Transactions

Transactions

Latest deals

2020
Adviser to
in the acquisition of KeyNet AS
IT management supplier Bitpro strengthens their position within data communication through the acquisition of KeyNet. KeyNet has a strong position within the private sector with several blue-chip clients and holds the ability to serve complex client structures with high geographical dispersion. A position they have built up over multiple years through deep technology know how.

“Best in class customer success and the ability to serve clients with multiple locations is a cornerstone in our strategy, both of which lies in the center of the business model for KeyNet. Hence the match between the two companies is very good and the transaction represents an important step in our strategic development. We are looking forward to continue building the product portfolio and strengthening our customer base together” – Trond Bjorvand (CEO Bitpro).

“Bitpro provides a broad specter of IT and communication services with multiple similarities to our business model and philosophy within the data communication niche. We see multiple commercial and operational synergies and are looking forward to utilizing them together. We will continue providing our clients with best-in-class customer care, in addition to new products enabled by the merger.”

“We see a very good match between KeyNet and Bitpro. KeyNet holds the same business goals as us and have over a longer period of time show the ability to establish, build and maintain strong customer relationship to blue chip clients. We look forward to further build and expand the new company with the client in the front seat.” – Gunnar Jacobsen (Investment Director Kistefos).

Combined revenue in 2020 for the two entities will amount to approximately MNOK 290 with good profitability. The sellers will reinvest large parts of their proceeds and will post merger hold a 13,4% position in the new company. Kistefos remains the majority shareholder with 73,5%, while the remaining 13,1% is owned by other key employees.
2020
Adviser to
in the acquisition of DIAS
Nordhaven advised Alma Media in the acquisition of 75% shareholding in digital housing transaction service DIAS Oy.

Founded in 2018, DIAS is a digital housing trading platform for the residential real estate market connecting buyers, sellers, real estate agents and banks. DIAS is one of the first distributed ledger technology (DLT) services to be completed in Finland. In 2020, the company’s turnover will amount to approximately EUR 2 million.

The purchase price is EUR 14.3 million (75.5% of the Enterprise Value). The parties have also agreed on a potential earn-out linked to the future development of DIAS’s business operations and profitability. Alma Talent acquired the shares from Tomorrow Tech, the co-founder and current majority shareholder of DIAS as well as the founding banks OP, Danske Bank A/S, Aktia Bank Abp and S-Pankki Oyj. After the transaction Alma Talent owns 80.5 per cent and the aforementioned banks retain 19.5 per cent of the company’s share capital.
2020
Adviser to
in the sale to Röko
Röko has acquired Ekstralys AS, an e-commerce retailer based in Lindesnes, Norway.

Ekstralys is a leading e-commerce company in Norway within vehicle lighting and the company has during the last two years expanded to Sweden, Denmark and Finland. Ekstralys’s scalable setup and tech-oriented operation have allowed for profitable, +35%, annual growth.

Ekstralys was founded in 2004 and has been managed by the founder who will continue as Managing Director.

About Röko
Röko is a Swedish based investment firm with 270 MEUR in committed capital. With ambition to be a true long-term owner of European small- and medium sized business. Röko has local presence in Sweden, Norway, and Germany.
2020
Adviser to
in the acquisition of Geomatikk
Nordhaven Corporate Finance acted as financial adviser to Hg in the acquisition of Geomatikk.

Geomatikk is a tech-enabled services champion, managing critical ‘check-before-you-dig’ safety assessments to network owners, contractors and consulting engineers within Norway, Sweden and Finland.

Hg will support Geomatikk with its extensive experience in scaling tech champions across Europe. Hg will become the majority investor, with founders and management remaining as significant investors in the business. The full terms of the transaction are not disclosed and closing is subject to obtaining relevant regulatory approvals.

About Geomatikk Group

The Geomatikk Group is a leading tech-enabled services provider delivering solutions and services to manage safe excavations, before-you-dig-requests, Utility works and Street works. The group operates in Norway, Sweden and Finland, and is establishing itself in the UK. Geomatikk is protecting the infrastructure for more than 300 network owners, handling 2 million transactions and more than 250 thousand physical field detections annually. Network owners, municipalities, contractors, civil works designers and other stakeholders collaborate and interact on the Geomatikk digital platform to optimize their construction projects and minimize asset strikes.

