De Brauw Blackstone Westbroek is widely-hailed as one of the leading firms in the Netherlands for equity capital markets transactions, with it acting for circa 70% of Dutch-listed companies on the premium AEX segment of Euronext Amsterdam. The team primarily acts for issuers, but is also equally skilled at advising underwriters. It has an outstanding track record for featuring in many of the largest and most high-profile IPOs seen in the Dutch market, in addition to acting on spin-off transactions, rights issues and public M&A. Further reflective of the breadth of the practice, the pipeline of work also includes advice on convertible bond offerings, SPAC listings and buy-back programmes. Recent highlights included Gaby Smeenk, senior associate Josse Klijnsma and others acting for logistics property company CTP on its Euronext Amsterdam listing; this was the largest real estate IPO in Europe since 2014. In another mandate, Jan Willem Hoevers and Smeenk were among the advisers to Fugro on its €250m rights issue. Senior associate Féline Goyarts is also recommended.
Capital markets: equity in Netherlands
Jan Willem Hoevers; Gaby Smeenk
Other key lawyers:
Féline Goyarts; Josse Klijnsma
‘I think De Brauw ranks consistently among the top 2-3 capital market firms in Holland.’
‘I have worked with Jan Hoevers for more than 10 years for all capital markets work. He is extremely pragmatic and highly experienced. He understands our business, which means that response time is really good. I am totally satisfied with his services.’
‘Very responsive, knowledgeable, capable and a real pleasure to work with. I just absolutely know I’m in good hands working with De Brauw.’
‘Gaby Smeenk is very approachable and is extremely knowledgeable, also with practical insights.’
‘It is a pleasure to work with De Brauw. The team is well aware of what is important for our sector, proactive and easily accessible (practically 24/7). Honest advice on opportunities and risks is valuable and we believe De Brauw is able to provide this.’
‘Clear, honest and open communication is what our company values. In combination with a solid level of experience and knowledge that allows the team to be creative and flexible.’
Just Eat Takeaway.com
Stellantis (resulting from the merger of Fiat Chrysler Automobiles and Peugeot)
TechnipFMC / Technip Energies
AMG Advanced Metallurgical Group
- Advised CTP N.V. on the largest real estate IPO in Europe since 2014.
- Advised Fiat Chrysler Automobiles N.V. on its transformative $50bn 50/50 cross-border merger with Peugeot S.A. to form Stellantis N.V.
- Advised Just Eat Takeaway.com N.V. on its $7.3bn all-stock acquisition of Grubhub Inc., enabling it to enter the US market and creating the world’s largest online food delivery company outside of China, measured by revenues.
Houthoff‘s equity capital markets practice is weighted towards complex cross-border transactions, with the firm working closely with corporate clients and international law firms. One of the main contacts at the firm is Alexander Kaarls, who has extensive experience of handling ECM matters involving US, Dutch and other European securities law issues. His ECM work is part of a broader corporate and securities practice. Another name to note is Jetty Tukker, who has a strong track record in some of the largest, high-profile IPOs in the Netherlands. In addition, she advises on SPAC and deSPAC transactions, as well as secondary offerings and securities-related regulatory compliance. The firm’s highlights included Tukker and others acting for the founder and majority shareholder of Meltwater on the company’s IPO on Euronext Growth Oslo in December 2020, as well as its subsequent envisaged listing on the main market of Oslo Børs. Senior associates Willem Liedenbaum and Emma Schutte are also recommended.
Alexander Kaarls; Jessica Terpstra; Jetty Tukker; André de Neve
Other key lawyers:
Willem Liedenbaum; Emma Schutte
‘Houthoff’s team is dedicated, professional and has expert knowledge of Dutch market requirements.’
‘Jetty Tukker delivers a high standard of advice with a personal approach. She is a committed and dedicated adviser.’
‘Great ECM team.’
‘Jetty Tukker is extremely responsive and impressive. She really knows her field.’
