Restructuring & Insolvency

Ferdinand Hengst
Reinout Vriesendorp
Niek Biegman
+ 33 other experts

When reputation is at risk and creative and effective solutions are urgently needed

... we are uniquely positioned to assist.

Our lawyers have been key to the restructuring of the Dutch Retail Icon, HEMA; the rescue attempts of various financial institutions; extensive litigation resulting from Russian Yukos Bankruptcy; and finance vehicles (Spanish Isolux Group, Brazilian OI, Indian Jet airways). All these matters were front-page news in both the national and international press.

We advise financial institutions, multinational companies, private equity investors and management, on all types of restructuring or insolvency-related issues with the benefit of the expertise within the firm, be that in Litigation, Corporate Governance, Regulatory, Distressed M&A, Tax, IP, and/or Employment. We are frequently involved in international and multijurisdictional transactions and litigation proceedings, and we occasionally accept appointments by foreign courts to act as special counsel or an expert in foreign proceedings.

We are the oldest Dutch law firm to be a member of the INSOL International Group of Thirty-Six (G36). Member firms of this select body provide significant ongoing financial support to INSOL, enabling INSOL to carry out its collaboration with major projects. Aside from handling individual matters, our insolvency team is also heavily involved in making recommendations on bills submitted by the Dutch government, notably the Dutch Scheme (WHOA).


Recent Matters

21 October 2020

Debt restructuring HEMA successfully completed

De Brauw Blackstone Westbroek advises on the successful restructuring of HEMA's capital structure. De Brauw advised HEMA on the implementation of a complex and multi-jurisdictional debt restructuring and recapitalisation process. This process was successfully completed on 19 October 2020. As a result, HEMA's existing bond debt of €750 million was more than halved to €300 million and its liquidity position greatly improved with an additional bond financing of €42 million. With a solid balance sheet and a profitable operation, HEMA can now fully concentrate on its future. De Brauw and HEMA have been working on the restructuring of HEMA's capital structure since 2019. On 15 June 2020, after extensive negotiations, HEMA reached an agreement with its banks and a group of noteholders holding approximately 62% of the €600 million senior secured notes and more than 50% of the €150 million senior notes, to reduce its debt in a controlled manner to safeguard the future of the company. The restructuring was implemented through court proceedings in three jurisdictions: a scheme of arrangement in England, a Chapter 15 proceeding in the United States and security enforcement proceedings in the Netherlands. The recapitalisation was achieved through a number of debt-for-equity swaps. The existing debt structure, including NY law and UK law governed publicly traded notes and bank financing, added particular complexity to the transaction. The transaction required a multi-expertise and cross-jurisdictional approach. De Brauw worked with counsel in the Netherlands, the United Kingdom, the United States, Belgium and Luxembourg. Involved practice groups included finance & restructuring, corporate advisory, capital markets, competition, employment and employment benefits, tax, M&A and financial regulatory. As lead counsel, De Brauw worked as part of an integrated team with Slaughter and May and Cravath, Swaine & Moore. Goldman Sachs International acted as financial adviser. The De Brauw team was led by restructuring partner Ferdinand Hengst.Finance & Restructuring: Ferdinand Hengst, Reinout Vriesendorp, Niek Biegman, Tristan Peters, Laurens Peters, Sebastian Hinse, Gilles Becker, Thijs Elseman, Roos de Blécourt, Chris Noordam, Kirsten Lagerweij, Laurens van de Ven and Hafida FaroukTax: Wiebe Dijkstra, Joppe de Bruijn, Pim Siemons, Dana Horvath and Maarten van der WeijdenLitigation: Reinout Vriesendorp, Berto Winters, Charissa Veldman, Hylke ten Bruggencate, Mick Gerrits, Dennis de Feij, Geert Lokhorst, Malte Malycha, Rein Ferwerda and Jeroen van der SchrieckCorporate advisory: Mark Rebergen, René van Tricht, Peter Nolten, Daan Gieben and Tijmen van de Leemkolk Employment: Janneke van der Kroon, Barbara Kloppert and Rik van Haeringen M&A: Arne Grimme, Heather Giannandrea, Chaggai Kon and Sasja Uijldert FMR: Mariken van Loopik and Tjalling Waterbolk Competition and state aid: Maikel van Wissen
12 June 2020

