Sigvaldi Fannar Jónsson

BBA//Fjeldco provided legal advice to  KfW-IPEX BANK GmbH (Specialist financier for the German and European export industry and project finance) in the financial restructuring of (up to) USD 194M project finance facilities agreement relating to PCC BakkiSilicon hf., a state of the art silicon metal plant in Iceland that is 100% operated with renewable energy (hydro- and geothermal power), providing silicon metal to the chemical industry and in the production of high-strength aluminium alloys for the automotive industry. The restructuring involved inter alia that the creditors of PCC BakkiSilicon hf. converted part of their loans into equity subject to new funds from PCC BakkiSilicon hf. being injected. Apart from being a large complex and international financial restructuring, KfW IPEX Bank GmbH will convert part of its senior debt into an Icelandic law non-call perpetual subordinated securities (hybrid bond) which has not been done in Iceland before to the best of our knowledge.

The software company DineOut recently secured funding from SaltPay with SaltPay becoming a shareholder in the company. The company offers restaurant and food ordering systems, checkout systems, website creations and automatic payments with QR codes. DineOut is planning to use the funding to strengthen its position in Iceland and expand its services outside of Iceland.

BBA//Fjeldco attorneys Ásgeir Á. Ragnarsson,Sigvaldi Fannar Jónsson, Brynjar Freyr Garðarsson og Ragnar Snær Kærnested provided DineOut with legal advice in relation to Salt Pay’s investment in DineOut.

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BBA//Fjeldco advised Icelandic State Financial Investments (ISFI) and Íslandsbanki hf. relation to the IPO, which is the largest IPO in history of Iceland and the largest European bank IPO since 2018.

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Prior to the IPO Íslandsbanki was wholly owned by ISFI, on behalf of the Treasury of Iceland. ISFI will hold 65% of the share capital of Íslandsbanki hf. following the offering, assuming full exercise of the overallotment option.

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The team was led by partner Einar Baldvin Árnason, partner Bjarney Anna Bjarnadóttir, senior associate Sara Rut Sigurjónsdóttir, associate Sigvaldi Fannar Jónsson and partner Kári Ólafsson.

BBA//Fjeldco gave advice to the structure and timing of the takeover bid, granted advice with regards to regulatory and competition matters, as well advising to the capital structure of Strengur hf. (Bidco). Furthermore BBA//Fjeldco held negotiations and covered documentation with financing parties.

 BBA//Fjeldco acted as the legal advisors for the merging entites, i.e. TM hf., Kvika banki hf. and Lykill fjármögnun hf. throughout the merger process, which covered all aspects of the deal, including but not limited to drafting of transaction documents, due diligence, competition matters, tax matters, regulatory issues in relation to the Financial Supervisory Authority and NASDAQ OMX Iceland. This is by far the largest and most high profile merger in Iceland in recent years,involving three different types of financial undertakings, an insurance company (TM hf.), a commercial bank (Kvika banki hf.) and a leasing company (Lykill fjármögnun hf.).

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BBA//Fjeldco provided legal advice to Langisjór ehf. with regards the Langisjór´s acquisition of all shares in Alma íbúðafélag hf. including legal and tax due diligence, negotiating and drafting the share purchase agreement and financing.

Alma íbúðafélag hf. is one of the countries´ largest real estate company which owns and operates over 1100 residential apartments located at the capital area and all around the country. Langisjór ehf. is the parent company of various companies in the food productions and distribution sector including Mata hf., Matfugl ehf., Síld og fiskur ehf., and the investment company Brimgarðar ehf.

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BBA//Fjeldco acted as lead counsel for KEA, one of the largest hotel operators in Iceland, and its principal shareholders in the restructuring of KEA. This entailed detailed assessment of the position, negotiation with landlords and key creditors and multi-layered documentation to document this voluntary restructuring.

This was the first large restructuring which resulted from the impact of Covid-19, which added uncertainty on the counterparties assessment on the position and feedback on the restructuring proposals. As KEA is a large hotel operator, the counterparties were numerous and of different nature which complicated the process significantly.

In December 2020 the Norwegian company View Software acquired the Icelandic software company MainManager. View Software is a leading software company with solutions within industrial maintenance and management, operation and maintenance (FDV)of real estate. With the acquisition, View Software will expand their customer portfolio to eight countries and open offices in Reykjavik and Copenhagen.

BBA//Fjeldco’s attorneys Halldór Karl Halldórsson, Tómas Magnús Þórhallsson and Sigvaldi Fannar Jónsson assisted and provided View Software with legal advice in the acquisition.

See further information on https://www.viewsoftware.com/blogg/view-software-acquires-mainmanager-and-expands-to-eight-countries

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BBA//Fjeldco acted as the lead counsel of Arctic Green Energy in the debt refinancing of the company and subsidiaries which resulted in the outstanding obligations towards the Asian Development Bank being repaid in full.

Thetransaction was multi-jurisdictional and included refinancing of existing debt,new debt being provided and equity instrument being issued.

BBA//Fjeldco acted as Legal Adviser to Morgan Stanley, CitiBank,  Lloyds Banking Group, HSBC, RW Baird NASDAQ, Shanghai International Exchange  and others in relation to BREXIT and other financial regulatory matters.

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