‘Jetty Tukker is a pleasure to work with. She does not just oversee the full picture, but she also has a great eye for the details. Jetty gives you her full, undivided attention and assists you herself. Her engagement is exceptional.’
Davide Campari-Milano N.V.
Qell Acquisition Corp.
The Vitol Group
Lehman Brothers Treasury
BTG Pactual/PPLA Participations
DH Private Equity
DP Eurasia N.V.
- Advised, together with Goodwin Procter LLP, Qell Acquisition Corp. (a publicly listed special purpose acquisition company) on the proposed listing of Lilium as a Dutch N.V. on NASDAQ through a business combination with Qell.
- Advised Foundation Trust Office Fugro on a refinancing of Fugro N.V. comprising of a €53.3m cornerstone investment and a €197.1m rights issue.
- Ongoing advice to Fortenova on various matters, including the acquisition of 18.53% of the shares in Mercator (Slovenia’s largest retail chain listed on the prime market of the Ljubljana Stock Exchange) from Sberbank.
NautaDutilh is a leading player in the SPACs market, having structured the first US-style SPACs in the Netherlands. Illustrative of the firm’s credentials in this space, a team led by Antonia Netiv acted for Pegasus Acquisition Company Europe and its sponsors on the IPO of Pegasus on Euronext Amsterdam; this is the first European SPAC deal where shares, units and warrants can be traded simultaneously (like with US SPACs). This is also the largest SPAC deal in Europe to date. Elsewhere, beyond SPACs work, the firm is increasingly seen as a first port of call for Euronext Amsterdam IPOs involving mainstream companies, as well as a range of secondary offerings. In 2020, Netiv, Petra Zijp, Paul van der Bijl and senior associate Sabrina Legerstee were among the advisers to the underwriters on Fugro’s €197.1m rescue rights issue; this was the first rights issue in the Netherlands since 2016. Another highlight involved assisting Pharming Group with listing its American Depositary Shares on the NASDAQ Global Market.
Other key lawyers:
‘The team is very responsive and very easy to work with.’
‘We have worked with Sabrina Legerstee for several years now and she is always a pleasure to work with. She has a commercial approach and always responds in a timely fashion.’
‘Nauta’s capital markets team has a profound knowledge of all aspects of Dutch law and its implications on capital markets transactions with a Dutch angle. They are, together with Nauta’s great tax team, able to provide valuable input on short notice on any capital market transaction involving a Dutch entity.’
‘Great combination of technical expertise and hands-on, pragmatic approach. Market leaders in their field.’
‘Petra Zijp is great. She is a very reassuring presence on Zoom calls.’
‘Antonia Netiv is the guru on Amsterdam-listed SPACs.’
Pegasus Acquisition Company Europe
- Assisted the sponsors and company with the IPO of Pegasus Acquisition Company Europe B.V. on Euronext Amsterdam N.V., the largest SPAC deal in Europe to date and the first European SPAC deal where, shares, units and warrants can be traded simultaneously (like on U.S. SPACs).
- Advised ING, Rabobank, Barclays, ABN Amro, BNP Paribas, HSBC and Credit Suisse on Fugro’s €197.1m rights issue in 2020.
- Assisted CureVac with its $517.4m Nasdaq IPO.
Pieter Schütte and Derk Lemstra jointly lead Stibbe's ECM practice, which is mainly known for its focus on advising issuers, although it also generates mandates from selling shareholders and underwriters. In addition, work for private equity houses is another driver of activity. The team's first-rate reputation is underpinned by its breadth of experience, which spans high-profile IPOs, secondary equity issuances, dual-track exits and public M&A. With the firm being prominent in cross-border matters, it regularly works with international law firms. In one recent mandate, a group including Lemstra, Schütte, and senior associates Nora Offergelt, Emilie Renardel de Lavalette and Rik van Kessel, acted as lead counsel to Advent (the issuer and selling shareholder) on the IPO of InPost on Euronext Amsterdam; this represented the largest ever European tech IPO and the largest European cross-border IPO in a decade. Elsewhere, the firm is notably active in SPAC listings on Euronext Amsterdam; this recently included the listing of Odyssey Acquisition, which is a newly-formed SPAC focused on the European healthcare and TMT sectors.