About Hg

Hg is a leading European investor in software and services, focused on backing businesses that change how we all do business. Deep technology expertise, complemented by vertical application specialisation and dedicated operational support, provides a compelling proposition to management teams looking to scale their businesses. Hg has funds under management of over $30 billion, with an investment team of over 140 professionals, plus a portfolio team of more than 30 operators, providing practical support to help our businesses to realise their growth ambitions. Based in London, Munich and New York, Hg has a portfolio of over 30 software and technology businesses, comprising over 35,000 employees across the UK, US and Europe.
2020
Adviser to
and its owners on the sale to Mehiläinen
Nordhaven advised psychotherapy clinic chain Komppi and its owners on the sale of the company to Mehiläinen. Mehiläinen is a strongly internationalizing private health and social care company with over €1bn in revenues and it is backed by CVC Capital Partners.

The estimated cost of mental health problems in Finland exceeds €11bn annually. Komppi is the market leading psychotherapy clinic chain and it is well-known for providing high quality care resulting in substantial benefits for individuals, employers, and the society. Since its foundation in 2016, the Company has grown to have some 250 professionals who operate through 21 clinics in Finland as well as remotely. The management of Komppi has been focusing on growth and has created a smart hybrid platform of physical and digital services to support significant further growth.

Following the transaction, Komppi has a unique ability to improve the access to mental health related services. In addition to its significant private healthcare position with over 1.3 million customers annually, Mehiläinen has also very strong and growing positioning in occupational healthcare markets as well as globally notable platform for digital services.
Well done Nordhaven! With some previous M&A experience myself, I am impressed by the work of the Nordhaven team. Your service level was high throughout the project, you were able to bring in domestic, regional, and international buyers with different types of strategic angles to acquire Komppi and it was always easy-going to work with you. We are also highly satisfied with the financial outcome. Highly recommended!” says Mark Roth, CEO of Komppi.
2020
Adviser to
on the design of equity-based incentive plans
We advised Fiskars on designing a Performance Share Plan for the top management and key employees and a Restricted Share Plan as a complementary structure for specific situations. Fiskars was formerly best known for its orange-handled scissors, created in 1967. Today its products are related to the home, outdoor activities, interior decoration and table setting. Its key brands include Fiskars, Iittala, Royal Copenhagen, Wedgwood and Waterford.
2020
Adviser to
in the sale to Siili Solutions
Clairfield Hungary together with Nordhaven advised Supercharge, a Hungarian digital consultancy company, in the sale of a majority stake to Siili Solutions, a Helsinki-listed IT consultancy.

Supercharge, headquartered in Budapest with offices in London and Amsterdam, creates digital strategies, concepts, and design, and develops future user interfaces, especially for mobile environments. Clients include Ericsson, Deutsche Telekom, and Kodak. Supercharge is growing 50% p.a. and in 2019 the Company generated revenues of EUR 7.6 million and an EBITDA of EUR 1.8 million.

In a first step, Siili acquires a 55% stake in Supercharge for EV-value of EUR 16.7 million and has also option to acquire the remaining shares.

Clairfield International acted as exclusive financial advisor to Supercharge. The transaction involved the global Clairfield technology team, with interested parties identified worldwide and offers received from buyers in Finland, Germany, and Mexico.
2020
Adviser to
on the design of equity-based incentive plans
We advised Terveystalo on designing a Performance Share Plan for the top management and key employees, a Bridge Plan for the CEO and a Restricted Share Plan as a complementary structure for specific situations. Terveystalo is the largest healthcare service company in Finland.
2020
Adviser to
on senior debt financing
Fixcel Group Oy is a manufacturer of movable steel-based modular buildings with globally patented module technology. Fixcel’s commercial operations were launched in 2018 and the company recorded net sales of EUR 33 million for financial year ended 31.3.2020. One of the benefits of Fixcel’s technology is healthy indoor air and its solutions are often used in schools, hospitals, elderly care and office buildings.

