Capital markets: equity in Netherlands

Allen & Overy LLP

Allen & Overy LLP is a popular choice for handling a range of equity capital markets deals, including IPOs, rights issues and public listings. Clients include a high proportion of Dutch-listed companies, with team members also able to draw on experience in UK and US law to represent international clients. The team advises on both the issuer and underwriter side. The practice is led by the highly rated Tim Stevens.

Practice head(s):

Tim Stevens

Testimonials

Corporate expertise head and shoulders above their peers.

Know the industry very well. Very clear and logical legal advice.

Tim Stevens is super-smart and highly experienced; he is one of the pre-eminent Dutch corporate lawyers. Johnathan Leibbrandt is a very strong, highly talented associate: technically outstanding and completely dedicated.

Key clients

Alfen

VolkerWessels

The Dutch State / NLFI

NIBC Bank

Fastneed

Marel

Mediaset

ProQr

Curetis

Work highlights

  • Advised Fastneed on its €137m listing and admission to trading on Amsterdam Euronext.
  • Acted for Marel on a dual listing on Amsterdam Euronext in addition to its existing listing in Iceland.
  • Advised ProQR on a $104.1m underwritten public offering of ordinary shares.

De Brauw Blackstone Westbroek

De Brauw Blackstone Westbroek advises corporations and banks on high-value equity transactions, including IPOs, share issues, and share buy-backs. The team, led by experienced specialists Jan Willem Hoevers and Gaby Smeenk, also offers expertise in complex regulatory capital instruments and market infrastructure issues, allowing it to advise clients across the full range of equity capital market concerns. Matters include dual-track sales, international listings, and share consolidation, and it is frequently involved in cross-border mandates.

Practice head(s):

Jan Willem Hoevers; Gaby Smeenk

Testimonials

Great combination of strength in depth as well as very impressive team performance. Excellent overall quality.

The team is very available and understands the business. The cooperation with other expert groups within De Brauw is great. Overall De Brauw’s advice is practical and clear.

Jan Willem Hoevers is an exceptional individual in every aspect of his work. Great quality, strong market knowledge, down to earth, gets things done mentality and very client and service focused. Excellent all around.

Key clients

Ahold Delhaize

AkzoNobel

Altice

ASML

LeasePlan

Philips

RELX

Takeaway.com

Unilever

Work highlights

  • Advised the underwriting banks on Marel’s secondary listing on Euronext Amsterdam, including an offering of new shares worth €370m.
  • Acted for Ahold Delhaize on its €1bn share buyback programme.
  • Advised LeasePlan and its consortium of shareholders on its contemplated IPO on Euronext Amsterdam.

Houthoff

Houthoff advises on high-end IPOs, share issues, sell-downs and share buy-backs, with a notable capability in delistings and bookbuild offerings demonstrating a strong offering across traditional and alternative equity transactions. The team handled a unique transaction involving the sale of a purchase price in exchange for cash and shares, sold on the same day in an accelerated bookbuild, a complex arrangement that exemplified the capabilities of Jetty Tukker, who leads the practice alongside Alexander Kaarls. Clients include major listed companies and asset managers.

Practice head(s):

Alexander Kaarls; Jetty Tukker

Testimonials

Strong availability and pragmatic approach.

Jetty Tukker continuously shows excellent understanding of market dynamics within the legal framework. We very much appreciate her communication and pragmatism.

Key clients

The Carlyle Group

The Vitol Group

Royal VolkerWessels

Reggeborgh

Renewi

BTG Pactual/PPLA Participations

TMF Group

DP Eurasia N.V.

Ronson Europe N.V.

The State of the Netherlands

Vimetco

Globalworth

ShoppingParks

Kempen & Co

KBC Securities

Batenburg Techniek

Telia Company

Work highlights

  • Advising Renewi on its proposed secondary listing on Euronext Amsterdam.
  • Acting for Shoppingparks, Terzetmus, Kempen & Co and KBC Securities on the accelerated bookbuild offering of 750,000 shares in the capital of Retail Estates.
  • Assisted Batenburg Techniek with the buy-back tender offer and delisting of its own shares.

Stibbe

Stibbe has a strong team capable of leading on all sides of complex, high-value equity transactions, acting for companies, hedge funds, and major financial institutions on all aspects of deals, including structuring and prospectus drafting. Matters include IPOs, collar agreements, debt-to-equity swaps, and share buyback deals. The practice is led by experienced pair Derk Lemstra and Pieter Schütte, who have a strong track record handling high-profile cross-border equity transactions.

Practice head(s):

Derk Lemstra; Pieter Schütte

Key clients

B&S Group

Intertrust

Basic-Fit

PostNL

Pershing Square Capital

Constellium

Delivery Hero

Fyber

NB Private Equity Partners

Blackstone Private Equity

ABN AMRO Bank

ING Bank

JP Morgan

Morgan Stanley

Deutsche Bank

Credit Suisse

Work highlights

  • Advised Fyber on its €150m debt-to-equity swap.
  • Assisted Delivery Hero with entering into a multi-year equity collar agreement in relation to 3.2 million of its shares in Takeaway.com, which it received in connection with the sale of its German food delivery to Takeaway.com.
  • Advised Blackstone on two sell-downs of Intertrust shares, totalling €211m.

