636 Norway
Norway
Chamber of commerce: Professional body:
Oslo Handelskammer Norges Juristforbund
PO Box 2874 Kristian Augusts gt 9
Solli 0164 Oslo
0230 Oslo Norway
Norway Tel: +47 22 03 5050
Tel: +47 22 12 94 00 Fax: +47 22 03 5030
Fax: +47 22 12 94 01 Email: njpost@jus.no
Email: mail@chamber.no Web: www.juristforbundet.no
Web: www.oslohandelskammer.no
Legal and regulatory changes to issue OMFs. For smaller banks that where Disclosure regarding new offered structured
not able to participate in the swap arrange- products. The regulations have made sale of
Bernt Olav Steinland and Knut S Endre ments, Norges Bank provided liquidity loans structured products more difficult by posing a
Advokatfirmaet Selmer DA (F-loans) with a fixed interest rate and a two number of new requirements on the financial
Oslo years’ maturity. institutions. When issuing the adoptions,
Kredittilsynet stated that the institutions
The Norwegian financial markets took part in a The Government Bond Fund and the should not sell structured products or other
continuous growth in the first half of 2008, but Government Finance Fund complex products to customers who cannot
experienced quite a few challenges in the sec- In March 2009 the Norwegian Parliament be regarded as professional investors.
ond half of 2008. The collapse of the interna- established the Government Bond Fund and Kredittilsynet also advised the financial institu-
tional interbank and money market demonstrat- the Government Finance Fund with a total cap- tions against offering loan financing when
ed an unexpected vulnerability of Norwegian ital of Nkr100 billion (Nkr50 billion each). selling structured products.
banks which implied steep raise in money mar- The Government Bond Fund’s assets may
ket rates. The Norwegian liquidity reserves were be invested in sight deposits, deposits and Temporary ban on short selling in financial
satisfying, and according to the Norwegian fixed income instruments when the issuer is shares and primary capital certificates
Ministry of Finance the downturn is not expect- domiciled in Norway. 25-65% of the portion In connection with the financial market tur-
ed to be as severe in Norway as in many other of the Fund’s assets that are invested in the moil, Kredittilsynet observed unusual market
industrial countries. However, the financial crisis corporate bond market shall be invested in the movements in some shares quoted on the
raised uncertainty for the future access to liq- banking and finance sector, while 35-75% Oslo Stock Exchange. In a circular issued in
uidity and halted the lending of the banks. shall be invested in other non-financial legal October 2008, Kredittilsynet stated that any
Rumours about governmental measures abroad entities. No investments can be made in loans investment firms and investors making short
made Norwegian institutions worry about com- issued by the central government or munici- sales, covered or uncovered, in shares and pri-
petitive conditions. The financial crisis made palities. A maximum of 10% of the Fund’s mary capital certificates issued by financial
measures from the Norwegian Government assets can be invested in subordinated loans. institutions, would be considered to act in
necessary. The purpose of the Government Finance contravention of the Securities Trading Act
Fund is to contribute Tier 1 capital, on an section 3-9 on prohibition of unreasonable
The financial crisis – Governmental support interim basis, to Norwegian banks in order to business methods.
and measures strengthen the banks and to improve the abil-
Exchange of government securities for covered ity of the banks to maintain ordinary lending Other relevant legal changes
bonds and the Central Bank of Norway’s (Norges activities. The Government Finance Fund Securities funds – Special funds
Bank’s) fixed-rate lending facility (F-loans) may provide capital contributions to In June 2008, the Norwegian Parliament
In October 2008 the Norwegian Parliament Norwegian banks through the acquisition of adopted an amendment to the Norwegian Act
authorised the Ministry of Finance to hybrid Tier 1 securities or Tier 1 preference on Securities Funds, by allowing establish-
exchange government securities for covered capital instruments issued by Norwegian ment of domestic special funds and allowing
bonds (or with collateral in such bonds) for banks or by the parent company of a finance limited marketing of similar foreign funds.
up to Nkr350 billion (€39.1 billion), which group. Acquisitions by the Fund are subject to Special funds will include customary hedge
was administrated by Norges Bank. The swap applications and individual agreements. The fund strategies and will represent a new group
arrangement applied to commercial and sav- final time limit set for the submission of appli- of securities funds through which investors
ings banks, branches of foreign banks and cations for capital contributions is 30 may be offered high risk investment schemes.
