IFLR 1000
The Guide to the World's Leading Financial Law Firms

M&A has been a very mixed bag and opinions from partners range from very positive to quite negative.

"Fairly dislocated and unpredictable, the deal volume was much lower than in 2005, 2006 and 2007, there was less private equity activity, although there are a lot of funds that would buy certain assets if the debt financing came up. Sellers are wary of selling as the valuations are still a bit low," says one partner.

However another firm saw "a lot of activity in the media sector and a lot in the FIG (financial institutions group) sector, in renewable energy and in the private equity world". "A very busy year for us on M&A, very active throughout the year mainly on public M&A and private M&A and not much private equity, although in the last few months a few more potential transactions," says another partner.

A another firm says: "Private equity is really heating up, for example GIMV, listed on the Belgian stock exchange, is getting more active, Gilde closed last week [1st quarter 2011] - banks are more prepared to lend money and there are more and more companies up for sale."

This range of views is a result of two things: a relatively active mid-market sector with buy-outs among SMEs (small and medium enterprises) and consolidation in the bio-pharmaceutical sector, and a growing list of mandates and pipeline projects fuelling optimism that the market will begin to buzz by the end of 2011. This view is also dependent on whether the situation is being compared to 2006, or to 2010, which "was not a pretty year" says one partner.

A few things are a bit more certain. Public M&A and public takeovers have been pretty slow while private equity only started to pick up in 2011.

According to one partner: "Private equity houses are now looking at their files, some have changed strategy, not taking whole share capital but taking over chunks with others, some are now setting up funds and defining strategies." Another agrees: "The second half of 2011 will be busier; a number of PE portfolios are reaching the end of their normal five to six year holding cycle and 2004-07 was a busy acquisition period."

The market did see a number of very large Europe-wide M&A and restructurings. Among them for Solvay (an example of a cash rich company) on its acquisition of Rhodia, the restructuring of Truvo, the sale of SBS Belgium by ProSiebenSat.1 and an acquisition by Groupe Bruxelles Lambert. There was also a noted increase of interest from Chinese parties companies in all areas of industry.

Allen & Overy's position in the top tier is confirmed unanimously by the market: "It is involved in all the big deals," says a peer.

2010 brought changes to the firm, with Pascal Weerts, one of the firm's leading corporate partners, retiring from legal practice in 2010. However, the firm now has on average the youngest partnership team in the market.

Standout transactions included Hans Kets and Dirk Meeus' advice to Danaher on its €350 million acquisition of the Esko Artworks group in record time over the 2010 Christmas period. The deal involved 33 countries and having been initiated in December was closed in the first days of January 2011. The deal was also the first for Kets since being made partner.

Pierre-Olivier Mahieu advised Huawei Technologies on a cooperation agreement with Option which included a €27 million software license plus the 100% acquisition of Options semiconductor company M4S for €8 million.

One high value deal saw Kets and Meeus act for KBC Group on its €1.35 billion attempted sale of KBL, which was aborted when it failed to get regulatory approval.

Wouter Van de Voorde led the advice to De Vijver, which worked with Sanoma, Corelio, Wouter Vandenhaute and Erik Watte to secure the €1.25 billion acquisition of SBS Belgium following an auction by ProSiebenSat.1, sealing the biggest Belgian media deal for a decade.

The firm has a healthy private equity practice and recently advised Gilde Buy Out Fund on its €75 million acquisition of CID lines from the Brutsaert family.

At the time of writing in June 2011, Mahieu was advising Ageas on the €300 million merger of Fortis Luxembourg Vie and Cardif Lux International.

Cleary Gottlieb holds on to its tier one position thanks to its quality. Peers note that the firm earned its spot at the top primarily due to the reputation it cultivated during the crisis years advising BNP Paribas on its takeover of the collapsed Fortis Bank.

"Now I would look at M&A this year," says one peer, "the volume has not been very impressive but it could be explained that there were a lot of banking transactions in the crisis and Cleary had a big role in that, but there is less activity now in banks".

