Astrea has assisted Garvis in successfully closing a capital round

Astrea has assisted Garvis, the online and real-time AI platform for demand and inventory planning, in successfully closing a capital round in which the British investment funds Superseed and Scalebridge Capital and the German group Bosch Ventures realized an investment of 3.5 million Euros. Astrea is delighted to have contributed to this.

Our team was composed of Frédéric Verspreeuwen, Philippe Willemsens and Annalyne Van De Steene.

Astrea recently advised Down2Earth Capital on its acquisition of a 50 percent stake in the rapidly growing RentalTec

Astrea recently advised Down2Earth Capital on its acquisition of a 50 percent stake in the rapidly growing RentalTec, a company that specializes in the rental of electronic test and measurement equipment in the telecom sector, but also sectors such as energy, defense, aerospace and semiconductors.

We congratulate all parties involved!

It was a big pleasure for our multidisciplinary Astrea team (composed of Frédéric Verspreeuwen, Seppe Laenen, Julie Wouters, Merel Huybrechts, Jonas Jespers, Yuki Choy and Melani Simonian) to assist Down2Earth Capital and work together with the sellers and management team from RentalTec.

Read more: Down2Earth Capital or De Tijd

Astrea advised Plantyn with the acquisition of uitgeverij Averbode and Editions Erasme

Astrea recently advised the educational publisher Plantyn, part of Infinitas Learning and in control of NPM Capital, with the acquisition of Uitgeverij Averbode and Editions Erasme known from the educational magazines “DOREMI”, “ZONNEKIND”, “ZONNELAND” and “VLAAMSE FILMPJES” – all iconic titles that will further grow, also through digitalization, under the wings of its new shareholder.

We congratulate all parties involved.

The multidisciplinary Astrea team was composed of Frédéric Verspreeuwen, Olivier Van Fraeyenhoven, Rudi Desmet, Philippe Willemsens, Annalyne Van De Steene, Thaissa Nuyens and Jonas Jespers.

Astrea advised Emi Equipement Maintenance Industrie with the acquisition of Decran

Astrea recently advised Emi Equipement Maintenance Industrie, a company where amongst others Vybros Invest has invested in, with the acquisition of Decran, active in the production, supply and installation of steel doors and joinery.

With this transaction, Emi Equipement Maintenance Industrie expands its expertise in industrial doors and gates and creates several synergies between its portfolio companies.

We congratulate all parties involved!

The Astrea team was composed of Micha Van den Abeele, partner and Toon Vangrunderbeek, associate.

Astrea advised Gerantis with the acquisition of several property management companies

Astrea recently advised Gerantis, the Belgian expert in property management services, with the acquisition of several property management companies, enabling them to substantially boost their assets under management portfolio. We congratulate all parties involved!

The multidisciplinary Astrea team was composed of Frederic Verspreeuwen, Micha Van den Abeele, Wendy Denoodt, Matthias Helsen, Julie Wouters, Yuki Choy, Emily Staels and Melani Simonian.

Astrea proudly assisted the acquisition of all shares in Trouilliez BV, a Belgian interior company

Astrea proudly assisted the acquisition of all shares in Trouilliez BV, a Belgian interior company specialized in kitchens and custom-made furniture (www.trouilliez.be). Congratulations to all parties involved and wishing Trouilliez BV all the best in the further roll-out of their growth strategy.

The transaction team was composed of Micha van den Abeele, Toon Vangrunderbeek, Merel Huybrechts and Jonas Jespers.

Astrea Law Attorneys assisted the shareholders of Verachtert nv and its Tunisian group companies with the sale of their shares

Astrea assisted the shareholders of Verachtert nv and its Tunisian group companies with the sale of their shares, in cooperation with corporate finance specialists, SDM-Valorum Corporate Finance Group. The transaction consists of a smart deal, whereby the sellers reinvested together with the new management and private equity.

Verachtert NV is a wholesale business for needlework, embroidery yarns and knitting wool with over 300 employees spread between business units located in Belgium and Tunisia.

The Astrea team was composed of Micha Van den Abeele, partner, and Melani Simonian, associate.

Astrea advised the management on the acquisition of Plastiflex Group NV from 3d investors by the IK Small Cap III Fund

Plastiflex is a market-leading global supplier of high-end customised tube system solutions for the healthcare, industrial and appliances markets. Under the ownership of 3d investors, the company has been able to acquire significant market share in the healthcare and industrial markets. Its acquisition by IK Small Cap III Fund will allow Plastiflex to further their growth ambitions, both organically and through strategic mergers and acquisition.

