Estonia clears four investors to take joint control of MCF Group Estonia

CEE M&A Monitor

Data centres Estonia Joint control — cleared 15 Sep 2026

Estonia clears four investors to take joint control of MCF Group Estonia

Estonia's Competition Authority cleared on 15 September 2026 the concentration by which Greenergy Data Centers OÜ, UG Investments OÜ, Eye Tracking OÜ and OveCap OÜ acquire joint control over MCF Group Estonia OÜ. The decision traces a chain of agreements: on 22 June 2026 Tensor Genesis OÜ, Greenergy Data Centers, MCF Group Estonia and Tensor Aurora OÜ signed an investment agreement, and on the same day Greenergy Data Centers, Tensor Genesis and MCF Group Estonia signed a shareholders' agreement, under which Greenergy Data Centers, Eye Tracking and OveCap already held joint control before this concentration. Further investment and shareholders' agreements followed on 30 June and 11 August between Tensor Aurora, UG Investments and Tensor Genesis. Once UG Investments converts its convertible loan into a stake in Tensor Genesis and the additional holding is registered in the commercial register, UG Investments will also be able to significantly influence strategic decisions at MCF Group Estonia. The notification was filed on 28 August 2026 and no interested parties submitted views or objections.

Our take Read the chronology, because it shows how control actually arrives. There is no single purchase here. There is an investment agreement, a shareholders' agreement, a second investment agreement, a convertible loan, and a conversion that has not yet been registered — and control shifts across those steps rather than at one signing. Estonian law required a filing at the point where one more investor gained real influence over strategic decisions, not when money first changed hands. Owners who take in investors in stages should understand that the same logic applies to them: a convertible instrument is a future change of control, and the governance rights attached to it can trigger obligations long before anyone thinks of the company as sold. Worth watching the sector too — data centre capacity is one of the few areas in the Baltics currently attracting layered equity structures of this kind.

Source: Konkurentsiamet — otsus 15.09.2026 nr 5-5/2026-033 (PDF) →Konkurentsiamet — koondumise teated ja otsused →

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