Clifford Chance acts for NLFI as selling shareholder in the IPO and listing on Euronext Amsterdam of ordinary shares in the capital of ASR

23 June 2016

Clifford Chance acts for NLFI as selling shareholder in the IPO and listing on Euronext Amsterdam of ordinary shares in the capital of ASR

Clifford Chance Amsterdam acted for Stichting administratiekantoor beheer financiële instellingen ("NLFI") as selling shareholder in the IPO and listing on Euronext Amsterdam of ordinary shares in the capital of ASR Nederland N.V. ("ASR"), one of the largest insurance providers in the Netherlands. NLFI (on behalf of the Dutch State) became the sole shareholder of ASR in 2011, a few years after the company was nationalised in 2008. The Dutch Minister of Finance, after completion of its research into various privatization alternatives and upon the advice of NLFI, decided to bring ASR back to the market late 2015.

The price per offer share in the IPO was set at EUR 19.50, corresponding to an initial equity value of approximately EUR 3 billion for ASR. The number of shares offered, excluding the over-allotment option, represented approximately 35% of the total number of shares. The total value of the offer shares amounted to approximately EUR 1 billion, excluding the over-allotment option. Including the over-allotment option, the IPO consisted of an offering of up to 40% of the total number of shares. Listing of and first trading in the shares (on an “as-if-and-when-delivered” basis) on Euronext Amsterdam commenced on Friday 10 June 2016 and delivery of and payment for the shares and the start of unconditional trading took place on Tuesday 14 June 2016.

ABN AMRO, Citigroup and Deutsche Bank acted as Joint Global Coordinators, Barclays, HSBC, ING and Rabobank as Joint Bookrunners, and Berenberg as Co-Lead Manager. N.M. Rothschild & Sons Limited acted as the financial adviser to NLFI. The Clifford Chance team, advising NLFI on all aspects of the privatization alternatives including the IPO, comprised Thijs Alexander, Han Teerink, Floor van der Steenstraten, Joel Erwteman and Door Hendriksen from Amsterdam. Barbora Moring from Frankfurt provided US securities laws advice.