credit institutions owned by commercial and September 2009. The amendments also affect the depositary of
savings banks. It mainly covered Norwegian Norwegian securities funds. The amendments
residential mortgage-backed securities and The financial crisis – Legal restrictions are expected to enter into force in 2009.
swap arrangements for up to three years. Kredittilsynet tightens up on structured products
The banks could procure Norwegian cov- In March 2008 The Financial Supervisory Ownership in financial institutions
ered bonds (OMF) either in the market or Authority of Norway (Kredittilsynet) adopted In August 2008, the Norwegian Banking Law
directly from a mortgage company authorised changes to the Regulations on the Duty of Commission suggested amendments to the
www.iflr1000.com 2010 EDITION
Capital markets | Norway 637
provisions in the Financial Institutions Act Norway from the worst excesses of the sub- Thommessen
concerning ownership in connection with prime crisis. “My experiences with Thommessen are very
acquisitions of holdings in financial institu- The public M&A market has remained good. They are my preferred legal advisor,”
tions. The proposed amendments were based relatively strong, so the capital markets are says one client. “They always give full partner
upon EU Directive 2007/44/EC. The amend- working to finance takeovers. Rights issues attention – no associates but direct advice
ments were presented by the Ministry of were an important part of the work available. from the partners. I really appreciate that.”
Finance in April 2009 but has (by May 2009) “Historically the Norwegian capital mar- Thommessen has been active this year,
not yet been adopted. kets are dominated by the magic circle of the with the economic downturn having a min-
traditional big players: Thomessen, imal effect on the firm. Rights offerings pro-
Norwegian saving banks – Primary Capital Wiersholm, Wikborg Rein and BA-HR,” says vided a lot of work for Thommessen, with
Certificates and structural changes one senior lawyer. “Things do not change here the firm acting for the Oslo Børs-listed com-
In January 2009 the Norwegian Banking Law overnight. Even an economic storm hardly pany Norwegian Property in its NKr2.5 bil-
Commission suggested amendments in rela- rocks Norway’s stability.” lion (€283 million) rights offering in June
tion to Primary Capital Certificates (PCCs) 2008.
and Norwegian saving banks’ structure. The A team led by Kim Dobrowen advised
legislative purpose was to provide a mod- BA-HR SAS in its 2009 rights offering, worth almost
ernised regulatory framework for PCCs as “BA-HR is definitely a top firm,” says one SKr6 billion (€570 million). Thommessen
capital instruments and Norwegian saving rival partner. “Traditionally very strong.” advised Nordea Bank during its €2.5 billion
banks’ possibilities for structural changes. The And strong is the right word for the mar- rights offering in early 2009.
amendments were presented by the Ministry ket position of Bugge Arentz-Hansen & The rights offering of Skandinaviska
of Finance to the Norwegian Parliament in Rasmussen (BA-HR). The firm was involved Enskilda Banken (SEB), with a value of €1.5
April 2009, and are expected to be adopted in many big deals and its client roster remains billion, was done by the firm, and it also
and in force from 1 July 2009. impressive. While partner Øyvind Eriksen left advised the Oslo Børs-listed company
the firm in January 2009 to become CEO of NorDiag on its rights offerings in 2008 and
the Aker company, “keep an eye on Robin 2009. Thommessen also acted for Telenor in
Bakken, he is a rising star” says one rival part- its proposed 2009 rights offering but this was
ner. cancelled.
Capital markets In June 2008 JPMorgan, UBS and Nordea “I recommend Anders Arnkævrn, he is
Bank were represented by BA-HR in connec- very good. I see Thommessen almost daily, a
Recommended firms tion with a NKr13.6 billion (€1.54 billion) very active practice,” says one rival partner.
Tier 1 bond issue by Storebrand. Thommessen acted for the underwriters
BA-HR The firm represented a number of compa- in two proposed IPOs. Both Media Norge’s
Thommessen nies within the Aker Group on financing IPO and Gjensidige’s IPO were put on hold
Wiersholm issues, such as American Shipping, Aker at a late stage in 2008, with Hans Cappelen
BioMarine and Aker Floating Production. Arnesen acting for both teams.
