Mergers & Acquisitions

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Involved in most of the leading M&A deals in the Netherlands

We provide services to a range of corporate clients and financial institutions on a broad spectrum of corporate and commercial matters. In addition to its mainstream mergers and acquisitions capability, our expertise encompasses private equity, corporate structures and reorganisations as well as corporate litigation.

We advise on public and private and public-to-private takeovers, private equity, acquisition finance, and acquisitions and divestments of major Dutch and international corporates and financial institutions active in the Netherlands.

Our legal advice focuses on achieving practical solutions when drafting and negotiating various forms of takeover and joint venture contracts, and undertaking merger control filings while coordinating global in-house and local counsel.

We continue to manage multi-jurisdictional acquisitions and divestments and we maintain strong working relationships with the leading firms in the United States, Asia and Europe.


Recent Matters

8 November 2022

Infinite Electronics to acquire Cable Connectivity Group from TKH and Torqx Capital Partners

De Brauw acted as co-counsel together with U.S. firm Cleary Gottlieb Steen & Hamilton for Infinite Electronics, Inc. (Infinite Electronics) in its acquisition of the Cable Connectivity Group (CCG).Infinite Electronics, a leading global supplier of electronic components serving the needs of customers through a family of highly recognized and trusted brands, has announced on 8 November 2022 that it signed a definitive agreement to acquire Cable Connectivity Group (CCG) from Torqx Capital Partners (Torqx) and TKH Group NV (TKH). The transaction is subject to customary regulatory approval and is expected to close in Q1 2023.CCG is a leader in the production, distribution and assembly of specialty cables and cable connectivity solutions. The company operates across Europe with offices and production and distribution facilities in the Netherlands, Belgium, Germany, Poland, Italy and China. CCG is comprised of the following brands: Jobarco, Pantaflex, Capable, TKD, ConCab, Schrade Kabeltechnik and KC Industrie. CCG has a global customer base across industrial and electronics end-markets.
27 October 2022

De Brauw advises AEGON on the combination of its Dutch operations with a.s.r.

De Brauw advised AEGON, a leading multinational life insurance, pensions and asset management company, on the combination of its Dutch operations with a.s.r., a leading Dutch insurance group. The deal is valued at EUR 4.9 billion. In connection with the transaction, AEGON and a.s.r. have agreed certain arrangements regarding the provision of asset management services by AEGON for the enlarged a.s.r. group and AEGON's governance rights in a.s.r., including the right to nominate initially two members to the supervisory board with one such supervisory board member having an affirmative vote for certain resolutions, including dilutive transactions and material M&A.The deal signifies a transformative transaction for both AEGON and a.s.r., creating a champion in the Dutch pension, life, and non-life insurance markets.
22 October 2022

Athora Netherlands to acquire WTW's PPI in the Netherlands

De Brauw is advising Athora Netherlands on the acquisition of WTW's premium pension institution (PPI) in the Netherlands. The parties announced on 18 October 2022 that they have agreed on Athora Netherlands' takeover of the PPI. The transaction is expected to close early 2023, subject to regulatory approvals and the consultation of employee representative bodies. After the closing of the transaction, the PPI will become an integrated part of Athora Netherlands' market leading Zwitserleven PPI. The combined scale and capability will provide the opportunity for greater innovation and enhanced services for clients and members.

'Extremely smart and commercially-minded lawyers who understand how to get cross-border deals done'.... another client commends the firm as the 'best overall law firm in the Netherlands', particularly praising the team's 'strong combination of flawless legal execution with a strong commercial and business mindset'.

Chambers Europe2021

Insights

25 July 2022

EU foreign subsidy control regime on the horizon: co-legislatures reach agreement

The European Parliament and Council of the EU have agreed on a draft text for the upcoming Foreign Subsidies Regulation (FSR). The FSR is intended to fix a regulatory asymmetry: state aid granted by EU member states is subject to strict checks, but there is no equivalent scrutiny of financial contributions by third countries to companies active in the EU. The FSR will make M&A deals or public procurement bids fuelled by foreign financial contributions notifiable to the European Commission if they meet certain thresholds. Notified M&A deals will remain suspended, and procurement contracts cannot be awarded, until there is a clearance decision from the Commission. Even when the notification thresholds are not met, the Commission might "call in" M&A deals before their implementation or bids before the award of the public contract. Under a general market investigation power, the Commission may also review implemented concentrations or awarded public contracts. In practice, this means dealmakers will have to navigate a variety of regimes and jurisdictions as an M&A deal could be subject to national or EU merger control, national security/foreign direct investment (FDI) control, and now also, EU foreign subsidy control.
19 April 2022

Dutch lower house adopts foreign direct investment control regime

On 19 April 2022, the lower house of parliament adopted a bill introducing a national security control regime for investment screening in the Netherlands. Once in force, the screening regime will apply to all qualifying investments made after 8 September 2020. This means that the legislation may affect recently concluded and currently ongoing transactions. The screening mechanism will apply to investments in undertakings active in vital processes or sensitive technology. In a previous article we outlined the investment control regime envisaged under the bill. The exact material scope has been debated in parliament and will be laid down in ministerial orders later this year. The government has made clear that it expects the bill to come into force by the end of 2022.
17 December 2021

Lennard Keijzer wins best M&A lawyer award during the M&A awards 2021

We are proud to announce that in this year's M&A awards Lennard Keijzer has won the award for best M&A lawyer. Lennard has been partner at De Brauw since 2017. His track record over the course of 2021 contains high-profile matters such as advising Deutsche Telekom on the sale of T-Mobile Netherlands, Advent International on the sale of Unit4, and the Kloosterboer family on the sale of the Kloosterboer Group.