RASK consults on acquisition of one of the largest Class A office building owners in Estonia.
Case
RASK advised Elle Capital in a complex and large-scale acquisition and restructuring process involving Arealis.
RASK carried out a legal due diligence investigation of the target company and prepared the buyer’s documentation – non-disclosure agreement, share purchase agreement, shareholders’ agreement, and documents related to financing.
During the acquisition transaction, Elle Capital transferred its minority shareholdings in the subsidiaries of Arealis – Shnelli Ärimaja AS, Liivalaia Arenduse AS and Tehnopolis Kinnisvara AS – to Arealis and concurrently acquired a 50 per cent shareholding minus one share in Arealis from Nordic Contractors. Nordic Contractors, in turn, acquired a shareholding in Arealis, which was sold to Elle Capital, from Swedbank’s subsidiary FR&R Nemo B.V.
AS Arealis is one of Estonia’s largest owners and managers of Class A office buildings, currently holding over 40,800 square metres of Class A office space in Tallinn. The portfolio of Arealis includes, among other buildings, Eesti Raudtee headquarters, the Tallinn University of Technology Technopol campus, Nordea bank headquarters and the ECE Office Building in Tallinn. Arealis also has many pending development projects in Tallinn and two large-scale projects in Lithuania.
AS Nordic Contractors is a company operating in the construction and real estate sector that offers its services through subsidiaries. Nordic Contractors specialises in providing management and analysis support through representation on the supervisory boards of its subsidiaries and in close communication with the companies’ managing directors in issues that concern Group development and investments.
RASK carried out a legal due diligence investigation of the target company and prepared the buyer’s documentation – non-disclosure agreement, share purchase agreement, shareholders’ agreement, and documents related to financing.
During the acquisition transaction, Elle Capital transferred its minority shareholdings in the subsidiaries of Arealis – Shnelli Ärimaja AS, Liivalaia Arenduse AS and Tehnopolis Kinnisvara AS – to Arealis and concurrently acquired a 50 per cent shareholding minus one share in Arealis from Nordic Contractors. Nordic Contractors, in turn, acquired a shareholding in Arealis, which was sold to Elle Capital, from Swedbank’s subsidiary FR&R Nemo B.V.
AS Arealis is one of Estonia’s largest owners and managers of Class A office buildings, currently holding over 40,800 square metres of Class A office space in Tallinn. The portfolio of Arealis includes, among other buildings, Eesti Raudtee headquarters, the Tallinn University of Technology Technopol campus, Nordea bank headquarters and the ECE Office Building in Tallinn. Arealis also has many pending development projects in Tallinn and two large-scale projects in Lithuania.
AS Nordic Contractors is a company operating in the construction and real estate sector that offers its services through subsidiaries. Nordic Contractors specialises in providing management and analysis support through representation on the supervisory boards of its subsidiaries and in close communication with the companies’ managing directors in issues that concern Group development and investments.