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Mergers and Acquisitions
At STP we try to structure an acquisition in a simple way that achieves the client’s business objectives while optimizing tax results to the extent possible. We remain involved in the negotiation and due diligence process and provide transactional support as necessary. After the acquisition is complete, we advise on post-acquisition restructuring and assist in implementation of our tax advice.

Examples of transactions in which our Tax Department provided significant advice include:

  • Representation of a private equity fund in its leveraged acquisition of a publicly-traded Dutch company.
  • Together with Paul, Hastings, Janofsky & Walker (Europe) and Boekel De Nerée, STP is advised servicers, Capita Asset Services (Ireland) Limited and Capita Asset Services (UK) Limited, in the Fleet Street Finance Two PLC CMBS transaction. The transaction involves the restructuring of a €1.2 billion commercial mortgage loan secured by over one hundred retail assets located throughout Germany and leased to the Karstadt department store.
  • Representation of an Israeli-based multinational company in its leveraged acquisition of a German-based financial group.
  • Representation of a US-based company in its acquisition of the assets of a European software company.
  • Advising a Dutch company on its public offering on the Warsaw Stock Exchange.
  • Advising a large syndicate of banks and a senior lender in relation to two restructurings of a syndicated and a (partly) securitised finance transaction involving Lehman entities as lender.


Private Equity and Hedge Funds

STP has extensive experience in private equity, where tax structuring (both at the formation stage as well as at the investment stage) is a critical component. We work together with top tier international law firms on all aspects of fund formation and later advise the funds on their acquisitions and operations.

We have extensive experience in the following areas:

  • Fund structuring, taking into account the objectives of the sponsors, managers, advisers and the various investors (including individuals, institutional investors, US and Israeli companies and tax exempt entities).
  • Structuring of cross border acquisitions for private equity funds, taking into account their particular needs as private equity investors.
  • Advising investors in private equity and hedge funds on the pertinent tax issues in the investment, choice of investment and “feeder vehicles”, compliance issues, etc.

Capital Markets

We work with the local and international law firms corporate and securities departments to assist companies looking to go public on capital markets on all tax aspects of the offering process and ongoing compliance.

Our tax services in this field include:
  • Assistance with and drafting of tax disclosures, risk factors, and other tax related discussion in prospectuses and other public filings.
  • Pre-IPO tax optimization and restructuring, including reincorporation prior to a public offering.
  • Structuring debt offerings for optimal tax treatment, including withholding tax issues.
  • Advising public companies on tax aspects of shareholder distributions.
  • Advising public companies and their shareholders on capital gains tax issues.Advising issuers of asset-backed securities on the tax aspects of transactions using SPV structures.


Real Estate

STP regularly advises on tax aspects of domestic and international real estate transactions. Our clients include Dutch, US and European multinational developers active in the global real estate market. We advise on tax aspects of a wide variety of commercial and residential real estate transactions, including acquisitions, development, construction and conversions.

Other jurisdictions
In addition to our extensive experience in the Dutch domestic market, we have significant experience with target markets such as the United States, Canada, India, Russia, Ukraine and other Eastern European countries (such as Hungary, Poland and Romania) and Western European countries (such as Germany, France and the United Kingdom).

Confidentiality
The nature of our work means that we are often exposed to our clients' highly sensitive financial information. We take extra care to keep that information secure in a professional manner. Our staff is used to dealing with high profile people and transactions, and we practice confidentiality in everything that we do.