’s Nove law firm as Partner and Head of Corporate/M&A and Banking & Finance.

    Agur has more than 20 years of experience, including 13 years at Sorainen, where he led the Corporate Advisory, Employment, and Restructuring & Insolvency practices. He left Sorainen to found and manage KPMG Law in Estonia, where he initially also led the M&A, Construction & Real Estate, and Banking & Finance practices, eventually adding responsibility for Data Protection, Intellectual Property and Information Technology, and Commercial Contracts.

    According to Nove, “Risto Agur has provided advice on a number of large and complex M&A and B&F transactions and projects in Estonia and the Baltic region, acting on behalf of local and international strategic investors, investment banks, private equity firms and other financial institutions. He has also provided advice on the establishment, restructuring and liquidation of several credit institutions, credit providers and payment institutions, and to a number of insurance undertakings, fund management companies, investment firms, listed companies, telecom companies and other large corporates on local and cross-border transactions and regulatory issues.”

    He holds a degree from the University of Tartu and a Master’s degree from Georgetown University, where he studied as a Fulbright scholar specializing in Securities and Financial Regulation.

    “We are convinced that the new practice areas and the extensive work experience in transactions which Risto brings with him will create synergy with Nove’s current team and benefit all our current and future clients,” commented Nove Co-Founder and Partner Kristjan Tamm.

    “I am very happy to join the partnership of one of the strongest legal teams and highly regarded law firms in Estonia,” commented Agur. “We share many common values, such as excellence of service, expert experience, uncompromisingly client-focused approach to service, and efficiency. I also value the great mutual trust and respect which we developed with the team through long and fruitful cooperation in one of the leading law firms in the Baltic region, and the fact that all the partners and associates of Nove, with no exception, are top experts in their fields. I am joining Nove because of the wonderful people in the firm and because I see great potential for synergy: while Nove is currently primarily specialized in Dispute Resolution, Construction and Real Estate, Insurance, as well as Data Protection, Competition, Medical and Public Procurement, I will complement the value offered by the firm with my considerable expertise and extensive experience especially in the area of Mergers & Acquisitions and Banking & Finance. In addition, having 15 years of experience in the business development and management of law firms, I will be able to enhance Nove’s capacity and synergy between its practice areas across the region. There is a very good energy in Nove that attracts both clients and colleagues. I am sure that our cooperation will make it even stronger.”

  • Cobalt Advises AS Baltika on Reorganization Proceedings

    Cobalt has advised fashion brand house AS Baltika on reorganization proceedings.

    According to Cobalt, “Baltika is going through a reorganization process as a measure to protect the rights and interests of the shareholders, employees, creditors, and partners.This is also supported by the restructuring and efforts to improve business model which have already been made by the Baltika Group, such as cessation of production operations in Estonia, thereby reducing production costs, and various other measures to reduce fixed costs.”

    The Cobalt team consisted of Senior Associate Annika Jaanson.

  • Cobalt Represents Ragn-Sells in Estonian Public Procurement Dispute

    Cobalt has successfully represented Estonia’s largest waste handler Ragn-Sells AS in a dispute regarding the public procurement of a waste removal concession organized by the Vinni municipality in northern Estonia.

    Cobalt reports that “the dispute concerned determining, in the waste removal contract documents, the place where the waste is to be treated.”

    According to the firm, “the Supreme Court gave guidance on how local authorities should conduct procurements of organized waste removal, and the most important guideline was to regulate the legal relations between the local government and the subsequent waste handler. In the Vinni waste removal concession, the legal relationship between the municipality and the waste handler referred to in the procurement document was unregulated. The local authority’s membership in the waste management center, the designation of the center as one of the potential waste management sites in the waste management regulations and the statutes of the waste management center did not create a legal basis for waste management. Similarly, the Public Procurement Review Committee could not consider the contracting authority’s investment in the facility in 2007-2010 to be sufficient to justify directing the waste to the waste management center.”

    Cobalt’s team was led by Senior Associate Kadri Matteus.

  • Pohla & Hallmagi Advise Hobby Hall Group on Agreement to Provide Critical Personal Protective Equipment to Estonia

    Pohla & Hallmagi has advised the Hobby Hall Group, operating under the Hansapost brand, on an agreement to manufacture and provide the seven clinics of the North Estonia Medical Center personal protective equipment.

    Although Pohla & Hallmagi described the transaction as a “multi million euro deal,” the firm reported that the specific financial terms of the agreement were confidential.

    The Pohla & Hallmagi team was led by Partner Toivo Viilup.

  • Cobalt Advises Luminor Bank on First-Ever Covered Bonds Issuance in Baltics

    Cobalt has advised Luminor Bank on its inaugural issue of covered bonds, with an aggregate nominal value of EUR 500 million. The covered bonds are to be listed on the Euronext Dublin Stock Exchange.

    According to Cobalt, this marks the “first-ever issue of covered bonds in the Baltic region,” and the firm reports that, “due to strong demand for the covered bonds and the low euro interest rates, the final yield ended up at -0.18%.”

    The covered bonds were issued as part of Luminor’s Euro Mid-Term Note Programme and are covered by claims arising from mortgage loans issued by Luminor in Estonia.

    Cobalt’s team consisted of Partner Marina Kotkas, Senior Associate Mattias Tammeaid, Managing Associate Monika Koolmeister, and Associates Sven Bottcher and Peep Vahi.

  • Cobalt Helps Nuctech Warsaw Win Public Procurement Procedure for Tallinn Airport Deal

    Cobalt has successfully helped Nuctech Warsaw Company Limited Sp. z o.o. win a public procurement procedure to sell the Tallinn Airport two baggage-scanning devices.

    Nuctech Warsaw, part of the Chinese hi-tech enterprise Nuctech, is a global provider of technology services in the areas of security and inspection for customs, airports, ports, railways and major events.

    According to Cobalt, “a dispute arose during the procurement procedure over the conformity of the equipment. Both the Public Procurement Review Committee and the administrative court ruled in favor of Nuctech, allowing them to move forward with the purchase. The contract between Tallinn Airport and Nuctech Warsaw, with a value of approximately EUR 1.9 million, was signed on 30 January 2020.”

    The Cobalt team was led by Senior Associate Kadri Matteus.

  • Cobalt Advises Laurus on Sale of Valge Maja Office Building in Tallinn

    Cobalt has advised Laurus S.a.r.l. on the sale of the Valge Maja office building in Tallinn to LHV pension funds.

    Laurus S.a r.l. is a joint venture between Partners Group and Northern Horizon Capital to develop and manage a property portfolio in the Baltic States and Gdansk, Poland.

    Valge Maja has around 16,400 square meters of space. Key tenants include Webhelp, Genius Sports Services, Nets Estonia and Tallink.

    The Cobalt team was led by Partner Aivar Taro and included Associate Helen Sool.