Major Assignments - Mergers & Acquisitions

TRINITI advised Krakul OÜ, Estonia’s leading Internet of Things (IoT) and autonomous systems development company, and its shareholder in an acquisition by Bercman Technologies, a Nasdaq First North listed deep-tech company developing traffic safety solutions. Read moreAS Bercman Technologies (Bercman), Krakul Holding OÜ, and Krakul OÜ concluded a conditional swap for the share of a private limited company and shares of a public limited company as a result of which Bercman acquired 100% shareholding in Krakul, whereas the acquisition of this shareholding was paid for in the shares of Bercman. TRINITI partner and co-head of the Transport & Infrastructure practice group Tõnis Tamme together with associate Peeter Mõtsküla, head of the TRINITI Start-Up practice group advised Krakul and its parent company Krakul Holding in all legal matters related to the transaction.

TRINITI advised Thermory on the acquisition of VMS Timber. TRINITI’s work included drafting the letter of intent and the share purchase agreement, advising on the negotiations and assisting with the closing of the transaction. Read moreThermory is one of the world’s largest producers of thermal wood and sauna materials. VMS Timber is a Latvian company whose main activity is the production of sawn timber from aspen. In addition, VMS Timber manufactures and exports thermowood barrel saunas, sauna houses and small houses to USA, Australia and Europe.

TRINITI Estonia, in association with Norton Rose Fulbright, advised BayWa r.e. Energy Ventures on its investment into Estonian solar power-generating roofing technology start-up Roofit.solar. BayWa r.e. was the lead investor in the €6.4M Series A investment round, the proceeds of which will be mainly used to boost the company’s export and production capacity and to develop new products. Led by partner Ergo Blumfeldt (Mergers & Acquisitions / Private Equity) TRINITI’s Tallinn-based team included associate Peeter P. Mõtsküla (IP/IT).

TRINITI advised majority shareholder and long-term manager Tõnu Rahula selling majority shares in Raikküla Farmer OÜ. The assignment included organizing the whole sales process including organizing the tender, finding potential investors, support with audits, preparation and negotiation of agreements. At the end of the process the shares of the majority shareholder were acquired by one of the minority shareholders and a grain grower in the area, Metetra OÜ.  Raikküla Farmer is among the largest agriculture companies in Estonia having a cattle of more than 2 400 bovines in very modern facilities, using more than 3 000 hectars of land, half of which is owned. Raikküla Farmer sells a little less than 10 000 tons of milk per year. The transaction also included Raikküla pig farm.

For more than 10 years, TRINITI Estonia has advised Apranga Group companies in various commercial & corporate law matters, including establishment of subsidiaries, change of share capital, amendment of articles of assocation, change of management board. Read moreApranga Group is a leading fashion retailer in the Baltic States which has partnerships with the most famous European and global brands. Apranga Group is consisted of main company Apranga APB and 25 subsidiary companies. Main company Apranga APB is listed on Nasdaq Vilnius Stock Exchange since 1997. Starting from year 2005 company was listed on Baltic Equity list.

TRINITI attorneys in Estonia and Lithuania advised a management buyout transaction, whereby General Manager of Columbus in Baltics Ivo Suursoo and CEO of Columbus Lietuva Dovydas Zinkevicius acquired shares in Columbus Eesti AS and Columbus Lietuva UAB and the companies separated from Columbus A/S group listed on Nasdaq Copehagen stock exchange in Denmark. The assignment included preparation and negotiation of transaction documents and advising the whole transaction. Columbus is a leading digital innovation company in the Baltics with 170 employees and turnover in the region of 10,6 million euros.

The Estonian national airline Nordic Aviation Group (Nordica) and the Polish national carrier Polskie Linie Lotnicze LOT S.A (LOT) reached an agreement to end their joint venture in Regional Jet OÜ (Xfly). Nordica purchased LOT’s 49% share in Xfly, a leading European ACMI-services provider, after which Nordica became its sole shareholder. TRINITI transport & infrastructure legal team – partner Tõnis Tamme and senior associate Ain Kalme, advised Nordica in the contract negotiations and assisted with the closing of the transaction.

TRINITI advised and represented National Oilwell Varco AS (NOV), a leading worldwide provider of equipment and components for oil and gas drilling and production, in the bankruptcy proceedings of AS E-Profiil – one of the largest producer of metal components and constructions in Estonia. The challenging assignment included providing legal advice and taking necessary measures to ensure the completion, financing and due delivery of two large projects by AS E-Profiil undergoing bankruptcy proceedings at the same time. The TRINITI legal team consisted of partner Tõnis Tamme and senior associate Klen Laus.

TRINITI advised Enersense International Oyj, a company specializing in implementing zero-emission energy solutions, in the acquisition of the Baltic subsidiaries of Empower Group. The emerging Enersense-Empower aims to become a major player serving Nordic and international companies in the industrial, energy and telecommunications sectors. The TRINITI Baltic legal team was led by partner Tõnis Tamme. Read moreAccording to Jussi Holopainen, CEO of Enersense: “Enersense is a company of significant growth. We have succeeded in achieving a strong position in Finnish industry and have also expanded our operations internationally. Our goal is to expand our operations to the Baltic countries, and now with the acquisition, our geographical footprint will be increasingly visible in the Baltics as well. The cornerstone of our growth is to grow through acquisitions, and we have succeeded in implementing our strategy very well.”

One of the oldest M&A advisories in Estonia – Investment Agency and Prudentia, a leading Latvian corporate finance consultant concluded co-operation agreements to jointly provide corporate finance and M&A advice to private clients in the Baltics under the common Prudentia brand www.prudentia.ee. TRINITI partner Tõnis Tamme and Attorney-at-Law Siim Maripuu advised Investment Agency in contract negotiations. Read moreAccording to Prudentia partner Indrek Uudeküll: „As a result of strategic co-operation between Prudentia and Investment Agency one of the largest teams of financial advisers has been formed who share a joint view on the Baltic capital markets. Prudentia now has offices in Riga and Tallinn, offering their clients expert knowledge of local financial and capital markets. The goal of co-operation partners is to strengthen their presence also on the Lithuanian market, growing the Prudentia brand into the strongest player in the Baltic M&A market“, commented Uudeküll on their future plans.