Nevertheless the firm's reputation still holds for most peers, largely due to leading lawyers Jan Meyers and Laurent Legein. In deal terms, the firm also acted in some impressive M&A and restructurings, among them advising Truvo in a €1.4 billion global restructuring through a Chapter 11 framework.

Another such deal saw the firm act on one of the largest public M&A and restructurings, advising BNP Paribas on the tender offer by Fingen for the outstanding stock of Compagnie Nationale a Portefeuille for €1.5 billion.

Jacques Reding assisted Gambro on the sale of its peritoneal dialysis business, with assets in 25 jurisdictions, to Fresenius, while the team continued and won bank related mandate to advise, alongside its US office, on Dexia's proposed $13.6 billion sale of its financial products portfolio.

Elsewhere, the firm represented Electrabel (GDF Suez) in negotiations with Blue Sky consortium (including Solvay, ArcelorMittal, Nystar and Bekaert) for joint construction of and operation of a combined cycle gas turbine (CCGT) power plant and lost out in a bidding process where it advised Telenet on its attempted acquisition of the cable assets of Codite. Another active client was Bekeart, which instructed the firm on a number of M&A deals.

"Meyers is outstanding, always been there and will continue to be there", says a client, adding: "He has an excellent broad network." Counsel Deborah Janssens was also active on deals.

Linklaters keeps its tier one ranking and is generally regarded as one of the top two firms in the market. Unlike its competitors, it offers a full service, including IP, employment and IT, as well as having French and UK qualified lawyers.

Leading lawyer Jean-Marie Nelissen Grade retired from the firm recently. "He really was good, a leading guy in the Brussels team," says a peer. The retirement however was no surprise to the firm and has not impacted the team's position.

In terms of deals, Jean-Pierre Blumberg and Nico Goossens advised KBC Bank last year on the disentanglement of Centea from its business and subsequent €527 million sale of Centea to Crédit Agricole / Landbouwkrediet; a deal driven by EU-imposed obligations on KBC to restructure and divest following its receipt of state aid.

Arnaud Coibion and Eric Pottier were also heavily involved in the €3.24 billion global spin off of Aperam from ArcelorMittal, while Paul Van Hooghten led Public Storage (co-owner of Shurgard) and Shurgard Luxembourg to a speedy completion of its €172 million acquisition of the remaining 80% stake in two joint-ventures with Arcapita.

The firm advised Groupe Bruxelles Lambert on its €1.1 billion acquisition of a stake in Imerys and Electrabel (GDF Suez) in its combination of international energy assets with International Power, leaving GDF Suez with a 70% stake in International Power for €20.2 billion. It was the largest M&A in Europe in 2010.

The firm was active in private equity, advising GIMV on its disposal of Scana Noliko to PinguinLutosa and Gilde Equity Management (Dutch PE fund) on its buyout of Actief Interim from KBC PE and Indufin.

Eubelius moves up a tier this year following very strong feedback across the market. The Belgian independent has a top flight reputation and, says a peer, produces "extremely high quality from the legal perspective".

The firm benefitted from its strong footing in the biotech sector and advised clients including Movetis as the target company in a public takeover bid by Shire for €428 million, including a true merger agreement and delisting.

The firm acted for KBC Bank on its €527 million sale of Centea to Crédit Agricole / Landbouwkredie, which included a carve-out plan for Centea from its integration with KBC and was also acting on the KBC sale of Fidea.

The firm advised The Capital Markets Company (CapCo) and its management on the sale to Fidelity National Information Services (FAS) for €292 million and Adcuram Group in its acquisition of Citrique Belge from Royal DSM.

As an independent the firm handles a lot of work for foreign law firms.

Freshfields moves up to tier two this year following positive market sentiment and a strong showing on M&A transactions.

According to one client, the firm is "strong, reliable and efficient - not cheap, but it is value for money as this was a very big transaction, very complex, and they did everything". Another client recommends Geert Verhoeven: "Especially him, he has lots of experience, he is practical, available, and excellent technically."

