IFLR 1000
The Guide to the World's Leading Financial Law Firms

Roschier is quite possibly the leading domestic firm for capital markets. "They are the biggest ones involved in most of the market," says a peer. Leading lawyer Dimitrios Himonas was on sabbatical in 2011, picking a good time to take a break from a staid market.

Himonas and Paula Linna, along with Gunnar Westerlund, Manne Airaksinen and associate Mari Latikka featured on the firm's highlight mandates of 2010 -11.

The firm topped up the slow domestic market with a string of referrals from global firms on large equity and debt deals. In one of the larger transactions, Roschier worked with Latham & Watkins to advise Pohjola Corporate Finance and Handelsbanken Capital Markets as arrangers on the Finnish aspects of Cramo's €100 million rights offering.

The firm worked with Allen & Overy to advise Morgan Stanley as bookrunner on Solidium's sale of 53 million shares (a 19% stake) in Sponda to institutional investors through an accelerated book building process. The firm advised Citycon in a similar transaction, resulting in a €63 million share sale.

On the debt side, the firm worked again with Allen & Overy to assist the issuers, Sampo Housing Loan Bank and parent company Danske Bank, on a €1 billion issue under its medium term covered note programme (the notes were listed in Luxembourg) and on the issuance of €300 million of 4.25% fixed rate notes due in 2016 under Sampo's LSE listed note EMTN programme.

As with Hannes, Roschier has poured resources into its Swedish office and somewhat cut numbers in Helsinki relative to its previous stature. However there is no doubt over its position. "Personally I hold Roschier in great esteem and would very much prefer to use them than any of the others. They are professional, well organised, pragmatic and always want to reach a viable solution," says a peer.

Gunnar Westerlund is widely recognised as the top finance lawyer. "Westerlund is known as the sort of top guy for banking in Finland and he also has a very good team of associates," says a client.

The firm won roles on most of the big market transactions. It advised Terveystalo Healthcare on €210 million of undistressed refinancing and new financing from Nordea Bank Finland, having a few days earlier in January 2011 helped the Nordea close a deal for €250 million loan (term loan and revolving facility) with a five year maturity to Karl Fazer.

Senior associate Sini Soini assisted the Stockholm office to advise 3i Group on financing for its acquisition of OneMed Group from private equity firm CapMan. Six months earlier the firm had helped CapMan on the financing of its acquisition of the Finland based Esperi Care.

In the fourth quarter of 2010 Westerlund and team acted as local counsel on DnB NOR Bank's €1 billion financing for the acquisition by Pandox, a Swedish-based hotel company, of Norgani Hotels. The purchase included a conference centre in Helsinki and 73 hotels through Denmark, Sweden and Norway.

Roschier continues to have a steely grip on the top rung of the market and in a year of changes (looking at competitors and Roschier’s investments in Sweden), the team has remained pretty stable. The only, but notable, loss to the firm came late in the year (October 2011) with the departure of leading lawyer Ulf-Henrik Kull to launch a new firm called Avance. Kull left behind Jon Unnérus, who has an especially strong reputation, Christian Wik and Toni Siimes as the big names for M&A. Between the three of them the firm closed a number of big transactions.

In key mandates, the firm advised Carlson Wagonlit Travel on its acquisition of Kaleva Travel and Nokia on the $200 million sale of its wireless modem business to Renesas Electronics. The team also advised 3i Group on its sale to OneMed Group and Terveystalo Healthcare on its acquisition of ODL Terveys.

Roschier has continued to consolidate its presence in Sweden and it promises more growth to come. In November 2010 it promoted Johan Häger to partner, who has structured finance expertise, and in January 2011 it hired senior associate Christoffer Andersson from Mannheimer Swartling, a well highly respected finance and debt capital markets lawyer with a standing beyond his senior associate position.

Clients are very pleased with the firm. "They were very responsive and they are known as one of the best," says one, adding: "they are not yet the very best but they are scratching among the best".