On this transaction, the Astrea team was led by Frédéric Verspreeuwen, partner, alongside with Rudi Desmet, partner, and Annalyne Van De Steene, associate.

Covid vaccination and the GDPR

A recent survey in Belgium has revealed that the majority of employers is in favour of a compulsory vaccination of their employees.

Can employees be required to be vaccinated and can employers ask for proof of vaccination?

The answer to both questions at the moment is: no. The processing of data concerning health is generally prohibited by the GDPR.

There are exceptions to this prohibition. A data subject could give its express consent. However, in order to be valid, this consent must be given freely. Given the subordinate relationship, an employee cannot be deemed to give his/her consent freely.

Exceptions could also be made in the public interest. However, so far, there are no such exceptions laid down by law. There are certain vaccination obligations for workers exposed to biological agents (hepatitis B, tetanus and TB test) but Covid-19 has as yet not been included by the legislator.

Proof of vaccination, recent recovery or negative test (the so-called “Covid Safe Ticket”) can only be demanded with a legal basis, such as for mass events or travel. At the moment such legal basis does not exist for employment situations.

Stricter port security measures in the Belgian seaports announced

The Belgian Shipping Code, applicable since September 2020, regulates under its chapter 2.5.2 which requirements ports and port facilities (such as commercially operated port terminals) must comply with in terms of maritime security.

Each port facility must, among other things, appoint a security officer and draw up a security plan, which must be submitted for approval to the competent minister charged with the North Sea.

Since the Port of Antwerp is considered an international hub for illegal traffic in drugs e.g. cocaine, the fighting of which is understandably a top priority for both the local and national authorities, the importance of maritime security has only increased in recent years. The Belgian seaports are also a point of attention in the context of the increased pressure from illicit migration.

In this context, the Minister responsible for the North Sea announced at the end of September 2021 stricter rules in the field of port security, which are expected to include increased attention to camera surveillance, increased restrictions on terminal access, and stricter penalties for intruders (who may face up to fifteen years in prison).

Undoubtedly, all stakeholders in carriage of goods from, to or via the Belgian ports will sooner or later be confronted with the above and will have to strike the right balance between the smooth continuing of their trade operations on the one hand, and compliance with the new security measures on the other hand.

Ciska Servais (administrative law department) and Ruud De Houwer (maritime and transport law department) combined the expertise of their teams and assisted the FPS Mobility and Transport in 2020 and 2021 in administrative summary proceedings concerning port security and port security plans. They will continue to closely monitor all new developments in this respect.

La procédure de réorganisation judiciaire par accord collectif d’ASIT BIOTECH conforme au droit des aides d’état

Dans un arrêt de principe du 14 septembre 2021, la Cour d’appel de Liège s’est exprimée sur la relation entre le droit de l’insolvabilité et le droit des aides d’état.

La Région wallonne, qui avait octroyé une aide à la recherche à la société ASIT BIOTECH sous forme d’avances récupérables, s’opposait à l’homologation d’un plan de réorganisation qui impliquait l’abattement de sa créance. Selon la Région wallonne, sa créance se distingue d’autres créances privées ou publiques et constitue une catégorie de créances non abattables. Elle argumentait que l’abattement d’une créance ayant comme origine une aide d’état, constituerait une nouvelle aide d’état.

En suivant les arguments développés par ASTREA (Pieter Paepe et Louis Verstraeten), la Cour rejette cette argumentation. La Cour observe que l’abattement n’est pas une mesure imputable à l’Etat, puisque l’abattement est le résultat d’un vote des créanciers : la réduction de la créance « ne résulte pas d’une décision étatique mais d’une assemblée des créanciers ». La Cour y ajoute encore que le tribunal qui homologue le vote des créanciers ne dispose d’aucune latitude : soit il homologue le plan, soit il refuse de le faire. La Cour estime également que vis-à-vis du débiteur les créanciers particuliers se trouvent dans la même situation que la Région wallonne et se trouvent à pied d’égalité.

Le résultat de cette jurisprudence est novateur : l’abattement d’une créance correspondant au remboursement d’une aide d’Etat n’est pas une nouvelle aide d’Etat.

De Tijd 16 September 2021.

Astrea has assisted Freestone Advisory with the reorganization of the company

Micha Van den Abeele and her team have assisted Freestone Advisory with the reorganization of the company.

