Jon Termonen's practice focuses on corporate and financial transactions, including capital market transactions as well as mergers and acquisitions. His recent capital markets work has been in international equity and debt capital market transactions of Finnish and other Nordic companies. His experience also includes assisting private equity firms and industrial clients in their cross-border M&A transactions in Finland.
Jon joined White & Case in 2014 after his graduation from law school.
Faculty of Law
Metso's combination of Metso Minerals and Outotec, 2019
Advising Metso Corporation, a world-leading industrial company offering equipment and services for the sustainable processing and flow of natural resources in the mining, aggregates, recycling and process industries, on the combination of Metso Minerals and Outotec Oyj under the name Metso Outotec, with the remainder of Metso, Metso Flow Control, becoming an independent separately listed company under the name Neles. The combination will be implemented through a partial demerger of Metso, in which all assets and liabilities of Metso that relate to Metso Minerals will transfer to Outotec in exchange for shares in Outotec to be issued to Metso shareholders. The combined company had illustrative combined sales of €3.9 billion in 2018 and approximately 15,600 employees and will maintain its listing on Nasdaq Helsinki.
Amer Sports Corporation's €4.6 billion voluntary recommended cash tender offer made by Mascot Bidco Oy, 2019
Representation of Amer Sports Corporation, a sporting goods company with internationally recognized brands, on the €4.6 billion voluntary recommended cash tender offer made by Mascot Bidco Oy, owned by investor consortium of ANTA Sports Products Limited, FountainVest Partners, Anamered Investments (an investment vehicle owned by Mr. Chip Wilson, the founder of Lululemon) and Tencent (investing through a FountainVest Fund), for all the issued and outstanding shares in Amer Sports Corporation. The shares tendered during the offer period, including the subsequent offer period, represent approximately 98.1 percent of all issued and outstanding shares and votes in Amer Sports Corporation. The transaction is the largest ever cash public tender offer for a Finnish listed company.
ÅF €611 Million Tender Offer for Pöyry Shares 2019
Representation of ÅF AB in its €611 million recommended public cash tender offer for all issued and outstanding shares in Pöyry PLC. Together with the shares acquired by ÅF through market purchases, the shares tendered during the offer period, including the subsequent offer period, represent approximately 99.3 percent of all the issued and outstanding shares and voting rights in Pöyry. ÅF is an engineering and design company within the fields of energy, industry and infrastructure, based in Europe and operating globally with net sales in 2018 of SEK 13,975 million. Pöyry is an international consulting and engineering company serving clients across power generation, transmission and distribution, forest industry, biorefining & chemicals, mining and metals, infrastructure and water and environment.
Adevinta IPO/Demerger 2019
Representation of J.P. Morgan and Skandinaviska Enskilda Banken as joint global coordinators and joint bookrunners and Arctic Securities as joint bookrunner and financial advisor to Tinius Trust in the initial public offering and listing on the Oslo Stock Exchange of the shares in Adevinta ASA, a global online classifieds company with generalist, real estate, cars, jobs and other internet marketplaces in 16 countries.
Nordea Re-domiciliation 2018
Representation of Nordea Bank AB (publ) and Nordea Bank Abp on the merger prospectus and listing processes related to Nordea Bank Abp shares, and the establishment of a new American Depositary Receipt (ADR) program for Nordea Bank Abp, in each case in connection with the re-domiciliation of the parent company of the Nordea Group from Sweden to Finland. We also provided extensive corporate, securities and bank regulatory advice to Nordea in connection with the re-domiciliation, which was undertaken by Nordea to move the corporate headquarters of the Nordea Group to Finland. The re-domiciliation was carried out through a cross-border reversed merger through which the previous Swedish parent company of the Nordea Group, Nordea Bank AB (publ), was merged into Nordea Bank Abp, a newly established Finnish subsidiary of Nordea Bank AB (publ). As part of the re-domiciliation, the shareholders of Nordea Bank AB (publ) received as merger consideration shares of Nordea Bank Abp that, following the approval in Finland of the related merger prospectus that was passported with the help of local White & Case offices to five other countries in Europe, were admitted to listing on Nasdaq Helsinki, Nasdaq Stockholm and Nasdaq Copenhagen as of October 1, 2018, the completion date of the re-domiciliation. In connection with the re-domiciliation, Nordea Bank Abp also established a level 1 sponsored ADR program for its shares with Deutsche Bank Trust Company Americas acting as the depositary. This ADR program is a successor to the corresponding ADR program of Nordea Bank AB (publ).
Kojamo IPO 2018
Representation of Goldman Sachs, J.P. Morgan and Nordea Bank as the joint global coordinators and joint bookrunners and OP Corporate Bank as the joint bookrunner in the initial public offering and listing on Nasdaq Helsinki of the shares in Kojamo plc, the largest private residential real estate company in Finland measured by fair value of investment properties.
Rovio €437 million IPO, 2017
Representation of Carnegie and Danske Bank, as joint global coordinators, and Deutsche Bank and OP, as joint bookrunners, in connection with Rovio Entertainment Corporation’s IPO and listing on Nasdaq Helsinki.
Ahlstrom-Munksjö €250 million notes offering and cash tender offer, 2017
Representation of Ahlstrom-Munksjö Oyj on its issue of €250 million notes due 2022 and its related cash tender offer to the holders of its existing €100 million notes due 2019.
Kamux €119 million IPO, 2017
Representation of Kamux Corporation and its selling shareholder, Intera Fund II Ky, on the IPO and Nasdaq Helsinki listing of the shares in Kamux.
Motherson Sumi Systems €571 million tender offer for PKC, 2017
Representation of Motherson Sumi Systems Ltd. on its €571 million voluntary recommended public tender offer for all shares and stock options in PKC Group Plc.
Danske Bank US$10 billion US MTN program, 2015 – 2019
Representation of Danske Bank A/S on its US medium-term note program, including various notes issuances thereunder.