Insights

International investors can use Dutch companies or holding structures as platforms for European buy-and-build strategies, including platform acquisitions, add-ons, management alignment and exit preparation.

Proposed EU changes to the earnings stripping framework could become relevant for Dutch private equity transactions. Not as a tax update, but as a deal implementation issue: interest deductibility may affect acquisition financing, debt capacity, third-party debt, buy-and-build platforms, management rollover and the structuring of Dutch BVs.

US-style redemption and recapitalization terms can create complex Dutch implementation issues in BV financing rounds. This article explains redemption rights, forced recapitalizations, pay-to-play mechanics, preference share resets, shareholder resolutions, articles amendments, notarial execution and founder/investor bargaining

Selective PE exits require more than a strong asset and a competitive process. This article explains how Dutch sponsor exits use locked box pricing, leakage protection, W&I insurance, disclosure quality, financing certainty, conditions precedent and closing deliverables to improve deal certainty.

Founder and investor liquidity in Dutch BVs requires more than a commercial share sale. This article explains secondaries, tender offers, structured share transfers, transfer restrictions, notarial deeds, shareholder approvals, leaver provisions and information rights.

VC investments are sometimes split into tranches linked to commercial, operational or financing milestones. This article covers milestone conditions, valuation-based financing, waiver mechanics and the risks for founders and investors.

Practical guide for US and UK private equity buyers on Dutch add-on acquisitions, including share deals, notarial execution, SPA drafting, founder rollover, management participation and integration.

A Dutch carve-out is more complex than an ordinary share sale because the parties must define which assets, contracts, employees, liabilities, data, IP and shared services transfer. This article explains the key legal and practical points for buyers, sellers and advisers.

Increased Brazil-EU and Mercosur-EU activity may create more investment, joint venture, distribution and acquisition structures involving the Netherlands. This article explains the Dutch legal implementation issues for companies and investors.