Freestone, one of our clients with whom we have built an outstanding long-term relationship, comments : ’Astrea is the all-around legal partner with the right expertise when it comes to Real Estate and corporate law. It is the kind of firm that goes the extra mile for its clients and gives its best to get the desired results. In particular, Micha Van den Abeele helped us with a reorganization of the company, whereby an industry was split off through a partial demerger and Freestone came into the new, more specialised structure. She takes care of all negotiations and provides hands-on solutions. After the partial demerger also the management/shareholding structure was professionalized with new agreements and modalities. Micha’s working method is very efficient. We would definitely call on her in a future transaction and highly recommend Astrea.’

We are proud to be fully dedicated to our clients and their needs.

Astrea advised GERANTIS and its shareholders with the investment of M80

Frederic Verspreeuwen and his team composed of Seppe Laenen, Annalyne Van den Steen and Toon Van Grunderbeek, advised GERANTIS and its shareholders with the investment of M80 in GERANTIS.

GERANTIS, the Belgian expert in residential housing management, joins foces with investment company M80 to further realise its strategic growth plans, strengthen its position in the Benelux.

Astrea advised the founders of GeoSQUARE on the sale of the group to BENCIS CAPITAL

Frederic Verspreeuwen and his team composed of Seppe Laenen, Annalyne Van den Steen and Barbara Terriere, advised the founders of the GeoSQUARE group with the sale of the group to BENCIS CAPITAL and their subsequent reinvestment.

 

GeoSQUARE, the Belgian expert in geoinformation services, joins forces with investment company Bencis to further realise its strategic growth plans, strengthen its position in the Benelux and expand to other Western European markets.

Astrea’s Real Estate and Environmental law team is delighted to assist Project ONE with the permit application

Our Real Estate & Environmental team assists Ineos Olefins Belgium with the permit application for Project ONE.

Project ONE will be the most eco-friendly ethane cracker in Europe, with 2⁄3 less carbon emissions than the average European steam cracker. Moreover, Project ONE targets moving the facility to carbon neutrality within 10 years from the start-up of the cracker.

The Astrea team is composed of Ciska Servais, partner, together with Ilse Cuypers, partner and Jonas Deckers, associate.

Click here to learn more about this operation.

Astrea advised GEOxyz in their investment in Vansteelandt bv.

Astrea Law Attorneys is delighted to have assisted GEOxyz again in their investment in Vansteelandt bv.

By joining forces with Vansteelandt, GEOxyz increases its service portfolio and is able to offer detailed inspection and accurate 3D measurements collected through sophisticated arial platforms, adding 2 twin-engine survey aircrafts to their fleet !

The Astrea team was composed of Micha Van den Abeele, partner, and Annalyne Van De Steene, associate.

GEOxyz is an independent company specialized in hydrographicsurvey, geophysical, geotechnical and topographical surveys, site investigations, offshore renewable energy support and crew transfers. The company has developed into one of Europe’s leading survey companies employing over 110 people across 5 European bases, owning and operating 16 vessels as well as an extensive range of seabed mapping and sampling equipment, which is deployable across their vessel, ROV, drone, surface mapping platforms and now 2 twin-engine aircrafts. In recent years GEOxyz has successfully moved into the offshore markets with the purchase of dedicated vessels and utilising vessels of opportunity.

To learn more : click here.

Our partner Rudi Desmet has defended the team Sniper Cycling against Wout van Aert, condemned to pay compensation to his former team

Our Employment Law partner, Rudi Desmet, has defended the team Sniper Cycling, former employer of Wout van Aert, before the Labour Court of Antwerp.

The court has ordered Wout van Aert (Jumbo Visma) to pay a compensation of 662,000 euros to his former employer the Sniper Cycling, the team of manager Nick Nuyens.

The Belgian champion had broken his contract with Sniper Cycling on September 2018 while he was linked to them until December 2019 and joined the Jumbo Visma team.

This decision was largely covered by the Belgian and international media :

VRT

VTM

Sporza

Nieuwsblad

HBVL

GVA

RTBF

Be Celt

DH Net

Wielerflits

Standaard

De Morgen

Cycling Weekly

The Cheraw Chronicle

Velo News
 

Astrea provides pro bono legal support to promising start-ups and entrepreneurs within the framework of IUSSTART (KU Leuven)

Astrea, in cooperation with IUSSTART (KU Leuven), assists promising start-ups and young entrepreneurs advising them on potential legal obstacles in the field of business law (mainly company law, contract law, ICT law, IP law and Data Protection Law). Our commercial law department (CMO) acts as mentor to final-year law students who choose to advise the start-ups as part of their educational program.
IUSSTART is an organization that assists student start-ups by providing free legal advice. The goal of IUSSTART is to connect the practical need to orientate projects of young entrepreneurs in the legal landscape with a need for law students to gain a practical and problem-solving learning experience.