Pieter Schütte; Derk Lemstra
Other key lawyers:
Nora Offergelt; Emilie Renardel de Lavalette; Rik van Kessel
Pershing Square Capital Management
The Coca Cola Company
ABN AMRO Bank
- Acted as lead counsel to the issuer and selling shareholder, Advent, on the IPO of InPost on Euronext Amsterdam.
- Acted as lead adviser to Peugeot on the EU equity capital markets aspects of its €50bn merger of equals with Fiat Chrysler Automobiles.
- Advised on a number of IPOs of SPACs on Euronext Amsterdam, including the Zaoui & Co-backed Odyssey SPAC, the Hedosophia-backed SPAC, the Martin Blessing-backed EFIC1 SPAC and the Michael Tobin-backed Crystal Peak SPAC.
Allen & Overy LLP
Allen & Overy LLP's team has experience of acting for over 75% of all AEX-listed companies and over 55% of all AMX-listed companies. In addition, it attracts a strong flow of work from underwriters. With the firm combining local market knowledge with a wide international footprint, it is well-placed to cover all the intricacies of complex, cross-border ECM transactions. Tim Stevens is the head of the group in Amsterdam, which has a first-rate reputation across the gamut of matters, including high-profile IPOs, accelerated book-builds, rights issues and public takeovers. It was at the forefront of the wave of SPAC listings in Europe. In one highlight, Stevens and counsel Sjoerd Buijn acted for ESG Core Investments and its sponsor Infestos Sustainability on ESG’s €250m SPAC IPO on Euronext Amsterdam; this was the first European SPAC IPO to launch in 2021. Elsewhere, beyond SPACs work, another mandate saw Stevens and senior associate Samuel Garcia Nelen advise Euronext on its €1.8bn rights offer to finance the acquisition of Borsa Italiana from London Stock Exchange Group, with the firm also handling the acquisition itself. Philip Silvis joined Infestos.
Other key lawyers:
Sjoerd Buijn; Samuel Garcia Nelen
‘Great people to work with, down-to-earth, always available and creative. The ECM team has a true can-do mentality and always a creative answer to deal with complex situations.’
‘Tim Stevens: The best of the best, always one step ahead of the rest. Down-to-earth and great relationship with the regulator.’
Dutch Star Companies ONE
ESG Core Investments
Dutch Star Companies TWO
Clifford Chance features prominently in landmark IPOs, as well as major equity fundraises involving rights issues, accelerated bookbuilds, private placements and convertible bonds issuances. Senior counsel Han Teerink heads the Amsterdam team, which generates mandates from underwriters, selling shareholders and issuers. Its handle a full range of issues for clients by working closely with US securities law experts in Paris and London, and also with practitioners in the banking, restructuring and dispute resolution departments. Teerink was part of the cross-office group which acted for a syndicate of banks on InPost’s listing on Euronext Amsterdam; this was the largest-ever European tech IPO, the largest-ever CEE IPO, the largest European private equity IPO since 2015 and the largest Amsterdam IPO since 2016. Another highlight involved acting for the syndicate of banks on CTP’s Euronext Amsterdam IPO; this was the largest real estate IPO in Europe since 2014. Hans Beerlage left the firm in January 2022.
ABN AMRO Bank N.V.
Bank of America Merrill Lynch
The Blackstone Group
Goldman Sachs Bank
ING Bank N.V.
J.P. Morgan Securities plc
J.C. Flowers & Co.
Jefferies International Limited
Morgan Stanley & Co International Plc
- Advised the syndicate of banks on the offering and listing on Euronext Amsterdam of shares of InPost, an Advent backed company and the leading e-commerce enablement platform in Poland. This was the largest ever European tech IPO, the largest ever CEE IPO, the largest European private equity IPO since 2015 and the largest Amsterdam IPO since 2016.