Tier 2 BA-HR acted for the Norwegian cruise One client says: “I mostly work with Hans
Schjødt line operator Hurtigruten when it borrowed Cappelen Arnesen. He is hands-on, easy to
Selmer credit to finance four syndicated facilities and approach and very quick in handling ques-
Wikborg Rein two bond issues, valued at NKr5 billion tions.”
(€570 million).
Tier 3 Although the deal was aborted, partner Leading lawyers
Arntzen de Besche Svein Gerhard Simonnæs represented Anders Arnkværn
Steenstrup Stordrange Schibsted when a listing of Media Norge was Hans Cappelen Arnesen
proposed. “I mostly worked with Svein Kim Dobrowen
Norway was unable to escape the global eco- Gerhard Simmonaes,” says one client. “He is
nomic downturn. During the last quarter of an excellent guy.”
2008 and in 2009 there were notably fewer An issue that is still pending is the restruc- Wiersholm
listings and a lower volume of corporate turing of a number of bond issues for The “[I have had] very good experiences [of the
finance activity. “2006 was a top year in the Norwegian Loan Trustee, including NKr6 bil- firm]. It is one of the preferred firms on my
US, 2007 in Europe and 2008 in Norway,” lion (€680 million) of bonds issued by list,” says one client of Wiersholm. “They are
says one senior partner. “Fewer deals are PetroMena. very responsive and quick.” As one of the
closed. There is less work and the nature of “Very positive experiences,” says one largest law firms in Norway, it is no surprise
the work has changed.” client. “They are an absolute top firm. Very Wiersholm has been busy this year.
“Norway was hit a bit later than many other knowledgeable, well educated lawyers, skilled Wiersholm acted in July 2009 for the main
countries,” says one lawyer. “We only saw the and [give a] very good service.” shareholders of Orkla and Hafslund in their
effect following the fall of Lehman [Brothers].” NKr4.5 billion (€510 million) underwritten
“There has not been a single IPO this year,” Leading lawyers rights offering. The firm also advised
says one partner. “Oslo has been the most Finn Myhre JPMorgan Securities and Skandinaviska
active stock exchange this year, after London, Svein Gerhard Simonnæs Enskilda Banken in Norwegian media compa-
with new listings, but not one new IPO.” Terje Sommer ny Schibsted’s €150 million rights offering.
Nevertheless, high oil prices and a relative- The Golden Ocean Group also turned to
ly low exposure of Scandinavian banks to Wiersholm for advice during its €80 million
American real-estate markets protected private placement of shares.
2010 EDITION www.iflr1000.com
638 Norway | Banking and project finance
Wiersholms advised Fondsfinans as man- The loss of partner Einar Greve, who left Banking and project finance
ager on BW Gas’s €691 million private place- in March 2008 to set up his own consultancy
ment. The Norwegian Ministry of Trade and business, and Edvard Cock who started the Recommended firms
Industry was a client during a €538 million new firm Cock Lund & Partnere (CLP), Tier 1
rights issue by SAS, the national airline owned might have contributed to this verdict. BA-HR
by the state. Meanwhile, Cecilie Grue Ruud was made Thommessen
Reservoir Exploration Technology was rep- partner in 2008. Wiersholm
resented by Wiersholm during its €50 mil- This year, Grue Ruud assisted the Wikborg Rein
lion private placement and subsequent rights Norwegian therapeutics company Algeta
offering. The Norwegian Air Shuttle was when it carried out a private placement of Tier 2
advised by partner Andreas Mellbye during its shares in February 2009, raising $35 million. Schjødt
€50 million rights offering. In April 2009, partner Per Anders Sæhle Selmer
“I recommend Erik Thyness, the manag- advised the Norwegian company Wega Vogt & Wiig
ing-partner,” says one rival partner. “He is a Mining on a share-for-share offer by Avocet
good manager and has a lot of experience.” Mining and simultaneous financing of $30 Tier 3
million in equity and convertible loan. Arntzen de Besche
Leading lawyers Wikborg Rein represented Barclays Haavind
Knut Bergo Capital as arranger on StatoilHydro’s $6 bil- Kluge
Sverre Sandvik lion Euro MTN programme. The transaction Simonsen
Erik Thyness was completed in February 2009. Steenstrup Stordrange
Leading lawyers The lending capacity of Norway’s banks has
Selmer Haakon Blaauw decreased significantly since the start of the
“We have been using Selmer and are satisfied Ketil Bøe global financial turmoil. Although Norwegian
with their performance,” says one client. Arne Didrik Kjørnæs financial institutions remain solid compared
“They are to-the-point and pragmatic. Their Per Anders Sæhle to many banks in surrounding countries, it
answers are not forty pages full of theory, but has become much more difficult for the busi-
commercial and practical.” ness sector and private households to obtain
Although the market was relatively quiet, Other ranked firms credit.
