Halldór Karl Halldórsson

BBA//Fjeldco is happy to have been Icelandic legal advisor of Rapyd Financial Network (2016) Ltd. acquisition of Valitor hf. The deal size has been reported as $100 million and the transaction is expected to close by the end of 2021, subject to regulatory approval.

Rapyd first entered the Icelandic market in 2020 through its acquisition of Korta (now Rapyd Europe hf.) The acquisition of Valitor will provide Rapyd with an expansion of its payment capabilities throughout Europe as Valitor is a well-established payment brand and is considered one of Europe’s leaders in providing both in-store and online payments acceptance solutions as well as card issuing.

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https://www.rapyd.net/company/news/press-releases/rapyd-to-acquire-valitor-expanding-access-to-global-payments/

 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 provided legal advice to Reykjavík Data Center hf. with respect to entry into a design and build agreement with respect to a new high-tech data centre in Reykjavík and financing agreement with Íslandsbanki.

 The transaction also required Reykjavík Data Center hf. to enter into a transmission agreement with Landsnet, the incumbent provider of access to the transmission system in Iceland and entry into a power purchase agreement with Landsvirkjun, the largest operator of hydroelectric power plants in Iceland, pursuant to which Landsvirkjun shall provide electricity to the data centre.

 The power purchase agreement with Landsvirkjun is only the tenth agreement that Landsvirkjun has entered into since its foundation with a customer defined as a power intensive user and one of the first agreements which is certified as a green power purchase agreement, providing Reykjavík Data Center hf. with guarantees of origin, confirming that the purchase electricity derives from renewable energy sources.

BBA//Fjeldco acted as the lead counsel for Arion Bank hf. in complex  financing of Icelandair Hotels.

 The complexity derived essentially from three factors: i) the  transaction is significant by Icelandic financial standards (matter value is classified);  ii) the security provided was multidimensional and involved various complex  assets; and iii) the financing was implemented in correlation with a transaction  which involved a change of ownership of Icelandair Hotels.

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BBA//Fjeldco acted as lead counsel for Arctic Green in a complex negotiation with Sinopec Star in relation to asset restructuring of Sinopec Green Energy, whereas certain geothermal assets were evaluated and injected into Sinopec Green Energy.

The restructuring was part of the continuing process of establishing the world’s largest geothermal district heating company, and the market leader in geothermal district heating in China with an impressive track record of establishing a series of technical milestones including getting the first city in China declared as smog free.

BBA//Fjeldco provided Reykjavík DC with legal advise with respect to i) the entry into a design and build agreement with respect to a new high-tech data center in Reykjavík, with ICT room Company B.V.; ii) the entry into financing agreements with Íslandsbanki hf.; iii) the entry into a transmission agreement with Landsnet, the incumbent provider of access to the transmission system in Iceland; and iii) the entry into a power purchase agreement with Landsvirkjun, the largest operator of hydroelectric power plants in Iceland, pursuant to which Landsvirkjun shall provide electricity to the data center.