Clifford Chance

Amendments to Dutch public offer rules

25 June 2012

On 1 July 2012 the long-awaited amendments relating to the Dutch public offer rules will enter into force. These amendments are the result of a legislative and consultation process that lasted more than two years and they are the first amendments to the Dutch public offer rules since the major revision of these rules in October 2007. Key changes are: (i) the introduction of a "put up or shut up" rule, (ii) the possibility to "stop the clock" in case of a leak announcement, (iii) additional flexibility in terms of increasing the offer price, and (iv) additional exemptions to the mandatory offer requirement. These changes, together with the applicable grandfathering rules, are discussed in more detail in this client briefing.

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