Through 2010 and 2011, the firm advised Solvay on all of its M&A, which included two large deals: a 50% sale of shareholding in joint-venture Plastic Automotive Inergy to Compagnie Plastic Omnium for €270 million, and its acquisition of the French chemicals group Rhodia for €4.5 billion. The Brussels team led on both deals, which involved a number of the firm's offices.

The firm also acted for its regular client RTL in its unsuccessful attempt to buy the Belgium operations of ProSiebenSat.1 and advised Elia and Australian infrastructure investor IFM Global Infrastructure on the acquisition of 50 Hertz Transmission, subsidiary of Vattenfall, for €810 million.

Further prestigious mandates saw the firm advise UCB on the sale of its manufacturing businesses in Germany and Italy to Aesica, Blue Sky consortium on the formation of a joint-venture with GDF Suez and the Belgian listed gas transportation company Fluxys on the sale of a 38.5% stake to Publigas for €636 million.

Stibbe maintains its tier two position in the market this year and 2010 saw the firm extend its reach through Benelux with the launch of a new office in Luxembourg, this is in addition to its current network as part of its alliance with Herbert Smith and Gleiss Lutz.

The firm continues to lead the field out of the regional firms and continues to clinch mandates that equal those of the top tier firms.

Among such major mandates, Jan Peeters advised Goldman Sachs on the €1.2 billion secondary buyout of Ontex, the largest ever buy-out in Belgium. Fellow partner Vorlat led the team working alongside alliance partner Herbert Smith (Paris) and US firm Simpson Thacher & Bartlett to advise on the Belgian aspects of KKR's $2.38 billion acquisition of Pfizer's Capsugel division, a deal which involved ten jurisdictions in Europe, Asia and Latin America.

Marc Fyon helped Auchan transfer $2.28 billion in assets as part of a restructuring programme, and Pascal Vanden Borre acted for Spanish biotech company Cellerix in its merger with TiGenix.

Baker & McKenzie sits at the very top of tier three. Its partners are very highly respected by competitors, among them Koen Vanhaerents first and foremost, and Dominique Maes, Roel Meers and Peter Leys. The firm is second to none when it comes to financial sector related M&A.

Clients speak highly of some of the more junior partners, among them Peter Berger who stands out for his expertise in the financial sector. "We have a very good working relationship with him and the firm, he is very hands on," says a client.

One client of a restructuring exercise says: "It's not a huge team, but there is a team doing financial regulatory and financial markets [...] and this was an attraction to us as the financial sector has a very specific regulatory environment. Berger kept one eye on us, one eye on regulator; the team was quite aware of the implications of the regulations and in my view no other firm can do same type of work at the moment."

In recent transactions the firm acted for the Bâloise group on its acquisition of the Nateus group of insurance companies, Thermote & Vanhalst on its acquisition of Gunco and its subsidiaries from Pon Equipment Holding and KBC Insurance on its sale of all shares in Secura to QBE International Holdings for €267 million.

The firm also handled a number of private equity transactions including advising KBC Private Equity on the sale of all shares in Microtherm Engeneered Solutions to Promat and Waterland Private Equity on its €40 million acquisition of the Isowill Group and Wayaert-Vermeersch Group.

In the media and television sector, the firm acted for Investeringsmaatschappij Argenta on its sale of shares in Vitaya to Vlaamse Mediamaatschappij.

The corporate and M&A department of Clifford Chance had very strong year in the M&A arena and more than deserves its position in tier three. "A good ratio with quality and price, sometimes I question this with the other top firms," says one client.

The firm's market reputation is strongest in finance and banking, where it is often considered the clear market leader, however under the auspices of Philippe Hamer and his team the firm clinched a number of interesting M&A transactions. "Hamer is very intelligent, deal driven and an extremely good and eminently fun guy for a transaction," says one peer.

