HEMA B.V. and its senior secured bondholders (represented by a majority group) reached a conditional agreement with a 50/50 consortium of Parcom and Mississippi Ventures for the contemplated sale of 100% of the outstanding shares of HEMA. This transaction was atypical as HEMA’s senior secured bondholders were the economic, but not yet legal owners. The transaction involves a complex hybrid purchase price mechanism, whereby the valuation is fixed as per the end of the company’s financial year and increased by an equity ticker for the period until completion. The consortium now have an exclusivity period of up to eight weeks in which to they can complete further due diligence and obtain Dutch bank financing. Together with HEMA’s management team, the consortium will prepare a joint business plan to realise HEMA’s future growth ambitions.

Arne Grimme: “This is a pivotal juncture for our client. Through a strength and depth of our multi-disciplinary expertise, we have been able to provide HEMA with a stable operating platform from which it can rollout its strategic plans. We have delivered a more sustainable future for this iconic Dutch brand, notwithstanding, but critical in, these turbulent times”.

Mississippi Ventures was advised by A&O, Parcom were advised by Clifford Chance, and the Bondholders by Loyens & Loeff and Kirkland & Ellis.

De Brauw’s team of M&A experts led by Arne Grimme, together with Heather Giannandrea, Chaggai Kon and Sasja Uijldert, were supported by:

Corporate M&A: Yi Duan, Hendrik van ‘t Foort, Fatima el Ghamarti 

Finance & Restructuring: Ferdinand Hengst, Kirsten Lagerweij, Gilles Becker 

Tax: Wiebe Dijkstra, Joppe de Bruijn, Dana Horvath, Pim Siemons 

Litigation: René van Tricht, Davine Roessingh 

Corporate advisory: Mark Rebergen 

Employment: Barbara Kloppert, Rik van Haeringen, Janneke van der Kroon, Ayse Özcelik, Esther Huijzer 

FMR: Tjalling Waterbolk, Mariken van Loopik, Paulien Makkinga, Roel de Jong 

Competition: Helen Gornall, Maikel van Wissen, Gurgen Hakopian, Evija Butane, Stephanie The,
Bram Vos

IP: Bertrand ter Woort, Geert Lokhorst, Carlos van Staveren

Data Privacy: Salima Guettache, Nienke Peters

Real Estate: Etiënne Dijkhorst, Alisha Autar