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An introduction Ambos NBGO

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  • 1. Ambos NBGO advocaten avocatsadvocaten avocats Anintroduction

2. The firmadvocaten avocats We are an independent, full service law rm with over 35 lawyers based in Antwerp, Brussels, Ghent and Zeebrugge We have close working relaAonships with preferred law rms in the Benelux and abroad We have market leading capabiliAes in corporate, nance, real estate, arbitraAon, mediaAon and liAgaAon, employment, environmental and public law, transport and logisAcs and numerous niche areas of experAse We work with clients and our preferred law rms in creaAve and innovaAve ways to achieve commercial soluAons 2 3. Philosophyadvocaten avocats Internaonal law rms Niche law rms AMBOS NBGO best of both worlds Tradional law rms 3 4. Ambos NBGO Philosophy Offer the best of both worldsadvocaten avocats Ambos = both in Spanish Best of both worlds: PosiAoning between internaAonal law rms and smaller/local tradiAonal law rms Lawyer / legal counsel experAse ExperAse and in-depth knowledge Personalised, hands-on service AcAve partner involvement SwiM, proacAve response CompeAAve fees and low overhead costs Accessible No legalese 4 5. Recommendations:Legal 500 advocaten avocatsBanking, nance and capital markets: Legal 500 2013 Wilfred Goris heads Ambos NBGOs team, which is responsive, knowledgeable, hands-on, and has par@cular exper@se in the technology sector. David Dessers, who is pragma@c and extraordinarily available and responsive, recently advised MarkaVIP on its *5m Series A funding led by Silicon Valley Venture Capital Firm Lumia Capital. Associate Pieter Capiau is also recommended Corporate and M&A: Legal 500- 2013 Ambos NBGOs nine-partner team is extremely responsive and approachable, ecient and pragma@c. The very experienced David Dessers advises Clear2Pay NV on all its business and legal needs, including having acted on various recent acquisi@ons. New clients include Omega Pharma Belgium and Thetys Petroleum. Jens Van Hecke shows great legal acumen, and is recommended along with Kurt Faes, dedicated senior associate Anneleen Vander Elstraeten and up-and-coming associate Pieter Capiau. Dispute resoluon: Legal 500- 2013 Ambos NBGOs 11-partner prac@ce gives clear and precise advice, and has demonstrable knowledge. Ecient prac@ce head Ingrid Van Clemen is expert in interna@onal trade and transport cases, and the experienced Kathleen Paisley focuses on interna@onal arbitra@on. Wilfred Goris is thorough and unustered. 5 6. Recommendations:Legal 500 advocaten avocats Intellectual property: Legal 500 2013 Ambos NBGOs team has a business-centric mindset and client-oriented approach. It advised a number of non-conten@ous patent maZers and is par@cularly strong in the IT sector. It advised Belgian biotechnology company Thrombogenics on its patent licensing agreement with Alcon for eye drug Ocriplasmin. Prac@ce head Kathleen Paisley is excep@onal and Bart Vandereeckt goes the extra mile for clients. Employment: Legal 500 -2013 The excellent Ambos NBGO mainly advises corporate clients on employment maTers. The friendly and knowledgeable Carl Bevernage and Johan Kerremans are recommended. Clients include Expedia, Pzer and Clear2Pay, the laTer of which the rm represented in a dismissal case before the Labour Court. Shipping and transport: Legal 500 2013 Ambos NBGO provides excellent service and accurate and appropriate advice. The rm acts for a number of longstanding clients, including the Port Authority of Ghent, handling li@ga@on, contractual maZers and general advisory work across all transport sectors with par@cular strength in shipping. David Dessers and Jens Van Hecke are very good and combine in-depth legal experience with good business acumen. The ecient and reliable Ingrid Van Clemen has broad exper@se and a high level of legal knowledge in mari@me law. 6 7. Recommendations:Legal 500advocaten avocatsReal Estate: Legal 500 2013 Ambos NBGOs team has a business-centric mindset and client-oriented approach. It advised a number of non-conten@ous patent maZers and is par@cularly strong in the IT sector. It advised Belgian biotechnology company Thrombogenics on its patent licensing agreement with Alcon for eye drug Ocriplasmin. Prac@ce head Kathleen Paisley is excep@onal and Bart Vandereeckt goes the extra mile for clients. 