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Mergers & Acquisitions

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Our success can be attributed to the assistance our M&A lawyers have given to hundreds of enterprises in relation to Belgian law aspects of both local and international mergers, acquisitions and sales of assets and shares, public takeovers, auctions, take privates and restructurings (from refinancing to insolvency proceedings) in virtually all business sectors. They have extensive experience in advising local and non-Belgian M&A players, including industrial companies, real estate investors, investment and commercial banks, financial advisers and public authorities. The deals we undertake are of all levels of complexity and scale. As business lawyers with a hard-working culture and a high degree of responsiveness, we are more than mere legal technicians to our clients. As a result, we have been exposed to the full range of Belgian and international issues purchasers and sellers encounter in an M&A transaction: we help to structure deals around legal and business risks and uncertainties.

A critical component of our practice is our acquisition finance capability. We have substantial experience in acquisition capital structures and in-depth knowledge of senior debt structures and more complex arrangements, such as vendor finance and hybrid capital structures (combining senior, second lien and mezzanine debt).

Range of services

Private M&A

  • Structuring the transaction
  • Transaction management
  • Negotiating confidentiality agreements and letters of intent
  • Support in auction proceedings and structuring the process
  • Performing due diligence exercises on behalf of both vendors and purchasers
  • Preparing the relevant transaction contracts and corporate decisions
  • Contract negotiations
  • Preparation for signing and closing
  • Assistance with post-closing activity

Distressed M&A

  • Sale and purchase of distressed assets, distressed debts and distressed companies
  • Purchase from the administrator
  • Realisation of distressed assets

Public M&A

  • Takeover bids
  • Acting in concert/insider trading
  • Integration
  • Squeeze-out (stock corporation law/takeover law)
  • Delisting
  • Advising management and supervisory boards

Focus

Transactions are the main focus of our corporate practice. Our M&A lawyers work seamlessly with experts from a range of other practice areas both within Belgium and internationally to deliver tailor-made advice from a single source.

Our Pan-European publications, such as the “CMS European M&A Study”, offering in-depth analysis of deal points across more than 2,000 M&A transactions from 2007 to 2015, and the “CMS Guide to Merger Control”, are a testament to the international cohesion of the CMS organization and our leading position as a provider of innovative legal advisory products.

CMS is ‘quick on the ball’ in corporate and M&A-related matters.

Legal 500, 2017

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22/09/2022
Deal­makers bullish des­pite chal­len­ging mar­ket con­di­tions
M&A ex­pect­a­tions run high: Al­most all re­spond­ents (88%) are cur­rently con­sid­er­ing M&A.Un­der­val­ued tar­gets and dis­tressed sales to drive activ­ity: The biggest buy-side driver of M&A is ex­pec­ted to be the...
27/07/2022
CMS ad­vised Broek­man Lo­gist­ics in the sale of the former VLS-Group to Van...
CMS ad­vised Broek­man Lo­gist­ics, a glob­al lo­gist­ics ser­vice solu­tions pro­vider, in the sale of Broek­man Lo­gist­ics Bel­gi­um An­t­werp (BL­BA), the former VLS-Group, to Van Mo­er Lo­gist­ics. BL­BA of­fers in­teg­rated...
20/06/2022
CMS ad­vised TIS on its ac­quis­i­tion of Cash­force
CMS Ger­many, to­geth­er with CMS Bel­gi­um, ad­vised the Ger­man FinTech TIS (Treas­ury In­tel­li­gence Solu­tions) on its ac­quis­i­tion of Cash­force, a Cash fore­cast­ing & Work­ing Cap­it­al Plat­form. Ger­man CMS team...
09/06/2022
CMS ad­vised the share­hold­ers of Rent­al­Tec on the sale of 50% of their shares...
CMS ad­vised the share­hold­ers of Rent­al­Tec on the sale of 50% of their shares to the private equity in­vest­ment fund, Down 2 Earth. Rent­al­Tec is a Bel­gian com­pany spe­cial­ised in the rent­al of elec­tron­ic...
08/04/2022
CMS ad­vised Tech­no­logy & Strategy, a com­pany backed by the French private...
CMS ad­vised Tech­no­logy & Strategy (T&S), a European spe­cial­ist in tech­no­logy con­sult­ing (backed by the French private equity fund Ar­d­i­an Ex­pan­sion), in its ac­quis­i­tion of a ma­jor­ity stake in In­tys, one...
30/03/2022
CMS as­sisted the share­hold­ers of Tax­is Verts in the sale of their shares...
CMS as­sisted the share­hold­ers of the taxi dis­patch com­pany, Taxi Verts, in the sale of their shares to Lab Box, a sub­si­di­ary of D’Ieter­en. With the takeover of the lead­er on the Brus­sels taxi mar­ket...
23/03/2022
CMS: European M&A bounced back to pre-pan­dem­ic levels, with a re­turn to...
Multi-year ana­lys­is by CMS re­veals that ‘nor­mal ser­vice’ had re­sumed in European deal­mak­ing as fa­mil­i­ar pat­terns in deal met­rics re­turnPrimary deal driver for trans­ac­tions is buy­ers en­ter­ing a new...
17/11/2021
CMS Bel­gi­um ad­vises Graftys and its share­hold­ers on its ac­quis­i­tion of...
CMS Bel­gi­um ad­vised Graftys and its share­hold­ers, a Bel­gian Medtech com­pany spe­cial­iz­ing in the de­vel­op­ment and man­u­fac­tur­ing of syn­thet­ic bone bio­ma­ter­i­als, on its ac­quis­i­tion of the French com­pany Bio­lo­gics4life...
15/11/2021
CMS Bel­gi­um and CMS France ad­vised Gryphon In­vestors on their ac­quis­i­tion...
CMS Bel­gi­um and CMS France suc­cess­fully ad­vised, along­side Kirk­land & El­lis, Gryphon In­vestors (“Gryphon”), a lead­ing middle-mar­ket private equity firm, on the Bel­gian and French as­pects of Gryphon’s...
11/10/2021
CMS Bel­gi­um as­sisted Howden Bel­gi­um with the ac­quis­i­tion of Sar­ton & As­so­ciés
CMS as­sisted Howden Bel­gi­um with the ac­quis­i­tion of the Bel­gian broker Sar­ton & As­so­ciés SA, along­side Moore, who ac­ted as fin­an­cial ad­visors. The team ad­vising Howden com­prised Vir­ginie Frémat and...
22/09/2021
CMS Bel­gi­um as­sisted the share­hold­ers of Dav­in with its sale to Koesio
CMS Bel­gi­um, along­side Ally­um, as­sisted the share­hold­ers of Dav­in, the lead­ing dis­trib­ut­or in Wal­lo­nia of pro­fes­sion­al print­ers, video pro­ject­ors and doc­u­ment man­age­ment solu­tions, in the sale of their...
13/09/2021
CMS as­sisted ALD with the ac­quis­i­tion of a minor­ity stake­hold­ing in Ski­pr
CMS as­sisted ALD, a sub­si­di­ary of So­ciété Générale, with its in­vest­ment in Ski­pr, a Bel­gian mo­bil­ity-as-a-ser­vice (MaaS) star­tup. Via the in­vest­ment ALD ac­quires a 17% stake in Ski­pr.The CMS team...