1.10.2018

Use of legal expert’s services is self-evident for RE Group

RE Group has been transformed into its current form through several mergers and acquisitions. Lindblad & Co Attorneys Ltd has been
involved as a legal expert in the changes for 15 years now. 

Legal aid was needed for M & A

RE Group’s cooperation with Lindblad & Co Attorneys Ltd started in 2003 with the company’s current parent company, RE-Suunnittelu Oy. The roots of the company’s operations reach until the end of the 1920s, when the Co-op of Valio Dairies founded its predecessor. Over the years, architectural and engineering know-how developed strong, and the construction engineering department came to incorporation and eventually outsourced. In addition to RE Suunnittelu Oy, RE Group also includes RE Consulting Oy and Insinööritoimisto Kaitila Oy.

“We are a multidisciplinary engineering firm, whose services include all the industries required for food industry planning, and our customers are the largest food companies in Finland. Our specialties include: process design, architecture, HVAC, electrical and refrigeration technology, and material handling. In addition to food establishments, we design, for example, logistics centers, hotels, school buildings and various specialty areas,” says Martti Heikkinen, Chairman of RE Group’s Board of Directors.

“We contacted Lindblad & Co Attorneys Ltd for the first time when we came to M & A. One of the three founders and original shareholders of our company was retiring and he wanted to give away his shares, so we needed legal support. We learnt about Lindblad through his seminar in which one of our partners participated “, Heikkinen explains about the beginning of the cooperation.

With a law expert, the company’s M & As have gone well

Since then, during RE Group’s and Lindblad & Co Attorneys Ltd’s cooperation there have been many situations where legal expertise has been needed. New companies have been acquired and established, made changes of generations and got new shareholders. In addition to the arrangements for implementing acquisitions, Lindblad & Co Attorneys Ltd has also helped RE Group to find companies to be acquired. RE Group has also had a need for various legal contracts, e.g. executive contracts.

“Lindblad & Co Attorneys Ltd’s service has played an important role especially in taxation issues in corporate acquisitions and changes in share ownership. Things have been arranged so that they have met the most economically viable tax. Lindblad & Co Attorneys Ltd’s assistance has been of great benefit to us in these questions,” Heikkinen says.

When new shareholders were included in 2011, the arrangement was carried out by dividing the company into two. The bulk of the balance sheet was transferred to the new company created in the demerger, whereby new architects and engineers could become more easily shareholders in the company that continues planning operations.

Confidentiality agreements are an integral part of the mergers and acquisitions

In the case of acquisitions and various agreements, there has also been a need for confidentiality agreements, and with the help of Lindblad & Co Attorneys Ltd, they have been drafted a lot in many different situations.

“Confidentiality in corporate acquisitions is important when it is not yet known whether negotiations will lead to anything. The company to be bought often has to supply information that cannot be used against them at this stage. Even our business has tried to been bought sometimes, and even though the transactions have not materialized, the confidentiality agreements have, however, been concluded,” Heikkinen says.

“We also have to conclude confidentiality agreements with our own customers when planning manufacturing facilities for big companies. We need information in our work that would be beneficial to a competitor if the data were leaked.”

In situation where confidentiality has been expected, Lindblad & Co Attorneys Ltd, has been preparing such agreements as well as reviewing the terms and conditions of agreements drafted by others. Also in outlining confidentiality agreements for our own staff and shareholders, Lindblad & Co Attorneys Ltd has been assisting.

The expertise of Lindblad & Co Attorneys Ltd has been absolutely necessary

Heikkinen does not question the fact that the help of legal expertise has been essential to the company.

“I do not even see the possibility that we would not have used the law firm’s services. It has been self-evident to us because we cannot handle these things ourselves. For example, tax consequences would probably have been harder without the help of Lindblad & Co Attorneys Ltd. Lindblad & Co Attorneys Ltd. And if you think about confidentiality agreements, it’s important, that the contents and on the other hand also the sanctions are in place. Without them our business information could have spread around the world. “

“In particular, in M & A, in the change of shareholders and in corporate purchases, legal services are absolutely required. They cannot be taken care of by a layman. We should focus on what we know best. When things come properly managed by a legal expert from the point of view of taxation, it can also save a lot of money.”

The 15-year co-operation with Lindblad & Co Attorneys Ltd‘s tells itself about satisfaction to the services, but Heikkinen still puts it this way:

“The service of Lindblad & Co Attorneys Ltd has been very good. We have experience mainly in M & A -related services, and in this area their expertise is at an excellent level. The service is friendly and the schedules keep. I would recommend them to other companies as well.”

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