Through this initiative, astrea supports the Belgian start-up community and assists students in practical and problem-solving thinking by helping them tackle complex legal issues. These projects also allow astrea to stay connected with the academic research and educational communities.
Students who choose the “IUSSTART” master’s thesis field opt for a two-part route consisting of a practical and a theoretical part. This process includes group and individual assignments in collaboration with or under the guidance of lawyers and employees of the KU Leuven Center for IT & IP Law, the Economic Law Department, and the Private Law Department.

Although the educational process is paramount, bringing law students, start-ups, academics, and law firms together is also part of the EU and national policies to support young businesses and stimulate innovation and employment. With this initiative, IUSSTART wants to support entrepreneurship at KU Leuven and in Flanders.

IUSSTART is an amalgamation of the two legal incubators that are present at KU Leuven: the ICT Law Incubator and IUSSTART. The ICT Law Incubator was started by the KU Leuven Center for IT & IP Law in 2013 within the framework of iLinc, a two-year EU project (2013-2015) that aimed to develop an EU network of ICT Law Incubators.

For more information, please click here.

At astrea, Christine De Keersmaeker, Levi Van Dijck and Arvind Van Goethem will coordinate this project.

ASTREA ADVISED CRONIMET ON THE SALE OF THE BELGIAN GROUP COMPANY TO APERAM

ASTREA acted as the lead counsel to the German holding company CRONIMET HOLDING GMBH in the sale of the Belgian group company (engaged in the processing and sale of steel scrap metals in Europe) to APERAM. Cronimet and Aperam are two important, global players in the stainless, electrical and specialty steel markets. The transaction was managed by Micha Van den Abeele and her team.

ASTREA ADVISED INDU-TOOLS GROUP B.V. ON THE PURCHASE OF 100% OF THE SHARES OF I-HOLDING AND ITS SUBSIDIARIES I-RENTAL NV AND I-RENTAL SAS

ASTREA advised INDU-TOOLS GROUP B.V. on the purchase of 100% of the shares of I-HOLDING and its Belgian and French subsidiaries I-RENTAL NV and I-RENTAL SAS.
I-Rental is a company specialized in industrial rental of machinery and tools. This is a very important purchase for the Indu-Tools Group to further expand its business. The transaction was managed by Micha Van den Abeele, assisted by a multidisciplinary team at Astrea involved in the different aspects of the deal including commercial, social and corporate due diligence.

Astrea advised Continuum Sports (CCC Team) on the sale of its WorldTour License to ProTeam Circus-Wanty Gobert-Tormans (CWG)

Astrea advised long-standing client Continuum Sports (CCC Team, formerly BMC Racing Team), with the Belgian aspects of the sale of its WorldTour License to Belgian ProTeam Circus Wanty Gobert (CWG) and this together with lead US Counsel Reinhart Boerner Van Deuren (Brian G. Carroll and Adam R. Konrad). The Astrea team was lead by partner Steven De Schrijver.

The sale still needs to be ratified by the UCI License Commission in December.

Astrea advised DPG Media on the set-up of a Joint Venture with Telenet

ASTREA acted as lead counsel to the largest media concern in Belgium, DPG Media (owning a.o. the largest broadcasting company in Belgium) in the set-up of an ambitious Joint Venture with Telenet, a listed company (telecom operator, owning, TV platform,  affiliate of the Liberty Group).

The purpose of this JV between both champions in their field of business is to build and launch a new streaming/SVOD platform in Belgium in 2020 aiming to become the biggest competitor in Belgium of Netflix.

The transaction included the negotiations of the investment agreement and joint-venture, but also the build-out of the technical streaming platform and the cooperation between the JV and its shareholders through a wholesale agreement, preferred reseller agreement, advertising agreements and content license agreements.

Frédéric Verspreeuwen lead the Astrea team and was responsible for the corporate aspects of the transaction.

Steven De Schrijver was responsible for drafting the video platform agreement, the data sharing agreement, the data processing agreement and the transitional services agreement.