7 8. Recommendations:Legal 500advocaten avocats Banking, nance and capital markets: Legal 500 2012 Wilfred Goris heads Ambos NBGOs banking and nance prac@ce, which experienced an increase in capital markets instruc@ons. The open-minded and promising Jeroen Bral maintains a high service level. Corporate and M&A: Legal 500- 2012 Clients are truly impressed with the combina@on of business knowledge and transac@onal exper@se at Ambos NBGO, which includes nine corporate partners across the Antwerp and Brussels oces. The team represents a number of listed companies, such as Autogrill and IBM, as well as private companies including For@s and Nuon. Chris@na Trappeniers and Caroline Wildemeersch are highly regarded, and the versa@le, innova@ve and commiZed David Dessers is also recommended. Dispute resoluon: Legal 500- 2012 Ambos NBGO recruited the truly excep@onal Kathleen Paisley from White & Case LLP, where she was a partner in the London arbitra@on group. The rm always delivers an outstanding service, through a client-oriented mindset. 8 9. Recommendations:Legal 500advocaten avocats Intellectual property: Legal 500 2012 Ambos NBGOs lawyers show a hands-on approach and availability, and the teams knowledge and experience compare favourably to most other rms. It is advising on various non-conten@ous patent maZers, including advising a patent holder on a 1bn deal with poten@al licensees. Kathleen Paisley is a truly excep@onal partner, and Bart Vandereeckt is very astute and an inven@ve li@gator. Labour and employment: Legal 500 -2012 Ambos NBGOs lawyers are responsive, inquisi@ve and persistent in looking at all poten@al op@ons for a favourable conclusion. The departments exper@se includes advice on social security, benets and pensions. The rm mainly represents mainly large corporate employers, including Expedia and Pzer. Carl Bevernage and Johan Kerremans co-head the team. Shipping and transport: Legal 500 2012 Ambos NBGOs transport group keeps its clients informed throughout and ensures that all procedures are made clear. It acts for the Port Authority of Ghent on all mari@me maZers including recently advising on the sinking of a ship in the port. Ingrid Van Clemen is certainly one of the most respected lawyers in Belgian mari@me law. Peter Van de Vijver is also highly regarded. 9 10. Recommendations: Legal 500 advocaten avocats Banking & Financing: Legal 500 2011 Ambos NBGO call upon an impressive blend of experience and skill, having added the talents of Wilfred Goris, immensely respected for a long career at Linklaters, to those of younger partners such as David Dessers. Clients praise the rms ability to deliver on @me, deliver value, and competence; the rms senior lawyers, including Wilfred Goris, have a loyal personal following for corporate nance work. Corporate and M&A: Legal 500 - 2011 Ambos NBGO has super industry knowledge, is exible and adapts to the clients specic needs, using a personal approach. It delivers; on @me, with value, knowledge, competence, and emo@onal intelligence, all cost-eec@vely. It has good partner strength in Brussels and Antwerp, strong followings from mid-market clients, and the support of ex-De Bandt managing partner Roel Nieuwdorp. The team acted on the 25m restructuring of Autogrill, and assisted Op@on on a 20m oering of share capital. Kurt Faes is top of the bill while David Desserss strengths and quali@es consist of years of experience. Shipping and Transport: Legal 500- 2011 Peter lVan fde prac@cal solu@ons Van ong proceedings can be avoided, agreat personal recogni@on; clients 4/7 they ook or Vijver and Ingrid so lClemen at Ambos NBGO receives nd that the team can be reached 2say which is very useful in shipping; they also single out the rms presence in Ghent, Zeebrugge and Antwerp. Work highlights included working with the Port Authority of Ghent and Arcelor MiZal. The rm also assisted Concordia in developing a new product for the transport and logis@cs insurance market. 