Nordhaven advised Fixcel on raising a new EUR 7 million senior debt funding package. Proceeds will be used for refinancing existing facilities and for implementation of rapid growth strategy, including capital expenditures for production capacity increase. The funding package also includes a flexible working capital facility for client project-related construction periods. New debt facilities were provided by two financiers under inter-creditor agreement.
We wanted to have a larger and more flexible funding package to support our continuing growth – without ownership dilution. The achieved funding solution with adequate liquidity reserves secures our growth strategy. We are very satisfied with Nordhaven’s thorough support and excellent process management from planning to signing. Highly recommended!” Says Anders Gylling, CEO of Fixcel Group Oy.
2020
Adviser to
on renegotiating EUR 80 million senior debt portfolio
Nordhaven advised Versowood to create a stronger financial position through renegotiating its EUR 80 million senior debt portfolio. Versowood is the largest family-owned forestry company in Finland with around 800 employees and annual turnover of approximately EUR 400 million. Versowood operates with business areas in Sawn timber, Glulam products, Wood packaging, Infra, and Energy.
Coronavirus and recent strikes in the forest industry sector had significant impact on the overall market conditions. We wanted to be far-sighted and reach a funding solution that bolsters our on-going operations. We are pleased with the negotiation outcome that was achieved with Nordhaven’s extensive support throughout the process.” Says Ville Kopra, CEO of Versowood Group Oy.
2020
Adviser to
and its owners on the sale to Kovinoplastika Lož
Nordhaven acted as financial advisor to the owner-family of Stala in a strategic European consolidation transaction. In the arrangement Stala was 100% sold to Slovenian Kovinoplastika Lož Group (“Kovinoplastika”). With the acquisition, Kovinoplastika strengthens its strategic goal to be among the three largest kitchen countertops and sinks manufacturers in Europe. Kovinoplastika’s products are sold in more than 50 countries and following the transaction Stala-branded products will be available in a wider geographical market.

Stala, founded in 1972, has a net sales level exceeding €11 million and strong profitability. The company employs close to 50 people. Stala’s key product groups are sinks and countertops for home kitchens, various waste sorting products as well as mailboxes.

Kovinoplastika was founded in 1954 and it has operations in 7 European countries and approx. 700 employees. The company operates in 3 markets: Window and door mechanisms (Fittings); Industrial molds (Toolshop) and Kitchen sinks, cookware and similar utensils (Inox). Kovinoplastika's net sales exceed 60 million euros and it is owned by the funds managed by private equity investor KJK Management.
For me and other family members it is very important that with the help of Nordhaven we could find a new owner who is committed to develop Stala’s operations in Lahti and support STALA brand grow further internationally” says Tuija Rajamäki.
2020
Adviser to
and its owners on the sale to Folmer
Nordhaven acted as financial advisor to the owners of Donier Gastronomie in its sale to Finnish private equity fund managed by Folmer. The founder of the company, Alexandre Donier, will continue as the Managing Director and shareholder in the company with the aim of building, together with the staff, Finland’s leading food wholesaler with a comprehensive offering. The company’s other shareholders shall remain as minority shareholders.

Since 2003, Donier Gastronomie has supplied high-quality ingredients from selected European producers to quality conscious restaurant and retail clients in large Finnish cities. The company is specialized in import and wholesale of dairy and poultry products. In addition, it provides a wide range of dry goods, meats and processed meat products as well as seafood. Donier Gastronomie offers its customers a transparent and traceable product chain as well as a responsible service concept with extremely high service orientation. The company has premises in Helsinki, Tampere and Turku and it has a current sales level exceeding €10 million.
For me as an entrepreneur it was utmost important that I could partner with such an experienced financial advisor like Nordhaven in finding and negotiating good deal for us, while I could focus on the business and clients” says Alexandre Donier, the founder and Managing Director of Donier Gastronomie.
2020
Adviser to
in the acquisition of 100% of the shares in Optidev AB
The total purchase price is SEK 200 million on a cash and debt free basis, payable through a combination of cash, equity and seller’s credit.

