Gerrit Oosterhuis

Gerrit Oosterhuis

Advocaat | Counsel

Practice Areas

Languages

Dutch
French
English
German

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Gerrit practices both Dutch and EU competition law, with an emphasis on merger notifications, cartel investigations, distribution practices and cases concerning abuse of dominance. He has a particular focus on the food sector.

Gerrit represents clients from a wide range of sectors, specifically food, consumer products, private equity and automotive. He also advises on compliance in relation to complex forms of cooperation, joint ventures and distribution systems, as well as preventing gun jumping. He has considerable experience with notifications of complex transactions to the competition authorities, the Netherlands Authority for Consumers and Markets and the European Commission, and coordinating such notifications in multiple jurisdictions. He is involved in all aspects of the notification process, which not only entails gaining a swift and accurate understanding of how the sector functions but also consistently taking into account the client’s interests and sensitivities of the competition authorities.

In relation to EU law, he handles cases on matters that are relevant for the agriculture and food sectors, such as the rules of origin and labelling.

As regards notifications to the European Commission, Gerrit is part of the Houthoff team that in phase two of the process secured unconditional approval for TomTom’s acquisition of TeleAtlas. He also obtained approval for the establishment of a leading joint venture to lay submarine cables with Royal Boskalis and VSMC. A team he led recently obtained approval, following limited rememdies, from the Dutch Authority for Consumers and Markets for the acquisition of Bakkersland by Borgesius – creating the largest industrial baker in the Netherlands – and for the acquisition by Zwanenberg Food Group of a large Unilever production plant.

Gerrit regularly publishes in the Dutch law journal on EU law, the Nederlands Tijdschrift voor Europees Recht, and the European Competition Journal. He is a member of the Dutch Competition Law Association, the Dutch Food Law Association and the International Bar Association. Gerrit is also a member of both the Amsterdam Bar Association and the Brussels Bar Association (EU list).

  • Houthoff advised the shareholders (Waterland Private Equity and management) on the sale of the Infradata group to IK Investment Partners
  • Houthoff represented Simadan in the sale of its businesses to Parcom Capital and John Swire & Sons. Parcom Capital will acquire the business Noba, supplier of fat products for the animal feed industry, and Rotie, collector and processor of used cooking oil and energy-rich organic waste. John Swire & Sons will acquire Biodiesel Amsterdam, a producer of second generation biodiesel from used cooking oil and animal fat, Tankstorage Amsterdam, a tank storage facility, and Cleaning & Services Amsterdam, a cleaning terminal for (bulk) trucks. The transactions are subject to Dutch and UK antitrust clearance.

  • Houthoff represented Sligro before the Rotterdam District Court in a procedure in which Sligro's competitors (through Maxxam) challenged the ACM's clearance of the acquisition by Sligro of a part of Heineken's wholesale activities. This matter concerns a rare appeal of a merger clearance decision, in which Maxxam challenged the methodology applied by the ACM. The District Court sided with the ACM and Sligro and held that the ACM had analysed the consequences of the acquisition in sufficient detail, including the impact on the wholesale market of a related distribution agreement between Sligro and Heineken. Notably, the District Court confirmed the relevance of the economic model developed by Sligro.

  • Houthoff represented Klaas Puul in its merger with Foppen Groep. Both Foppen and Klaas Puul are well known business in the salmon and shrimp processing industry and have long histories as family owned businesses in the food industry. The businesses have been in existence for respectively 100 and 50 years.

  • Houthoff advised H2 Equity Partners on the sale of Reparenco, a Dutch paper and recycling business, to Smurfit Kappa Group plc for a cash consideration of approximately €460 million. Smurfit Kappa Group plc is one of the world's largest integrated manufacturers of paper-based packaging products with operations in Europe and the Americas.

  • Houthoff (co-counsel to Kirkland&Ellis and Dechert LLP, M&A, VDD) advised Wyndham Worldwide Corp on the sale of its European vacation rental business (Landal part) to private equity firm Platinum Equity for approximately USD1.3 billion. This matter is particularly significant/complex because of the multi cross border VDD exercise which Houthoff coordinated for the Landal part of the transaction with multiple park concepts and the very significant real estate component due to the large number of parks operated by Landal over the various jurisdiction (85 in total). We further advised on the competition aspects of various bidders and coordinate and advise on the Dutch works council advice procedure. The client is a NY stock exchange-listed American hospitality company.

  • Houthoff represented Sandd in the acquisition of Van Straaten Post from its previous owners. The combined group is able to service the 24-, 48- and 72- hours postal market throughout the work week with national coverage. The acquisition is part of Sandd’s strategy to become a real alternative on the Dutch postal market.

  • Houthoff advises Tofane Global on the acquisition of iBasis from KPN. Tofane Global, a new player in the telecom and digital services market, acquires KPN subsidiary iBasis. This acquisition is the first milestone in the intended strategy of the Paris-based company. By means of acquisitions and digital transitions, Tofane Global aims to become the market leader in worldwide telephone services. After the completion of the acquisition, Tofane Global and iBasis will continue to work with KPN as strategic partners.

  • Houthoff has advised Smart Holding B.V. in a transaction whereby Smart Holding agreed on the acquisition of all outstanding shares in the capital of Mascot Europe B.V. from its shareholder MagVat Holdings B.V.

    Both Smart Holding, via its subsidiary Nedac Sorbo B.V., and Mascot Europe are, together with its respective affiliates, active as wholesalers in consumer goods.