Last year Hamer acted for Sumitomo Heavy Industries on its acquisition of Hansen Industrial Gearboxes for €95 million while Xavier Remy advised Sanoma on its acquisition of the Dutch and Belgian assets of ProSiebenSat.1 with Talpa - the business value of the target in both countries was €1.23 billion. The transaction involved the Belgian and Dutch offices.

Clients also point to the firm's network as a major selling point: "The main difference is that CC has a real network," says one.

Remy also advised Publigas as a shareholder and Fluxys Group on a €150 million investment by Caisse de dépôt et placement du Québec for a capital increase in Fluxys.

The firm represented Apax Partners on its acquisition of BNP Paribas Personal Finance Belgium as part of the bank's forced divestitiure as called for by the EU Commission, and Nieuwe Steen Investments on a combination with VastNed (both REIT listed) with combined market capitalisation of €825 million.

Liedekerke moves up a tier this year in response to a consistent impression by the market that the firm is fully capable of handling very big high-profile transactions and providing top class advice.

A number of the partners are praised for their abilities, among them Thierry Tilquin and Philippe Malherbe (who combines corporate and tax). Outside corporate but still an asset on deals with an environmental angle, is Bernard Deltour. "They certainly have good people and are well respected, we see on big transactions and they do a very good job," says a peer.

According to one client: "A notch up is Philippe Malherbe's tax, corporate and commercial advice; he came up with quite brilliant advices on how to do what we needed. There are fewer than 20 companies in Belgium that have done what he came up with in the last decade and it was the perfect solution; a good example of the quality, definitely very innovative and creative."

Tilquin also draws praise from across the market: "Tilquin is a very sophisticated guy and can deliver a level of advice that the other tier four firms would only dream of," says another competitor. In contrast to many of the other leading firms, point out some competitors, Liedekerke has a looser structure more based on individuals than on teams.

In 2011 the firm advised AG Real Estate Group on two takeover bids and one counter bid relating to real estate certificates for €80 million. In April 2011 the firm was mandated by Weil Gotshal & Manges to advise as bidder on the Belgian aspects of the auction for Pfizer's €2.3 billion sale of Capsugel.

In early 2010 the firm also worked alongside Hogan Lovells and IFM to establish an €810 million joint-venture between Elia and IFM and advised BNP Paribas Assurance on its acquisition of Fortis Emeklilik.

Loyens & Loeff is known most for its leading tax practice and to a certain extent the firm leverages off this to act on large M&A deals. Peter Callens remains the best known personality in the department for M&A, however corporate head Grégoire Jakhian and partner Stefaan Deckmyn also led on deals last year.

Callens advised Balta Industries (portfolio company of Doughty Hansen) on its acquisition of DOMO Oudenaarde, DOMO Zele and DOMO Gent Industries from DOMO. He also advised NPM Capital, a Dutch based private equity firm, on its acquisition of De Belgische Distributiedienst and RSM Italia from TNT.

Jakhian led a team to support Trimble Navigation in its acquisition of a major stake in Punch Telematix for €10 million while Deckmyn led on advise APM Terminals on its sale of a 25% stake of its Zeebrugge container terminal to Shanghai International Port Group for €27 million.

The firm handled a large volume of M&A transactions through the Benelux region coming second only to Allen & Overy.

NautaDutilh's M&A team, led by Dirk Van Gerven, had a relatively strong year, bagging a couple of large deals as well as good mandates working alongside Slaughter and May. The firm was relatively quiet until the second quarter of 2010 when it started to work on a string of transactions in the biotech sector and in private equity at the mid-market level.

On a highlight in terms of value saw the firm advise Shire on its voluntary takeover bid of all outstanding shares in Movetis for €428 million, marking the first takeover of a Belgian listed biotech.

In private equity, the firm advised Vendis Capital on its acquisition of Pranarôm International. Another notable deal saw the team advise L'Immobilière Huon on its management buyout of Foruminvest for over €50 million.

Working with Slaughter and May, the firm also assisted on the Belgian aspects of QBE's €267 million acquisition of Secura.