Optidev is a fast growing and profitable company which is expected to generate SEK 205 million in revenues in 2020 with a gross profit of SEK 113 million and EBITDA of SEK 36 million. Additionally, Optidev has an annual recurring revenue (ARR) from own developed software of SEK 22 million as of 30 June 2020, increasing Techstep's ARR by 60% to NOK ~60 million.

The combined company will be a leading IP and software-focused provider of deskless technology which help companies transform their capabilities by making work mobile, with strong established positions in Norway and Sweden, and a growing presence in Denmark. The acquisition is in line with Techstep’s communicated Nordic growth strategy.

About Techstep
Techstep is purpose-built to become a leading Managed Mobility Services provider in the Nordics. Techstep supplies hardware, software, connectivity and mobile device management bundled as a managed service. This enables enterprises and their employees to do their work across mobile devices and locations, with a high degree of security and operational stability. Techstep has 210 employees based in Norway and Sweden, serving close to 4,000 customers and 210,000 recurring revenue end-users across various industries in the private and public sectors. The company is listed on the Oslo Stock Exchange.

About Optidev
Optidev is a leading Nordic supplier of turnkey mobility solutions with focus on transportation and logistics and public safety sectors. The solutions include both software and hardware, enabling mobile access to mission critical information with automated data capture and traceability in real time. Optidev has 85 employees working from its offices in Sweden, Norway and Denmark. The company was founded in 2000.
2020
Adviser to Abry-backed
on the acquisition of SKJ Systems
Nordhaven continued to act as financial advisor to Swedish Confirma Software in its latest acquisition in Finland i.e. the acquisition of SKJ Systems, a Finnish provider of Point-of-Sales (POS) systems under Jeemly and Flowvy brands. Simultaneously Capillar Adivisory, our Swedish partner firm in Clairfield International, advised Confirma to acquire DataVara, a provider of payroll systems for the Swedish SME segment.

Confirma Software was founded in 2019 by Abry Partners, US-based private equity fund with deep sector knowledge in business and information services. Since their founding in 1989, Abry has completed over 550 transactions and currently manages over $5.0 billion capital across their active funds.

Confirma Software has strategy to consolidate enterprise software companies with specialized offerings for SME customers throughout the Nordic countries. Nordhaven and Clairfield have been advising Confirma Software since its first acquisition and have now completed six transactions jointly.
Advisory work by the Nordhaven and Capillar teams was of the highest quality and enabled us to complete the transactions efficiently and expectedly. Their contacts and knowledge of the Nordic software sector has been instrumental for us in realizing the growth strategy” says Jarle Mørk, CEO of Confirma Software.
2020
Nordhaven advised
on the acquisition of NCC Road Services Sweden and Finland
Nordhaven advised Frankfurt listed Mutares in the acquisition of NCC Road Services Business in Sweden and Finland from NASDAQ Stockholm listed NCC. The acquired business is among the market leaders in both geographies. It offers comprehensive solutions within road operations and maintenance. Services include e.g. snow handling, road supervision, road maintenance, traffic signs, wildlife fences and road markings.

Mutares looks forward to supporting the initiatives already taken by the management and to develop the business even further as a stand-alone operation. The management has identified several opportunities and growth avenues that can be taken on together as a result of this transaction. Mutares is convinced that the cooperation with the motivated management will lead to further strengthening of the already strong market position in the Nordic markets.

NCC Road Services Business in Sweden and Finland is a part of the Infrastructure Business Area. NCC is one of the leading companies in the Nordics within construction, infrastructure and property development, with sales of about SEK 57 billion and 15,500 employees in 2019. The NCC share is listed on NASDAQ Stockholm.

Mutares SE & Co. KGaA is a holding company that acquires (parts of) companies that have a turnover of around EUR 50 to 500 million. It actively supports and develops its portfolio companies with its own investment and expert teams and through strategic add-on acquisitions.

Niklas Lönnberg, Associate Partner at Nordhaven, says: “The transaction is yet another example of a deal in our Nordic home markets. We do our utmost for our clients every time and are happy when we can contribute to the success of our clients.”

The transaction is expected to be completed during Q3/2020.

