On December 31, 2025, Qvantel Oy (“Qvantel”), a Helsinki-based global provider of digital BSS and telecom monetization solutions, completed its acquisition of Optiva Inc. (“Optiva”), a Toronto-headquartered provider of cloud-native charging and agentic AI-powered BSS solutions. The transaction was implemented by way of a statutory plan of arrangement under the Canada Business Corporations Act. Under the arrangement, Qvantel acquired all of the issued and outstanding common shares of Optiva for cash consideration of $0.25 per share, and all of Optiva's outstanding 9.75 percent senior secured payment-in-kind toggle notes were cancelled in exchange for a combination of Qvantel shares, new notes, warrants, and potential cash payments to the noteholders.
The arrangement agreement was signed on September 26, 2025, and Optiva's shareholders and PIK noteholders approved the transaction on November 27, 2025, followed by final substantive court approval from the Ontario Superior Court of Justice on December 2, 2025. Optiva's common shares were subsequently delisted from the Toronto Stock Exchange and Optiva is expected to cease to be a reporting issuer in Canada. The combined company now serves more than 70 telecom operators in over 40 countries and is supported by a global workforce of more than 1,000 specialists across 30 locations. Robert Stabile, formerly Chairman and CEO of Optiva, continues with the combined business, which has already announced four new operator wins in the three months surrounding closing, including a multi-country group deployment across APAC, the Americas, and Europe powered by Qvantel Flex and the Optiva Charging Engine.
BLG acted as Canadian counsel to Qvantel, with a team led by Joe Zed and Tim McCormick that included Stefan Timms, Jennifer Jiang, Jessica Schuldhaus, Akaash Viswanathan, and Matthew Shuman (M&A/Securities); Eric Boehm (IP/Tech); Steve Suarez (Tax); Sam Babe (Financial Services); Denes Rothschild and Mohit Sethi (Competition/Foreign Investment); Zev Smith (Litigation); and Sammi Cloth and Joshua Lewis (Articling). Eversheds Sutherland (International) LLP also acted as legal advisor to Qvantel.
Bennett Jones LLP acted as legal advisor to the special committee of Optiva's board and to Optiva, with a team led by Kris Hanc (M&A) and includes Yohanna Laurensia, Jesse Fontaine and Michelle Galati (M&A), Phil Ward (Tax), David Rotchtin, Daniel Tessaro and Kalkidan Legesse (Financial Services), Talia Bregman (Employment) and Matt Flynn (Information Technology).
Borenius Attorneys Ltd. acted as Finnish counsel to Optiva, with a team led by Janko Lindros, Niina Nuottimäki, and Juho Keinänen, and Holland & Knight LLP acted as U.S. counsel to the special committee and Optiva. Raymond James acted as financial advisor and fairness opinion provider to the special committee and Optiva.