White & Case Brussels is often viewed by commentators as a corporate and private equity driven firm with a strong reputation for restructuring work.

According to one recent client: "We used the firm on an acquisition and restructuring, and also on corporate work, going worldwide through the local office; we were quite satisfied, our main contact was Giselle Rosselle and we liked her availability and familiarity with our company. They go straight to the point and follow up on it regularly."

The firm's network is a big draw and it regularly handles cross-border projects but, says a client, you do pay a premium: "It was too expensive when we went international," says a client.

The firm was one of the busiest players in the private equity markets, winning numerous mandates from the slim pickings.

Partner Dries Hommez advised Gimv-Agri+ Investment Fund and Gimv on its investment in the Eden Chocolates group, while Thierry Bosly and Muriel Alhadeff advised Ogone on the sale of its shareholding in private equity fund Summit Partners for over €170 million.

In a deal structured as a typical LBO, Stefan Odeurs advised Belgian private equity fund Sofindev III on its acquisition of a position in Novy Holding. The firm was also mandated by a subsidiary of Cobepa, JF Hillebrand Group, for its multi-jurisdictional acquisition of Trans Ocean Distribution.

Elsewhere, Odeurs and Hommez acted for Integrated Production and Test Engineering (IPTE), a Euronext listed company, on a series of related moves resulting in the demerger of its factory automation business and subsequent acquisition of German company Platzgummer and of the electronics manufacturing business Barco. The deals were followed by a private placement of bonds.

Although Altius' profile is primarily as a finance firm, partners Carine Van Regenmortel and Alexis Goeminne and team saw, over 2010 and the first half of 2011, a consistent flow of what one peer calls "good mid-sized deals".

Among them, the firm advised Limburgse Reconversiemaatschappij (LRM) on several transactions including an acquisition of a lighting glass production factory from EMGO and the sale of a group of hotels to Aedifica.

Leveraging off its financial sector expertise, the firm won a mandate from US insurance group Cigna to advise on its acquisition of Vanbreda International following an auction process managed by KPMG and Linklaters. The deal was one of the largest of its kind in 2010.

Altius also advised Kone on the acquisition of CNIM's Belgian maintenance business and CRH on its acquisition of a leading Belgian SHAP merchant, including wholesale outlets and a distribution centre.

CMS DeBacker enters the rankings for the first time. The firm is led by Vincent Dirckx, who took over from practice head Cedric Guyot in early 2010.

"They created a climate of trust and confidence, they had good coordination with our in-house counsel working as one with our team and were very easily reachable... very client oriented and business minded," says a major client.

The firm has won some impressive mandates recently, most importantly being selected by Delhaize Group, Belgium's largest food retailer, for all its European M&A work. It recently advised Delhaize on its €1 billion acquisition of DeltaMaxi in the Balkans. The transaction was led by Dirkx and, later on, in close conjunction with the London office. It was an example of the firm's commitment in Eastern Europe (when other firms have pulled out) paying great dividends.

"The deal was very technical and complicated," says a client, "they assisted us for two years which is an unusually long time and from beginning to end it was superb. They did a great job in structuring the deal and in filtering interaction in the different jurisdictions".

Another high profile deal saw the firm advise Crédit Agricole in its €527 million acquisition of Centea Bank from KBC Bank. The deal was led by banking partner Catherine Houssa. Another high value deal (though not as lead counsel) saw Dirckx act for Bureau Veritas on the Belgian aspects of its £450 million acquisition of Inspectorate form the 3i owner Inspicio Group.

Laga's M&A team is led by David Roelens and Hilde Laga. The firm has a perhaps a slightly smaller turnover of deals than some of its competitors however the transactions it does advise on tend to be of a good size.

Peers comment that Laga works on a regular stream of private M&A and private equity deals. In 2010 the firm also grew its team, adding counsel Christoph Michiels from Stibbe.

In recent mandates, the firm advised Fujirebio on its acquisition of Innogenetics from Abbott for €120 million and Loomis on its aborted bid for Brinks Belgium.