- Advised the syndicate of banks on the offering and listing on Euronext Amsterdam of shares of logistics parks owner and operator CTP N.V. This was the largest real estate IPO in Europe since 2014.
- Advised Berenberg as financial adviser on Fastned’s €150m accelerated bookbuild offering to qualified investors.
Led by Alexander Harmse, Linklaters' ECM practice distinguishes itself in high-profile IPOs of corporates and SPACs, as well as various other significant equity/equity-linked transactions. In 2020, Harmse was part of a cross-practice team that acted for Unilever Plc on the simplification of its corporate structure, which was implemented through a cross-border merger between Unilever Plc and Unilever NV, and Unilever Plc’s listing on Euronext Amsterdam. Further illustrative of Harmse’s prominence in high-profile matters, in a more recent highlight, he acted for the underwriting syndicate on Allfunds Group Plc’s Euronext Amsterdam IPO.
Other key lawyers:
Bank of America Merrill Lynch
Michael Wurfbain leads the capital markets team at Bird & Bird, which generates work from issuers and underwriters, and is particularly active in matters with a nexus to the technology, healthcare and life sciences industries. Wurfbain has over 20 years of experience acting for clients on IPOs, rights issues, block trades, private placements and public-to-private transactions, among other matters.
Other key lawyers:
Kiadis Pharma N.V.
Envipco Holding N.V.
- Advising Euronext-listed global recycling company Envipco Holding N.V. on its private placement and secondary listing on Euronext Growth Oslo.
- Advising an international listed company on its contemplated US IPO and Nasdaq listing, targeted to raise at least €30m.
Greenberg Traurig LLP
As part of an ongoing trend, Greenberg Traurig LLP's capital markets practice is going from strength to strength in Amsterdam; this was reflected by the recruitment of Jelmer Kalisvaart from Loyens & Loeff in April 2021. He works with Bas Vletter, who joined from the same firm in 2019, and has over 30 years of ECM experience. The team provides the full scope of advice to issuers and underwriters on Dutch and cross-border IPOs, rights issues, secondary offerings and public takeovers. It is also active in SPAC listings and de-SPAC transactions. In a recent highlight, Kalisvaart led the advice to the underwriters on the Nasdaq IPO of Dutch clinical stage biopharmaceutical company Pharvaris.
Bas Vletter; Jelmer Kalisvaart
Full Circle Capital
Towerbrook Capital Partners (UK) LLP
Empery Asset Management, LP
Digital Turbine, Inc.
Arcona Property Fund N.V.
Morgan Stanley & Co. LLC
Digital Turbine, Inc
- Advising NASDAQ-listed technology company Digital Turbine, Inc. (Digital Turbine) on its acquisition of Fyber N.V.
- Assisted Oppenheimer & Co. Inc. as underwriter and Empery Asset Management, LP as investor with a private placement of shares and warrants of Kiadis Pharma N.V., a biopharmaceutical company listed on Euronext Amsterdam and Euronext Brussels.
- Assisting Oddo BHF (the Franco – German financial group) with setting up a JV with ABN AMRO Bank for ECM brokering and research.
Simmons & Simmons
A distinguishing feature of Simmons & Simmons' practice is its ability to provide Dutch and US capital markets law advice on the ground in Amsterdam, with practice head Peter Voorhees being New York-qualified. Under his leadership, the team undertakes a full range of equity and equity-linked transactions (including IPOs, SPAC listings and private placements) for issuers, underwriters/arrangers/dealers, agents and investors, among other key market participants. The group has a particularly strong reputation in the life sciences sector, with it being prominent in ECM transactions involving Dutch listed biotech companies. The practice is also intertwined with the hedge funds industry, with the firm acting for five of the ten largest hedge funds in the world. Supervising associate Shari Taylor Molloy is also recommended.
Other key lawyers:
Shari Taylor Molloy