10 11. Recommendations:Chambers & Partners global advocaten avocatsadvocaten avocats Chambers and Partners : Global Guide - 2013 Antwerp-based Kurt Faes of AMBOS NBGO is hailed as an excep@onally hard worker. He is very commercial and will get the deal done. His broad prac@ce encompasses share transac@ons, joint ventures and demergers. Also at AMBOS NBGO, department head Roel Nieuwdorp is widely respected by all sources for his vast experience in the corporate sphere. Interviewees are quick to praise him, saying he is a fantas@c lawyer and one of the best nego@ators in the country. Chambers and Partners : Global Guide - 2012 Managing partner at AMBOS NBGO, Kurt Faes "oers proac@ve solu@ons and is always on hand to answer queries, be they large or small," observes one client. He also wins praise for his calm and even- handed nego@a@on skills in addi@on to an in-depth knowledge of M&A proceedings. Also at the same rm, Roel Nieuwdorp is recognised as a seasoned prac@@oner with a wealth of experience. Chambers and Partners : Global Guide - 2011 Antwerp-based managing partner Kurt Faes of AMBOS NBGO is highly regarded by sources, who say: "His excellent service really makes you feel valued as a client." He has been kept busy providing acquisi@on and restructuring-related advice to Alcopa. At the same rm, the well-respected Roel Nieuwdorp is admired for his profound M&A exper@se. He recently advised The Bank of New York Mellon on a German-Belgian bank merger. 11 12. Recommendations:Chambers & Partners Europeadvocaten avocats advocaten avocats Chambers and Partners : Europe Guide - 2012 KEY INDIVIDUALS Managing partner Kurt Faes "oers proac@ve solu@ons and is always on hand to answer queries, be they large or small," observe clients. He also wins praise for his calm and even-handed nego@a@on skills in addi@on to an in-depth knowledge of M&A proceedings. Peers recognize Roel Nieuwdorp as a seasoned prac@@oner with a wealth of experience. Ghent-based Peter Van de Vijver heads the department and has a wealth of experience in transporta@on and port-related ac@vi@es Chambers and Partners : Europe Guide - 2011 The rm AMBOS NBGO came into being aner a successful merger in 2010 and is quickly gaining a strong reputa@on for mid-market local transac@ons. The team operates out of Antwerp and Brussels and comes par@cularly recommended for corporate, M&A and private equity work. Sources say: The lawyers are really hands-on and oer very crea@ve advice. Extremely good value for money. KEY INDIVIDUALS Managing partner Kurt Faes specialises in M&A transac@ons and is praised for his excellent client care. As one source noted, he inspires condence; I trust him completely. Meanwhile, the highly respected Roel Nieuwdorp con@nues to handle signicant corporate and private equity transac@ons for both domes@c and interna@onal clients. 12 13. Corporate law firm of the year 2013 advocaten avocats Ambos NBGO: Corporate law rm of the year 2013 CompeAAon with 9 other internaAonal and Belgian law rms Reasons of the jury: - A team that constantly grows both in quanAty and quality, with clear business approach and insight - Large number of important projects during 2012 - The specialisaAon, passion and experience of the partners combined with talented associates - High availability of all the partners for the clients - Transparency with regard to fees 13 14. Recommendations : Awardsadvocaten avocats Investment law rm of the year in Belgium, 2011 Best Regional Firm in Flanders 2010 Corporate Intl Magazine 2010 Legal Award : Corporate Governance Law Firm of the Year in Belgium Transport Law Firm of the Year in Belgium Clients benet from the rms full service approach, which includes corporate and M&A, environment and real estate and employment. 