Selmer managed to sail through the econom- “We have positive experiences with Arntzen In 2008, the Norwegian government
ic storm impressively. Øivind Amundsen de Besche,” says one client. “I think it’s a pro- approved a NKr350 billion (€40 billion)
joined in June 2008 as a partner, having fessional firm with reasonable prices. They are bond package to help banks improve liquidity
worked as vice-president of corporate affairs efficient and quick.” – an astonishing amount of money for a
with KLP before. This year Hege Dahl has joined the firm as country of just over 4.5 million people. It
Selmer maintains its strong reputation in partner from the legal department of the Oslo confirmed Norway’s position as one of the
equity capital markets work. Two partners Stock Exchange. richest countries in the world with billions of
standout; former head of legal at Oslo Børs, Arntzen de Besche was active for Totens dollars from oil revenues coming in every
Dag Erik Rasmussen, and Lars Knem Sparebank and First Securities when it issued month.
Christie, who is also a former Børs employee. NKr150 million (€17 million) of equity cer- To illustrate their wealth, the Norwegian
The firm was counsel to Fairstar Heavy tificates. Petroleum Geo-Services was repre- Government has set up a Pension Fund, one
Transport during its rights offering and pri- sented by the firm in its issue and listing of of the world’s largest retirement funds worth
vate placement, valued at NKr55 million (€7 $400 million bonds. Arntzen de Besche assist- an approximately NKr1275 billion (€160
million). Global IP Solutions (GIPS) was sim- ed Tiway Oil in its rights issue to Lime Rock billion).
ilarly counselled by Selmer when it listed on Partners. Partner Erlend Bakken acted for Nevertheless, when the price of oil fell
the Oslo Stock Exchange. Selmer also helped Noreco in several bond restructurings. sharply, Norway experienced one of its most
GIPS and Carnegie Securities in a guaranteed “We are using Erlend Bakken,” says one significant economic downturns in history.
rights offering. client. “He is very knowledgeable about our “There is a significant change since the
Elsewhere, CanArgo Energy was represent- business. We always have a good delivery.” summer of 2008,” says one senior lawyer.
ed by Selmer on its guaranteed rights offering, Steenstrup Stordrange expanded signifi- “The banking and finance workload decreased
valued at $24 million. cantly this year by taking over DLA Piper’s immensely. Since the autumn of 2008 the
office in Bergen. Four new partners and a bat- nature of work has changed. Now more dis-
Leading lawyers tery of associates joined the firm in February tressed loans, claims for people in bad struc-
Dag Erik Rasmussen 2009, coming from DLA. tured financial projects, mergers of banks and
The firm acted for Tandberg Data when it corporations [dominate]. Clients feel the
carried out an issuance of shares, worth recession.”
Wikborg Rein NKr125 million (€14.2 million).
