Sorainen advised Northern Horizon Capital on upgrading the fund management company licence of its Estonian arm to an alternative investment fund manager (AIFM) licence and in establishing a new public evergreen closed-ended real estate fund. The Estonian Financial Supervision Authority (EFSA) granted the AIFM license and registered the fund, named Baltic Horizon Fund (“the Fund"), on May 23, 2016.
Northern Horizon Capital is a real estate investment manager with activities in the Nordic countries, Germany, the Baltics, Poland, and Russia. The AIFM license allows Northern Horizon Capital to, for example, manage alternative investment funds with assets under management exceeding EUR 100 million (in the case of unleveraged funds, exceeding EUR 500 million) and to “passport" its services throughout the EU on the basis of a single authorization.
In parallel, Sorainen advised Northern Horizon Capital in arranging a public offering and subsequent listing of units of the Fund, and also in the merger process of the Fund with the Baltic Opportunity Fund — another closed-ended real estate investment fund managed by Northern Horizon Capital. The capital raising and merger were completed simultaneously to allow trading in the units of the restructured fund to start promptly on July 6, 2016. The units were marketed to retail and professional investors in Sweden, to professional investors in certain other European countries under the AIFM Directive regime, and to other types of investor under exemptions available in specific countries where units were marketed. EFSA registered the prospectus for the public offering on June 6, 2016, while the merger was already approved on May 6, 2016 together with establishment of the Fund.
Sorainen reports that it "advised the client throughout the process, including in drafting AIFM internal rules and guidelines, the rules of the contractual fund, the merger decisions and documentation, the prospectus, the listing application, and in discussions and negotiations with the EFSA, Nasdaq Tallinn, and the Estonian Central Securities Depositary." The firm's pan-Baltic team consisted of Estonian Partner Reimo Hammerberg, Estonian Senior Associates Gerd Laub and Jane Eespold, Lithuanian Senior Associate Daiva Liubomirskiene, Estonian Associates Kristina Promet and Kadi Sink, Latvian Associate Martins Rudzitis, and Lithuanian Associate Karina Kuizinaite, among others.