  • Houthoff represented Argos Soditic in the acquisition of the Future Group, consisting of the following four business groups operating in the public and financial sector: the Talenter group, PLANgroep, Human Capital Group and Future Communication. This matter is particularly significant for Argos Soditic as it signifies Argos Soditic's first presence in the Netherlands.
  • Houthoff represented Sligro Food Group in the strategic, long-term partnership with Heineken Netherlands for beer and cider logistics in the Netherlands, and the sale of other parts of the Heineken beverages wholesaler to Sligro Food Group. The partnership makes Heineken Sligro’s number one partner for beer and cider.

  • Houthoff represented Varo Energy in the acquisition of United Fuel Groep BV, which resulted in the expansion of Varo Energy's retail network with 22 retail service stations in the Eastern Netherlands and wholesale and lubricants business activities.
  • Houthoff assisted the AMC and VUmc hospitals in obtaining the required approval from the Netherlands Authority for Consumers & Markets (ACM) for an administrative merger. The approval enables the two Amsterdam-based university medical centres to cooperate on patient care, research, education and training without limitation. This will create the biggest university medical centre in the Netherlands.
  • Advised Media-Saturn-Group, Europe’s number one consumer electronics retailer, on the acquisition of a majority stake in Dutch flash sales and live shopping platform iBOOD.com.
  • Argos Group and Varo Energy merge, creating a major independent oil company in North West Europe with a workforce of over 1,500 employees and an expected total annual throughput of 16 million m3. Houthoff assisted Argos Group and its shareholders Reggeborgh and Atlas Invest in the envisaged merger with Varo Energy. Following the merger the joint company will be owned in equal parts by three parties: the current shareholders of Argos, i.e. private investment companies Reggeborgh and Atlas Invest; Carlyle International Energy Partners, an advisory fund which is part of the global alternative asset manager The Carlyle Group; and international energy and commodities company Vitol. The agreement is subject to regulatory approval and scheduled for completion in the third quarter of 2015.
  • Advised the sellers, including Lion Capital and Avedon Capital Partners, on the sale of Van Geloven, a Netherlands-based frozen food producer with leading positions in the Netherlands and Belgium, to TowerBrook Capital Partners and the management of Van Geloven.
  • Houthoff advised H2 Equity Partners on its investment in TB&C Investments B.V. and TB&C Holding GmbH (TB&C). TB&C is a global supplier of hybrid components for automotive sunroofs.
  • Sale of all shares in the capital of Regenboog Participaties B.V., ultimate parent of the BMC Group to Yacht Group Nederland B.V., subsidiary of Randstad.
  • Houthoff advised European Pressphoto Agency (EPA) with the exit of Deutsche Presse-Agentur (dpa) and the acquisition of a majority stake in EPA by Spanish international news agency Agencia EFE, S.A.
  • Ashurst and Houthoff represent Shanks Group Plc, an independent UK waste management company listed at the London Stock Exchange in the signing of the merger terms with Van Gansewinkel Groep B.V., a privately-owned waste collection and recycling business in the Netherlands and Belgium. The combination of Shanks and Van Gansewinkel will create a leading Benelux waste-to-product business. The merger is subject to Shanks and VGG shareholders approvals and anti-trust clearance, with Completion anticipated by the end of December 2016.
  • Houthoff advised JAC Capital, a subsidiary of JIC Capital - a Chinese state-owned investment company, as a lead counsel on the USD 1.8 billion acquisition of the RF Power Business (radio frequency power amplifiers), from NXP Semiconductors, a Dutch semiconductor manufacturer and one of the semiconductor sales leaders worldwide. The transaction is waiting for their approval of The European Commission, The Federal Trade Commission (US) and Chinese Ministry of Trade.
  • Houthoff assisted Alcogroup, Vanden Avenne Commodities and Vandema in the purchase of the bio-ethanol factory of Abengoa Bioenergy Netherlands in Rotterdam, which was declared bankrupt earlier this year due to financial problems of the Spanish parent company Abengoa S.A. The transaction is subject to permission being granted by the relevant competition authorities.
  • Houthoff advised JAC Capital, a subsidiary of Chinese state-owned investment company JIC, and Wise Road Capital, as lead counsel on the USD 2.75 billion acquisition of the Standard Products business from NXP Semiconductors, one of the semiconductor market leaders worldwide. The transaction is waiting for approval from amongst others of the European Commission, Federal Trade Commission (US), CFIUS and the Chinese Ministry of Trade.
  • Houthoff assisted Tele Atlas with the filing of their merger with TomTom, securing clearance without remedies in second phase at the European Commission.
  • Houthoff performed the notification at the European Commission of the creation of a joint venture between Royal Boskalis and VSMC, securing clearance for one of the largest companies for the laying of underground power cables for wind farms.
  • A team from Houthoff led by Gerrit Oosterhuis secured clearance for the acquisition of Bakkersland by Borgesius, creating the largest industrial bakery in the Netherlands. Borgesius did have to terminate its participation in Bake Five, a cooperative of competing industrial bakeries.
  • A team from Houthoff led by Gerrit Oosterhuis secured clearance for the acquisition of an important production facility of Unilever by Zwanenberg, one of the leading Dutch producers of meat products.

Qualifications & Experience

  • LL.M. International Law (cum laude) (Utrecht University)
  • LL.M. Dutch Law (cum laude) (Utrecht University)
  • Diploma (University College London)
  • Diploma EU Competition Law (King's College London)