Clifford Chance

Clifford Chance acts across the full range of equity-related transactions, primarily advising clients on IPOs and follow-ons, public listings, and private placements, alongside acting as transaction counsel on the sale of shares by shareholders. Clients include financial institutions, asset managers, and their associated companies. The practice is led by Hans Beerlage and counsel Han Teerink, specialists in equity transactions and corporate financing.

Practice head(s):

Hans Beerlage; Han Teerink

Testimonials

Besides the top-notch legal advice, the team keeps well up to date with what is important to our business. They speak the same language and can turn legal language into business language. The team understands priorities on the one hand responding very swiftly when high priority and on the other hand not working on low priority items at “non-office hours” which is encouraged.

Han Teerink continues to know our business and able to translate legal language into business language. He tailors his end-product to what the receiver is looking for. He is well equipped to make the end-product both relevant for the in-house legal counsel as well as the business, finding the right balance.

Key clients

Adyen

J. C. Flowers

ING

Morgan Stanley

Work highlights

  • Acted as transaction counsel on the sale of shares in Ayden by several shareholders, in transactions totalling €1.65bn.
  • Assisting ING with the IPO of Fastned on Euronext Amsterdam, valuing the company at around €300m.
  • Advised Adyen on its €7.2bn IPO and listing of shares on Euronext Amsterdam.

Linklaters

Led by Alexander Harmse, the practice at Linklaters primarily advises listed companies, financial institutions, and asset managers on IPOs, follow-on offerings, and share purchases, acting largely on the underwriter side. Other matters include listings, block trades, and convertible bond issues. Harmse specialises in advising issuers and investment banks on equity transactions and regulatory instruments. Managing associate Menno Baks is another name to note.

Practice head(s):

Alexander Harmse

Key clients

ING

Rabobank

UBS

ABN AMRO

Credit Suisse

Morgan Stanley

NatWest Markets

RHI Magnesita N.V.

Berenberg

Loyens & Loeff

Loyens & Loeff advises issuers and selling shareholders on IPOs and secondary transactions in several jurisdictions, alongside acting for underwriters on re-IPOs and public deals with complex regulatory elements, including collar transactions. Clients include banks, investment firms, fund managers and insurers. The practice is led by Martijn Schoonewille, a financing expert who works closely with banks and financial institutions on transactions and regulatory issues. Senior associate Jelmer Kalisvaart is also noted.

Practice head(s):

Martijn Schoonewille

Key clients

PAI Partners

Index Ventures

InterXion Holding

Avantium

Globalworth

Arcona Property Fund

BCRE-Brack Capital Real Estate Investments

Ferrari

Stern Groep

Fidelity National Information Services Inc.

Holland Colours

Fiat Chrysler Automobiles

Work highlights

  • Advised InterXion Holding on an underwritten public offering, raising approximately €300m.
  • Acted for the selling major shareholders, including Index Ventures and General Atlantic, on three block trades of shares in Ayden totalling €3.75m.
  • Acting for Arcona on the acquisition of assets from Secure Property Development and Investment in exchange for the issuance of shares in Arcona worth €36m to SPDI.

NautaDutilh

NautaDutilh advises issuers, shareholders and underwriters on cross-border equity transactions, including IPOs, rights issues, public and private offerings, and public listings. The team also assists clients with pre-listing concerns including compliance, restructuring, and protection mechanisms. The practice is led by Petra ZijpAntonia Netiv and Paul Van Der Bijl, all of whom have 'broad experience' in cross-border transactions, financing, and regulatory concerns.

Testimonials

The team has broad experience, and they are able to provide timely and practical advice.’

Stand out partners are Petra Zijp, Antonia Netiv and Philippe Remels. Stand out associates are Dewi Walian and Joppe Schoute. They have a great mix of experience that means that as a team, they are able to take on whatever challenge a transaction might bring. They keep current on international practices and are able to spot issues that might not be strictly Dutch or Belgian legal issues.

Work highlights

  • Advised the underwriters on the $300.6m offering of argenx American depository shares on Nasdaq and an EU private placement.
  • Advised Ease2Pay on its €2.31m rights issue.

Freshfields Bruckhaus Deringer

Simmons & Simmons

Peter Voorhees and Marieke Driessen head up the practice at Simmons & Simmons, which advises on all sides of equity and equity-linked transactions, including share issues and exchangeable bond issues. The group provides US and Dutch capital markets advice to underwriters, issuers, agents and investors. It is a popular choice for hedge funds, as well as businesses within the life sciences sector, a particular strength for the firm.

Practice head(s):

Peter Voorhees; Marieke Driessen

Work highlights

  • Advising NIBC Bank N.V. on several debt and equity capital markets mandates led from Amsterdam.
  • Acted for UBS and the other joint bookrunners on the $500m non-dilutive exchangeable bond issue by Swiss Re.