The team also advised Pinguin Lutosa on the acquisition of Scana Noliko by GIMV for €145 million and Protime on sale of shares to SD Worx.

Lydian has a mixed reputation in the market. The firm made a strong move in 2010 with the hire of Liedekerke partner Patrick della Faille along with three associates, which has already paid dividends with della Faille leading on a number of the firm's corporate deals.

Among its key transactions, Lydian helped Hogan Lovells advise AXA Assistance on the cross-border merger of its Swiss and Spanish operations into its Belgian subsidiary.

Peter De Ryck advised Esckert & Ziegler on a mandatory €40 million takeover bid on Euronext listed International Brachytherapy and acted for the shareholders of Nafta on its sale through an auction process with seven bidders.

The firm also assisted Parcom Ventures Oventwee Janivo Holding on its acquisition of the Eurobakers group and private equity funds E-Capital and Pentahold in its acquisition of the Garden Vision Group.

Simont Braun joins the rankings for the first time after solid feedback from the market. The firm "has some very knowledgeable M&A people and some good clients like AB Invest," says one peer. The firm is best known for handling 'French' deals, although it has been working to increase its share in the Flemish market.

Sandrine Hirsch comes in for praise as a result of her advice on the sale of Zurich a few years ago: "High quality, very academic and practical," says a peer.

In 2010, the firm advised Aedifica on corporate matters and a series of acquisitions to help it develop its nursing homes portfolio and assisted Systemat in a €10 million management buyout. Another deal saw the firm act for Europa Capital real estate management fund on the purchase of a plot of land in Brussels and AXA PE in the private auction of Desotec.

US firm Willkie Farr & Gallagher has a small but very highly reputed team in Brussels under the leadership of Xavier Dieu. The firm's primary issue in the Belgian market is that of capacity. Dieu is support by two national partners, Didier Willermain and Jean-Quentin De Cuyper, and no associates.

"You couldn't really use them to do an M&A in Belgium, they just don't have the capacity," says a peer. However, the Brussels office can lead and act on high level transactions in conjunction with its Paris or other office, and when it does so, often on deals with a French dimension, its quality is top class.

"The quality is very high, Dieu is an absolute guru of corporate law," says a peer.

Dechert's Brussels M&A expertise is managed by René Gonne. The firm handles a flow of Belgian projects but has the ability to access its network which spans 21 countries, and handle cross border transactions in Europe, Asia and the US.

The network is one of the firm's major strengths: "We worked with Isabelle Rahman and Eric Deltour [both Brussels-based partners] for a restructuring in Asia and they led the deal. In corporate they were pretty good, excellent, responsive, reasonable on fees". Another client found the firm "excellent, great people, very responsive, very technically good and commercially minded".

In 2010 the Brussels office suffered a setback, losing M&A and corporate partners Harold Minjauw, Fabrice Mourlon Beernaert and Jean-E Flagey and associates Frederic Deltour and Pia Sobrana Gennari Curlo, who left to establish a new firm called LMBD Prioux.

"We did most legal work through Dechert through Harold Minjauw but he has left now, he is not just good in M&A but also all corporate law, quick, accurate, punctual," says one client.

Nevertheless, through 2010 and 2011 the firm advised on a number of corporate issues for clients including Elia, Sheradon Group,  and Verlinvest.

Van Bael & Bellis has a leading reputation in competition law, and off the back of this has developed a sporadic but capable M&A practice under former Freshfields senior associate Michel Bonne.

The firm handled the restructuring of Brinks International and advised Inter Ikea Investments alongside Swedish firm Hammarskiold on the Belgian aspects of the divestment of the Catella Group to Scribona for €45 million.

In another big mandate, the team acted for Royal DSM on the sale of Belgian company Critique Belge to Adcuram Group and helped Zero Chaos Holdings and APC Workforce Solutions on the acquisition of Workforce Solutions by Zero Chaos Holdings and a €175 million. The firm worked alongside Weil Gotshal & Manges.