Wikborg Rein moves down a tier this year fol-
lowing a general feeling in the market the firm BA-HR
is more comparable to Schjødt and Selmer “You [have] got good firms, and you [have]
than to the tier one firms. “Not in one, but in got very good firms. Their quality is outstand-
tier two,” says one rival partner. “There are ing,” says one rival partner of BA-HR.
some quality differences between the tier one Although the banking sector slowed down
firms and Wikborg Rein.” slightly, BA-HR hardly noticed.
www.iflr1000.com 2010 EDITION
Banking and project finance | Norway 639
“By far the best law firm in Norway. They Hans Haugstad is starting to make a name Clients are positive about Selmer’s head of
do the largest deals and are the best one in for himself in the market. “A rising star,” says banking Einar Grette: “Grette is very good,”
challenging transactions,” says one client. one rival. “Keep an eye on him.” says one client. “A very good lawyer in Norway,
“[They have] very excellent partners. They extremely bright and very knowledgeable.”
have very strong drafting skills and are best at Leading lawyers
managing the banks. They get the execution Hans Haugstad Leading lawyers
done and are very efficient.” Knut Endre
BA-HR had an impressive list of deals this Einar Grette
year. Richard Sjøqvist represented Nordea Wiersholm Bernt Olav Steinland
Bank when it borrowed $2.3 billion to Prosafe “I worked with them many times,” says one
in July 2008. Sjøqvist acted for the Reitan client, “good quality and a dynamic team.”
Group when it arranged its refinancing in This year Wiersholm worked for Dnb Vogt & Wiig
June 2008, valued at NKr5 billion (€570 NOR Bank when it provided a NKr510 mil- “They are very strong in the shipping indus-
million). lion (€60 million) credit facility to Scana try. I actually only see them there,” says one
Sevan Drilling, a subsidiary of Sevan Industrier. DnB NOR Bank was again a client rival partner. “But the quality they deliver in
Marine, was advised by BA-HR in a signifi- when it provided a $300 million exploration that sector is said to be outstanding. For mar-
cant debt issue and bank loan provided by GE financing facility agreement to Aker itime and shipping matters, I would go
Finance. The bond issue was worth approxi- Exploration in May 2009. A third deal involv- straight to them.”
mately NKr1 billion (€113 million) and the ing DnB NOR Bank saw Wiersholm advise Vogt & Wiig traditionally specialises in
loan facility was worth $400 million. on a $583 million secured credit facility pro- shipping and maritime law. It has not been
The firm also acted on two sale and lease- vided to Aker Contracting. affected too much by the credit crisis, because
back transactions for Ship Finance. The first Also in May 2009 Wiersholm represented many of its clients seek the firm for advice on
raised $850 million and the second $1.6 bil- Dresdner Bank on a €500 million facility long-term projects and transactions.
lion. Seadrill and Nordea Bank headed the agreement for German company Q-Cells. Nevertheless, the firm welcomed a huge
syndicate. “Erik Ramm is very pleasant to work with,” new client in low-carrier airline Norwegian
“I worked with Richard Sjøqvist,” says one says one rival partner. Air Shuttle. Vogt & Wiig advised the compa-
client. “He is extremely knowledgeable when “Good guys, they have some experienced ny on the financing and the purchase of 42
it comes to banking, very experienced and people there, like Leif Moltke-Hansen, Erik new Boeing 737-800 airplanes. Partner
always adds sufficient resources to a deal.” Ramm and Per Raustøl,” says one rival part- Anders Monrad led on the $3.1 billion deal.
ner. Furthermore, Vogt & Wiig represents
Leading lawyers Fokus Bank in the negotiating and drafting of
Finn Myhre Leading lawyers loan documentation concerning $55 million
Rolf Johan Ringdal Leif Moltke-Hansen and $45 million term loans to companies in
Richard Sjøqvist Erik Ramm the DSD Group. The firm carried out many
Terje Sommer similar transactions for a number of undis-
closed clients within its Ship Finance group,
Selmer advising on three loans worth $49 million,
Thommessen “A pleasant firm to work with and I think $70 million and $58 million respectively.
“I worked with Thommessen,” says one their fees are reasonable,” says one client. Vogt & Wiig acted for the lender Nordea
client, “a very good firm. They have a large “They are quick so if I have something last- Bank, a huge client of the firm, on a $100
team of specialised people.” Thommessen has minute, I call them.” One of Selmer’s biggest million term loan agreement for Somargas.
managed to battle bravely through the eco- cases this year was acting for Renewable
nomic storm, even though the work in the last Energy Corporation on a NKr6 billion (€685 Leading lawyers
18 months has mainly consisted of focussing million) term loan facility and a guarantee Anders Monrad
on existing deals. facility worth S$1.05 billion (€511 million) Christine Rødsæther
In June 2008 Thommessen worked with from a syndicate of lenders headed by DnB
Storebrand on the issuance of NKr3.5 billion NOR Bank.