“The deal execution capability of Nordhaven in an international M&A transaction is impressive. They had the finger on the pulse throughout the whole process, and due to the activity and process coordination expertise of Nordhaven, timely decision making was possible. Not of course forgetting about the strategic advice that they gave to enable this important transaction. We are very pleased with the outcome”, says Jesse Petäjä, Manager at Mutares Nordics
2020
Adviser to Korona Invest and other owners on the sale of
to Læringsverkstedet
Nordhaven advised Pilke Päiväkodit and its owners on the sale of the company to Norway-rooted family company Læringsverkstedet. Following the transaction Læringsverkstedet will be the largest daycare group in the Nordics and one of the largest globally with combined sales of approx. €450 m in 2019 and operations in Norway, Sweden, Finland, Germany, Dubai and Latvia. Following the acquisition of Pilke Päiväkodit Læringsverkstedet plans to continue to grow in its existing countries as well as to increase its overall presence outside the Nordic region significantly.

Pilke Päiväkodit is a market leading private daycare company in Finland and it is well-known for high quality in its early education as well as substantial benefits created for municipalities. In addition to providing daycare services to over 10.000 children in over 150 daycare centres across Finland, Pilke Päiväkodit provides also after-school club and child home care services to its customer families. Throughout years Pilke Päiväkodit has been a regular study excursion destination for numerous Asian and European daycare operators who are interested in learning more about the benefits of the Nordic early education curriculum and benchmarking their operations with Pilke.

Pilke Päiväkodit has been majority owned by Finnish private equity investor Korona Invest since 2012. During Korona Invest’s ownership period the company has grown its sales from approx. €1.5 million to close to €100 million, it has opened over 50 new day care units nationwide and hired close to 2.000 daycare professionals.
“I am truly impressed by the work done by Nordhaven. The combination of compelling fact-based story-building and tactical skills, deep M&A and debt advisory expertise, high service level and a lot of laughs are Nordhaven’s ingredients for a highly successful international sales process. With the help of Nordhaven we were able to find the best home for Pilke and we are very proud to join an international market leader in our strongly developing industry segment.” says Kai Seppälä, founder of Pilke Päiväkodit.
2020
Adviser to
on renegotiating EUR 40 million debt portfolio and additional debt financing
Relating to coronavirus and challenging industrial market conditions, Nordhaven advised Terra Patris on renegotiating of its EUR 40 million debt portfolio and on additional debt financing. The debt portfolio included both bilateral loans and syndicated debt facility. Terra Patris Oy is a Finnish family-owned company with subsidiaries in leisure marine industry, construction equipment industry, contract manufacturing and in forest industry.
Coronavirus caused adverse market conditions for majority of our businesses. We wanted to take proactive approach and secure our liquidity reserves. Long-term debt funding solution achieved supports our growth strategy going forward. We are highly satisfied with Nordhaven’s value-adding support from planning to final execution” says Turkka Hirvonen, CEO of Terra Patris group.
2020
Adviser to
on the design of equity-based incentive plans
We advised Metso-Outotec in designing a Performance Share Plan for the top management, a Deferred Share Plan for other senior management and selected key employees and a Restricted Share Plan as a complementary structure for specific situations. Metso Outotec is a frontrunner in sustainable technologies, end-to-end solutions and services for the aggregates, minerals processing, metals refining and recycling industries globally.
2020
Adviser to
on the design of equity-based incentive plans
We advised Neles in designing a Performance Share Plan for the top management, a Deferred Share Unit Plan for other management and selected key employees and a Restricted Share Plan as a complementary structure for specific situations. Neles is one of the leading providers of mission-critical flow control solutions and services for process industries globally.
2020
Nordhaven advised
on the acquisition of parts of Caverion Industria's business
Nordhaven advises Elcoline Oy and its owners on the acquisition of parts of Caverion Industria’s business.

Following the transaction, Elcoline grows its business to nearly EUR 50 million in sales and transforms from a mid-sized industrial maintenance provider to a contender among the major corporations in the sector.

Elcoline Oy, a Finnish company providing contracting and maintenance services for industrial customers, acquired parts of Caverion Industria’s business operations in Finland.
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