14 15. Expertise advocaten avocatsadvocaten avocats AdministraAve Law ArbitraAon, MediaAon and LiAgaAon (naAonal/internaAonal) Banking & Finance Capital Markets Commercial Law and Contracts Corporate Law Data ProtecAon Employment, IncenAves & Pensions Environmental Law & Urban Planning Family governance Insurance Intellectual Property and InformaAon Technology Mergers & AcquisiAons Private Equity & Venture Capital Public Law Real Estate Transport and LogisAcs Unfair Trade PracAce FOR FURTHER DETAILS : SEE SCHEDULES 15 16. Key Figuresadvocaten avocats 17 Partners Close to 40 fee earners Clients: SME to listed companies DomesAc or foreign companies and mulAnaAonals Languages: Dutch, French, English, German and Spanish 16 17. Professionalsadvocaten avocats Patrick Allary Krisaan Bernauw Carl Bevernage Jeroen Bral Filip De Schouwer Counsel Counsel Partner Partner Partner Insurance, Transport Insurance, Transport Employment, LiAgaAon Corporate, Finance, Real Estate Corporate, Commercial T. +32 (0)9 266 13 42 T. +32 (0)9 266 13 40 T. +32 (0)2 2 290 04 31 T. +32 (0)3 201 27 63 T. +32 (0) 3 201 27 66 M. +32 (0) 475 61 27 79 M. +32 (0)475 48 15 38 M. + 32 (0)495 53 05 07 M. +32 (0)478 40 15 39 M. +32 (0)486 97 95 66 [email protected] [email protected] [email protected] [email protected] [email protected] David Dessers Kurt Faes Wilfred Goris Johan Kerremans Roel Nieuwdorp Partner Managing Partner Partner Partner Partner Corporate Corporate Finance, Real Estate Employment,LiAgaAon Corporate T. +32 (0) 3 201 27 62 T. +32 (0) 3 201 27 64 T. +32 (0) 3 259 16 54 T. +32 (0) 3 259 16 58 T. +32 (0) 2 290 04 30 M. +32 (0) 496 58 98 33 M. +32 (0)475 80 24 10 M. +32 (0)475 49 70 98 M. +32 (0)474 50 80 09 M. +32 (0)478 40 15 65 [email protected] [email protected] [email protected] [email protected] [email protected] 18. Professionals advocaten avocats Kathleen Paisley Chrisna Trappeniers Ingrid Van Clemen Peter Van de Vijver Bart Vandereeckt Partner Partner Partner Partner Partner ArbitraAon, MediaAon, IP/IT Corporate, Finance, Real Estate MariAme, Transport, LiAgaAon MariAme, Transport, LiAgaAon IP/IT T. +32 (0) 2 290 04 68 T. +32 (0) 2 290 04 68 T. +32 (0) 3 201 27 68 T. +32 (0) 9 266 13 44 T. +32 (0) 2 290 04 68 M. +32 (0)474 19 88 44 M. +32 (0)478 54 24 64 M. +32 (0)494 57 15 82 M. +32 (0)494 57 15 81 M. +32 (0)486 39 51 62 [email protected] [email protected] [email protected] [email protected] [email protected] Jens Van Hecke Sjn Verbeke Caroline Wildemeersch Pieter Capiau Natalie Lemense Partner Partner Partner Senior associate Senior associate Corporate AdministraAve, Real Estate Corporate, Finance Corporate Corporate, LiAgaAon T. +32 (0) 2 290 04 34 T. +32 (0) 2 201 27 62 T. +32 (0) 3 201 27 64 T. +32 (0) 3 201 27 69 T. +32 (0) 3 216 80 70 M. +32 (0)495 64 01 74 M. +32 (0)473 33 46 87 M. +32 (0)476 29 72 63 M. +32 (0)497 86 94 77 M. +32 (0)495 27 77 66 [email protected] [email protected] [email protected] [email protected] [email protected] 19. Professionalsadvocaten avocats Tessa Gijbels Anneleen Vander Elstraeten Dieter Beyens Samuel Darcheville Senior associate Associate Associate Associate Corporate, Commercial Corporate, Commercial Corporate, Commercial Corporate, Commercial T. +32 (0) 3 216 80 73 T. +32 (0) 3 259 16 51 T. +32 (0) 3 259 16 53 T. +32 (0) 2 290 04 68 M. +32 (0)478 22 16 71 M. +32 (0)486 88 39 88 M. +32 (0)478 35 24 55 M. +32 (0)498 64 09 27 [email protected] [email protected] [email protected] [email protected] Yannick Verrycke Associate Corporate T. +32 (0) 3 216 80 76 M. +32 (0) 479 24 49 24 19 [email protected] 20. Officesadvocaten avocats AMBOS NBGO Advocaten WWW.AMBOSLAW.BE ANTWERP BRUSSELS GHENT ZEEBRUGGE G. LEMANSTRAAT 27 NEERVELDSTRAAT 109 ELZEBOOMLAAN 7 REDERSKAAI 49 B - 2018 ANTWERP B - 1200 BRUSSELS B 9032 GHENT B - 8380 ZEEBRUGGE 20 21. Websiteadvocaten avocatswww.amboslaw.be 21 22. Ambos NBGOadvocaten avocatsschedules22 23. M&A - Corporate Lawadvocaten avocats Transaconal: Equity and asset deals M&A, venture capital, private equity AucAons, (L)MBOs, securiAes transacAons: warrants, bonds & opAons Joint ventures Due diligence General corporate law - throughout a companys lifeme IncorporaAon subsidiaries and branch oces Restructurings mergers, de-mergers, spin-os, contribuAons, conversion of legal form, expatriaAon & liquidaAon Shareholders agreements and disputes Directors liability Corporate housekeeping listed and private companies Corporate governance