Just Eat Takeaway.com to combine with Grubhub

De Brauw Blackstone Westbroek, working as a combined team with Cravath, Swaine & Moore LLP and Slaughter and May, is advising Just Eat Takeaway.com on its announced USD 7.3 billion all-stock acquisition of Grubhub Inc., which would create the world’s largest online food delivery company outside of China. The combined group will be built around four of the world’s largest profit pools in online food delivery: the US, the UK, the Netherlands and Germany, increasing the Combined Group’s ability to deploy capital and resources to strengthen its competitive positions in all its markets. Just Eat Takeaway.com is listed on Euronext Amsterdam and the Main Market of the London Stock Exchange and will introduce an ADR listing in the US. As adviser to Just Eat Takeaway.com, the intricacies of this transaction required a multi-expertise approach whereby experts from various practices including M&A, corporate advisory, capital markets, competition law, employment and employment benefits, tax and financial regulatory were involved. Team effort by: Klaas de Vries, Reinier Kleipool, Tijmen Klein Bronsvoort, Gert Slatman, Max Lamb, Gaby Smeenk, Jan Willem Hoevers, Vivian Lee, Josse Klijnsma, Helen Gornall, Evija Butane, Barbara Kloppert, Daniël van Gerven, Henk van Ravenhorst, Vera Gal, Mariken van Loopik, Maurits ter Haar and Bas Boutellier
10 March 2020

Digital Realty completes InterXion exchange offer

Despite the coronavirus outbreak and a 30% fall in oil prices, resulting in heavy losses on stock markets around the world, Digital Realty has completed its USD 8.4 billion exchange offer for Netherlands-based InterXion Holding N.V. De Brauw advised Digital Realty alongside Latham & Watkins. As an NYSE-listed US Real Estate Investment Trust, Digital Realty is subject to specific tax restrictions. Dutch company InterXion is also listed on the NYSE, and it has 50 data centres in 11 European countries. This transaction posed intertwining, complex legal and tax issues that had to be carefully navigated. Our firm’s extensive experience in this type of transaction and our cross-expertise teamwork were instrumental in achieving a successful completion. Read more about this deal here. De Brauw team: Paul Cronheim, Wiebe Dijkstra, Tijmen Klein Bronsvoort, Myrthe van der Klei, Klaas Versteeg, Willem Bijveld, Rozemarijn Vernooij, Joppe de Bruijn, Casper Nagtegaal, Sanne Veenstra, Bojana Prlja, Pim Siemons, Sophia van Straalen, Stephanie The, Fatima el Ghamarti, Barbara Kloppert, Daniel van Gerven, Tim Bird, Etienne Dijkhorst, Alisha Autar, Thijs Elseman, Anna Sablicova, Koen Orbons, Laura Elize de Vries and Bart de Rijke.
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WHOA

WHOA - the Act on Court confirmation of extrajudicial restructuring plans bill - entered into force on 1 January 2021.

WHOA gives both domestic and foreign companies a game-changing ability to safeguard their business continuity for the benefit of all stakeholders. It offers an attractive Dutch alternative to the US Chapter 11 mechanism, and to the English Scheme of Arrangement and Part 26A Plan.

We have been heavily involved helping to sculpt this legislation since 2014, but the timing now could not be better, given the challenges faced by so many due to the Covid-19 pandemic.

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Well able to handle multi-jurisdictional matters thanks to its well-established relationships with law firms abroad - the team's service is excellent.

Chambers Europe, 2021
Chambers Europe, 2021
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Dutch roots and a UK anchor

Anchored and unrivalled in the Netherlands with global reach, De Brauw London is an integral part of our Restructuring & Insolvency practice based in Amsterdam. From the U.K. we advise UK-based clients – investment banks, financial institutions, private equity and private and public companies – who do, or intend to do, business in the Netherlands.

Our London Office

Insights

14 June 2021

New Dutch scheme: the Act on Court Confirmation of Extrajudicial Restructuring Plans

The Act on Court confirmation of extrajudicial restructuring plans bill (WHOA) has been enacted per 1 January 2021. This new legislation offers an attractive Dutch alternative to the US Chapter 11 mechanism, and to the English Scheme of Arrangement and Part 26A Plan. The WHOA gives both domestic and foreign companies a game-changing ability to safeguard their business continuity for the benefit of all stakeholders. Timing could not be better, given the challenges faced by so many companies during the Covid-19 pandemic.
17 March 2021

The WHOA in practice: with greater clarity, come teething problems

On 1 January 2021, the Act on Court confirmation of extrajudicial restructuring plans (WHOA) came into force. Also known as the "Dutch Scheme", this new tool allows financial restructuring outside of insolvency proceedings. If certain formalities are met, courts can confirm an extrajudicial restructuring plan, making it binding on all affected creditors and shareholders regardless of their vote on the plan.
17 December 2020

Temporary arrangements for payment deferral take effect to help companies hit by crisis

The Dutch government has introduced legislation to prevent companies that are in distress as a result of the Covid-19 pandemic from going bankrupt. The Temporary Deferral of Payments Act 2020 aims to support these companies through a set of measures that can be invoked by these companies under certain circumstances. Even creditors that have not filed a petition for bankruptcy against the company may still face temporary arrangements, as the act allows the company to seek a preliminary court order suspending any enforcement action or lifting any attachments made by creditors. The act entered into force today. In this article we reflect on the temporary measures and how they may limit enforcement by creditors.