(€400 million) in subordinated bonds. This Selmer represented Think Global, a Other ranked firms
followed on from a €600 million bridge facil- Norwegian electric vehicle manufacturer, and “Arntzen de Besche is small but has some
ity provided to the company by JPMorgan subsidiary Think Technology in securing good clients,” says a rival partner. “It is prob-
and UBS. financing worth NKr40 million (€4.5 mil- ably the firm for the oil and energy market.”
Partner Sverre Tyrhaug worked on this deal lion) during debt settlement proceedings Arntzen’s banking section, led by partner Paul
and is respected by clients. “Tyrhaug is very against both companies. Sveinsson, worked on a number of high-pro-
good, very dedicated and a fairly young Partner Knut Endre is advising the savings file cases this year.
lawyer,” says one client “He is a shipping and bank Sandnes Sparebank on setting up the The firm assisted Norwegian Energy
off-shore expert.” mortgage company SSB Boligkreditt. The Company (Noreco) during a loan agreement
Thommessen assisted a syndicate led by Ministry of Trade and Industry turned to to increase its reserve lending facility to $325
DnB NOR Bank on an $800 million credit Selmer for advice on the crisis at million. The firm acted for Petroleum Geo-
facility for Seadrill X for the construction of Eksportfinans, the Norwegian export credit Services (PGS) when it had its credit facilities
two drilling units. The same syndicate was institution for export financing, when it faced for daughter companies Arrow Seismic repaid,
represented by Thommessen in relation to a severe funding problems. Eksportfinans sub- amended and restated.
$775 million credit facility for Aker sequently received capital through a govern- The banking team represented Q-Cells, a
Drilling. ment scheme. developer and manufacturer of solar cells,
2010 EDITION www.iflr1000.com
640 Norway | Mergers and acquisitions
when its credit facility was refinanced for most important practice areas and some firms The firm assisted Microsoft when it
€750 million by Dresdner Bank and have recognised the need to make changes acquired the Norwegian-listed company Fast
Citibank. within their departments. Search and Transfer for €718 million in July
Citibank, BNP Paribas and Barclays were “We have moved people internally. Most 2008. The company STX Europe was repre-
represented by partner Geir Evenshaug in a work is focussed on refinancing and interna- sented in March 2008 by partners Baard Bale
$500 million term loan facility for Yara tional restructuring,” says one lawyer. and Hans Cappelen Arnesen on its acquisi-
International. However, cautiously, lawyers are starting to tion of Aker Yards, a Norwegian-listed com-
“Their banking section is not very visible make positive predictions. “The first half of pany, for NKr4.3 billion (€490 million).
and relatively small, but from time to time this year was very slow,” says one lawyer. “But A team from Thommessen acted for the
they do pick up some interesting cases,” says a we see activity picking up again. Major new German oil and gas company Wintershall
rival partner about Steenstrup Stordrange. “I assignments are coming up, mostly acquisi- Holding when it acquired the Norwegian oil
think they made a good move getting Erik tions.” company Revus Energy in February 2009 for
Myhr Nilsen on board.” NKr5 billion (€570 million).
Partner Myhr Nilsen joined in February In December 2008, the firm was counsel
2009, when Arntzen de Besche took over the BA-HR to Austevoll Seafoods when it bought a large
DLA Piper office in the Norwegian city of “I worked with BA-HR and my experiences number of shares in Lerøy Seafood, making
Bergen. Together with Per Morten are very positive,” says one client. “Their qual- Austevoll the majority shareholder with a
Christiansen, the head of the department, he ity standards are extremely high and their ser- 75% stake. Lerøy is valued at NKr3.2 billion
is the face of Arntzen de Besche’s banking vice is very pleasant. They are responsive, effi- (€365 million).
practice. cient and have a good feeling for what the “I recommend Anders Arnkværn,” says
This year Arntzen’s biggest case saw Erik client needs and wants. I would definitely use one rival partner. “He is very good and has a
Myhr Nilsen advise PetroMena on a loan them again.” lot of experience with big deals.”
agreement worth $600 million from Lloyds BA-HR is one of the few firms that man-
Bank. aged to keep its M&A department busy Leading lawyers
recently. Although banking partner Øyvind Anders Arnkværn
Mergers and acquisitions Eriksen left in January 2009 to become CEO Baard Bale
at the company Aker, the firm still worked Hans Cappelen Arnesen
Recommended firms some impressive deals.
