What a US Buyer Should Expect in a Dutch M&A Transaction

Abstract

Doing deals in Europe is quite different from doing them in the United States. Transactions are often structured differently, including with respect to purchase price determination mechanisms. While typical U.S. style agreements are getting more recognized in Europe, it is important for US buyers and their lawyers to understand the different approaches in transaction documents. In addition, Dutch M&A transactions have some peculiarities to be aware of such as the possible requirement for employee and labour union involvement (in the negotiations) and the necessity to involve a Dutch civil law notary for the transfer of registered shares.