Corporate ligaon 23 24. Banking and Financeadvocaten avocats Transaconal nance law Leveraged nance Project nance Real estate nance Asset nance DIP nance Advising banks, corporaons and private equity houses on Capital Markets Investment Management and Restructuring and Insolvency Regulated and unregulated investment funds Capital markets General banking 24 25. Commercial Law & Contracts advocaten avocatsadvocaten avocats Agency Commission agreements CooperaAon agreements DistribuAon and concession Debt collecAon Franchising (InternaAonal) sales Unfair trade pracAces ATachments LiAgaAon 25 26. Employment, Incentives &Pensionsadvocaten avocats Audits and restructurings Employment law / social security law audits Employment and social security issues for due diligence purposes Restructuring operaAons, plant closings and collecAve dismissals Trade unions NegoAaAng and draMing collecAve bargaining agreements RelaAons and negoAaAons with trade unions and workers representaAons Employment and management agreements Employment and management agreements and terminaAon thereof Salary opAmalisaAon Cross-border / mulAple employment and expat status - expat allowances Projects Outsourcing and insourcing Transfer of undertakings Teleworking 26 27. Environmental andadministrative law advocaten avocats Our areas of experse: Environmental and administraAve law aspects of real estate contracts and corporate/nancial transacAons Building permits, environmental permits, commercial site permits, allotment permits Soil polluAon and soil decontaminaAon Waste, waste returning obligaAons, environmental policy agreements with authoriAes Proceedings before administraAve authoriAes, the State Council or civil courts regarding environmental and administraAve law maTers Town planning and zoning law (land allocaAon plans, allotment permits, vacancy penalAes, cultural heritage monuments/landscapes) Public procurement 27 28. Insuranceadvocaten avocats Insurance contract law Non marine insurance (re, industrial risks, terrorism, professional liability, D&O liability, etc.) Marine and transport insurance (Antwerp marine policies 1859 and 2004, CMR, Air carrier liability, etc. ) Policy condions Advising on liabiliAes with regard to business acAviAes and the insurance coverage thereof Advising on conformity of policy condiAons with imperaAve legal provisions Ligaon AssisAng and represenAng clients before the courts of law AssisAng and represenAng clients in arbitraAon procedures as well as acAng as arbitrator 28 29. Intellectual Property advocaten avocats Tradional intellectual property rights: Trademarks Patents Copyright Domain names Design rights Knowhow Trade pracces and consumer rights New technologies: Internet and e-commerce projects Data protecon and privacy I.T. 29 30. International Mediationand Arbitrationadvocaten avocats Counsel in mediaons and arbitraons IP/IT ConstrucAon and infrastructure projects Upstream and downstream energy projects ExpropriaAons Commercial and contractual maTers Banking and nancial services Shareholder disagreements AccounAng problems Government procurement and military sales Mediator (specialized in accounng and nance mabers) Arbitrator (specialized in accounng and nance mabers) 30 31. Real estateadvocaten avocats Our areas of experse: AcquisiAon and disposals Fund structuring / Real estate investment funds Joint Ventures PPP / PFI Private and public construcAon law Project development Property nance Real estate contracts SecuriAsaAon Zoning and environmental maTers 31 32. Transport and Logisticsadvocaten avocats General: Air Transport: Intermediaries - brokers, agents, Contracts of carriage commission agents IATA agency agreements LogisAcs and physical distribuAon Permits for ground handling - including service level agreements Permits for transport operators Road Transport: and transport agents ADR Carriers liability and contracts of Marime transport and port carriage related acvies: CMR Ownership and security rights in TIR ships Tonnage tax Rail Transport: Ship arrest Cargo claims in reefer transport Carriers liabiliAes Carriers liability Collisions Contracts of carriage 32