Tier 1 BA-HR acted for the French company
BA-HR CGGVeritas when it bought Wavefield Inesis, Wiersholm
Thommessen a seismic research company, for NKr2.1 bil- “I have very positive experiences with
Wiersholm lion (€240 million) in the winter of 2008. Wiersholm,” says one client. “They are very
Partner Robin Bakken acted for JPMorgan skilled, strong on the legal side and efficient. I
Tier 2 and Chinese Oilfield Services (COSL) on its am very happy with their service.” Wiersholm
Schjødt purchase of Awilco Offshore sold itself in late can look back on a busy year with a large
Selmer 2008 for $2.5 billion. number of big deals in the pipeline.
Wikborg Rein Schibsted was advised by partner Svein October 2008 was a busy month. The firm
Gerhard Simonnæs during its merger with acted for Orkla and Kverva when they bought
Tier 3 Media Norge, and on Media Norge’s subse- the company Pharmaq, it represented Klépierre
Arntzen de Besche quent listing on the Oslo Børs. The and ABP Pension Fund when they acquired
Cock Lund & Partnere Norwegian government was also a client in Steen & Strøm. Nord Pool was a client when
Steenstrup Stordrange January 2009 when it sold its 50% stake in the company OMX bought shares in Nord
Vogt & Wiig BaneTele, a fibre optic network company, to Pool Clearing and Nord Pool Consulting.
Bredbåndsalliansen. Eramet was advised by Wiersholm when it
“Since the summer of 2008 there is a signifi- “BA-HR is a good, active firm,” says one took over Tinfos in May 2009, and the firm
cant downturn,” says one senior lawyer. “At was counsel to the Herkules Private Equity
rival partner. “I see them all the time and it is
the moment there are not many deals, the challenging to find them on the other side of Fund when it bought Kraft’s salted snack divi-
high activity of last year is gone.” Just like the table.” sion in Norway in October 2008.
most countries, Norway’s M&A market has When Revus Energy was sold to
been hit hard by the economic storm. It has Leading lawyers Wintershall Holding, for NKr5 billion (€570
not come to a complete standstill, but it defi- Bjørn Gabriel Reed million) in February 2009 Wiersholm advised
nitely has calmed down significantly. Svein Gerhard Simonnæs Revus Energy during the takeover.
Ever since the economic turmoil reached Managing-partner Erik Thyness had
Norway in the autumn of 2008, it has faced a Emerson Electric as a client when it acquired
number of problems. The country certainly Thommessen all the outstanding shares in the company
did not benefit from the tumbling oil prices as “I worked with Thommessen a few times,” Roxar. One client says about Thyness: “My
well as falling shipping rates. says one client. “I think they are skilled, to- main contact is Erik Thyness. He is business
“The market pretty much dried up,” says a the-point and very efficient. Absolutely one of minded and very reliable.”
senior partner. “Lots of transactions in the the top firms for mergers. They know what
planning [stage], but not much are happen- they are doing and have a lot of experience.” Leading lawyers
ing.” The beginning of 2009 saw a shift in Thommessen can look back on a productive Jarle Kvam
work: restructuring, refinancing, renegotiat- year where it attracted some big clients and Nils Thommessen
ing contracts and labour law have become the worked some immense deals. Erik Thyness
www.iflr1000.com 2010 EDITION
Mergers and acquisitions | Norway 641
Selmer DOF Subsea, which is listed on the Oslo The French company CGGVeritas was
“My experiences with Selmer are positive. Børs. represented by Steenstrup Stordrange when
They are very well organised and resourced. they bought all the shares in the Norwegian
Their service is really good.” Leading lawyers company Wavefield Inseis, listed on the Oslo
Selmer moves back down a tier due to a gen- Ketil Bøe Stock Exchange.