On top of this the firm added three associates and promoted two more finance lawyers to partnership.

As well as the swelling of its ranks, which gives an indication of deal flow and of intentions, the firm has had a solid transaction record especially on the debt side, where it has profited from a market trend towards convertible bond issues.

In two such deals, Ola Åhman and recently made partner Mattias Friberg advised Novo in March 2010 on the issue by Orexo of €12 million in convertible bonds to Novo Denmark, which was coordinated with a secondary acquisition in Orexo by Novo. The pair worked alongside global counsel Latham & Watkins. In a second deal, the pair advised Novo on the combined directed new issues by Aerocrine of €12 million in convertible bond and €12 million of new shares to Novo, completed in October 2010.

In a show of the firm's regional capacity, which gives it an edge when the local market is sluggish as has been the case on the equity side, Stockholm partner Marcus Héden led a team to advise joint global coordinators Sundal Collier Norge and Citigroup Global Markets on the €570 million listing by Statoil Fuel & Retail on the Oslo Stock Exchange.

Roschier has been in the market for a number of years and competitors note that "they have been very successful in establishing themselves in the top echelons of law firms in Sweden". "They are building a strong practice and are coming up, we see them a lot and also on asset-backed financing," says a peer.

The firm has aggressive growth plans and in January 2011 it kicked off the year with two strong hires from Mannheimer Swartling: senior associates Christoffer Andersson, who comes highly recommended by peers, and Harem Mahir. In 2011 the firm also appointed two new partners in Joakim Wedlund, who joined from Danske Bank in 2009, and Johan Häger, a banking and finance specialist.

Fredrik Rydin led on most of the high profile deals. In a sign of the firm's position in the market Rydin and Wedlund won a mandate from Swedish blue-chip Investor on a senior facility's agreement arranged by SEB and Swedbank for the financing of its acquisition of Aleris from EQT.

Another highlight saw Rydin and team represent Altor Equity Partners on the biggest private equity transaction in the energy sector in 2010. The team advised Altor's Swedish fund Altor Fund III on the financing of its acquisition of a 90.5% stake in EON ES Sverige. Rydin and team also advised 3i Group in February 2011 on financing for its acquisition of Finnish healthcare company OneMed Group from CapMan.

Another deal highlight saw Häger advise Volvo on a complex project financing transaction from the European Investment Bank (EIB) and guaranteed by government. The firm was also engaged by Nordea Bank and DnB Nor Bank.

According to competitors Roschier has had a "tremendous start". "I am impressed with them, they have been here four years and they have built a good business model with good partners, very strong, we see them very often," says a competitor. The firm is currently on an aggressive expansion drive.

One large client says the firm "are very responsive and very good in all Nordic M&A" and recommends Jens Bengtsson and Ola Åhman. Another client, who has used all the top firms, says that "Roschier is probably not yet the best but they are very up and coming and scratching among the best". Clients consistently rate the firm highly for communication and client relations.

The firm won mandates on many of the high profile public offers and in one deal, with Åhman at the helm of a large team, it advised Galderma Pharma on its €800 million public takeover of listed Swedish company Q-Med in December 2010. In the transaction Roschier broke new ground for the Swedish market with a directed earn out structure and with unequal treatment of shareholders.

In a sign of its acceptance among the Swedish corporate royalty, leading blue chip Investor engaged Bengtsson, Axel Calissendorff, Fredrik Rydin and counsel Per-Owe Dorfh on its €465 million acquisition of Swedish healthcare company Aleris Holding from EQT.

In notable private equity deals, Bengtsson acted for Bain Capital along with Kirkland & Ellis on its $1.63 billion acquisition of Styron Division from the Dow Chemical Company, and advised Altor Fund III, the private equity fund of Altor Equity Partners, on its acquisition of a 90.5% stake in EON ES Sverige, the Swedish turnkey engineering and contracting company.