eral consensus in the market that Selmer’s peers The deal, worth €235 million, was
are in the second tier rather than in tier one. finalised in February 2009. The firm also
“Because of their volume, and the tier one Other ranked firms acted in a few minor transactions like the
firms are bigger with a slightly better quality,” “I must say I am very positive because they are demerger and sale of Tomato to Ementor and
says one rival partner. “Selmer should be com- quick responders and give good advice,” says Acnor’s sale of Waterfront Properties to
pared to Wikborg Rein when it comes to one client of Arntzen de Besche. “They take Avantor.
M&A.” initiative and responsibility of the progress in
This year, the firm acted for the unclosed cases.”
Norwegian Ministry of Finance and the Hege Dahl, an experienced lawyer who
Ministry of Trade and Industry when it nego- used to work for the Oslo Stock Exchange,
tiated and drafted contracts with strengthened the team in January 2009.
StatoilHydro, because the government In early 2009 Arntzen de Besche acted for
increased its ownership with 5% and is now M-I Swaco, a hydrocarbon exploration and
majority shareholder with 67%. production supplier, when it took over the
Selmer was counsel to Norum Russia WellSweep technology and WellSweep mag-
Carry, DnB NOR Bank, Sitra Management nets daughter companies of Innovar
and Norum Russia Management when the Engineering for almost NKr80 million (€9
private-equity house Norum was sold for an million).
undisclosed amount to CapMan. The deal The firm was counsel to Storm Capital
was done in April 2009. Management when it bought a majority stake
“Selmer has a decent practice,” says one in E-Star Property, and the name was changed
rival partner. “It’s not that big but they do to Storm Real Estate Fund. The value was not
some interesting cases now and then. They disclosed.
have some very skilled people. Dag Erik Another big client this year is the
Rasmussen is an excellent lawyer.” Norwegian Energy Company, which the firm
represented in its attempt to merge with Det
Leading lawyers Norske Oljeselskap in February 2009. At the
Are Herrem time of writing the case is still pending, but if
Dag Erik Rasmussen successful it will become one of the biggest
companies on the Oslo Børs.
New in this year’s rankings is Cock Lund
Wikborg Rein & Partnere (CLP). The firm, whose founders
“I worked with Wikborg Rein,” says one came from BA-HR and Wikborg Rein, spe-
client. “I think it is a very pleasant firm to cialise in private equity and is particularly
work with. Their service is very satisfying and respected by colleagues.
the delivery has always been good.” “If it was up to me, CLP should be in tier
Wikborg Rein has not too much to com- three,” says one rival partner. “It is the best
plain about. The firm is prospering and is place for private equity; that is what they
received positively in the market. “They are focus on.”
up and coming. Compared to a few years ago CLP represented Agder Energi
Wikborg Rein has become more of a player Venture/NetNordic in March 2009 when it
which matters than it used to be,” says one took over the fixed telephone line division of
rival partner. “They have a strong focus on Network Norway for an undisclosed amount.
Russia. I think a lot of their clients come from Partners Edvard Cock and Lars Gunnar
there.” Aas advised the company Validus, a retail and
Line Ravlo-Losvik was made partner in wholesale giant, when it established a NKr1
January 2009 and partner Leif Petter Madsen billion (€113 million) joint-venture with
strengthened the M&A group in October Sunkost Invest.
2008 after having worked in the restructuring SpareBank 1 Gruppen and their daughter
and insolvency section. company SpareBank 1 Skadeforsikring were
Wikborg represented Inceptum 70 when it clients when it sold a stake in the Danish
bought the Estatia Group of companies, spe- insurance company Alka Forsikring for
cialised in the leisure and spa industry, for an NKr140 million (€16 million) in December
estimated NKr2 billion (€227 million) in 2008.
December 2008. The size of Steenstrup Stordrange
Another big deal was when Wikborg’s increased significantly this year, when the firm
client First Reserve, together with the compa- took over the office of DLA Piper in Bergen
ny DOF, made an offer for all the shares in and welcomed four new partners.
2010 EDITION www.iflr1000.com