We advised Horizon Ventures with a multi series investment in Ghent based scale-up Cloudalize

Steven De Schrijver and Dieter Veestraeten were advising Horizon Ventures, one of the largest venture capital funds of Hong Kong, on several rounds of investment in Cloudalize, a Belgian technology company. The Ghent based company Cloudalize offers a full-range of GPU-powered Cloud solutions for businesses. This is the first investment of Horizon Ventures in Belgium.

Astrea advised DoubleVerify on the acquisition of Digital Video Technology Company, Zentrick

Astrea has assisted US-based company DoubleVerify Inc. (the leading independent platform for digital media measurement and analytics), which is backed by Providence, one of the largest sector-focused PE’s with a portfolio of 60 bn USD, with the acquisition of Zentrick, a Belgian company building technology that empowers ad tech companies to deliver effective video advertising by aligning the needs of advertisers, publishers and viewers.

Astrea has assisted NYSE-listed HubSpot with the acquisition of PieSync

Astrea (with lead partner Steven De Schrijver) assisted NYSE-listed HubSpot (which offers a full platform of marketing, sales, customer service, and CRM software — plus the methodology, resources, and support — to help businesses) with the acquisition of PieSync, a Belgian company providing a solution to synchronize customer data between different business apps. Astrea was able to complete the entire transaction from LOI to closing in 6 weeks.

ASTREA ADVISED ON BELGIAN LAW ASPECTS OF UNITANK SALE TO DIF AND ASI

Astrea partners Dieter Veestraeten and Steven De Schrijver have advised the sellers on the Belgian law aspects of a transaction involving the signing of an agreement on the sale of 100% of the shares in UNITANK to DIF’s Core Infrastructure Fund I and Aberdeen Standard Investments’ SL Capital Infrastructure II SCSp.

Assistance with respect to the refinancing of the real estate portfolio of Group Bernaerts

Dieter Veestraeten and his team assisted Group Bernaerts, a family owned real estate group based in Antwerp, with respect to the refinancing of its real estate portfolio in Antwerp, Mechelen and Willebroek. The portfolio consists of office buildings, semi industrial buildings and logistic warehouses.

Berry Westhoff, CFO of Group Bernaerts: “We have a longstanding strong and fruitful relationship with Astrea. Dieter Veestraeten is a solid counsel with an indepth knowledge of the financial industry and real estate market. We can always count on Dieter. He is a very responsive, pro-active advisor with an extreme dedication to the job and to us as his client. ”

Assistance of Castelmore Group with acquisitions in property management industry

Astrea has advised Castelmore Group with the roll out of their buy and build strategy in de property management industry, acquiring amongst others JALO BEHEER and BEHEER.  The transaction was managed by Frédéric Verspreeuwen and Philippe Willemsens, assisted by a multidisciplinary team at Astrea involved in the different aspects of the deal including on all regulatory and employment law aspects.

Assistance of Contraload founder and management with the sale to and reinvestment in Tosca

Astrea advised the founder and management of Contraload, a Belgian leading load carrier pooling company, active in almost all countries in Europe, with the sale of their shares to and reinvestment in Tosca, an American supplier of reusable packaging and supply chain solutions, controlled by Apax Funds. The transaction was managed by Frédéric Verspreeuwen, Dieter Veestraeten and Seppe Laenen.  

Assistance of Alcopa with the set-up of a joint-venture structure with the Bergé group

ASTREA advised Alcopa with the sale of 60% of its shareholding in Alcomotive, a car distributor selling 30.000 vehicles per year in 6 European countries, to Bergé Auto, which sells 150.000 cars per year in 9 markets in Europe and Latin America. ).   The transaction was managed by Frédéric Verspreeuwen, Philippe Willemsens and Seppe Laenen, assisted by a multidisciplinary team at Astrea involved in the different aspects of the deal including on all distribution and employment law aspects.

Assistance of DPG Media with the launch of streaming platform STREAMZ and the set-up, in this respect, of their joint-venture with TELENET

Astrea advised DPG Media (www.dpgmedia.be), the largest commercial broadcaster in Belgium, with the negotiation of a joint-venture with TELENET (www.telenet.be), a listed mobility services provider, to launch and commercialize a brand-new local streaming platform called STREAMZ (www.streamz.be).   The transaction was managed by Frédéric Verspreeuwen and Seppe Laenen, assisted by a multidisciplinary team at Astrea involved in the different aspects of the deal including on the development of the streaming platform, datasharing, content licenses, advertisement and commercialization of the STREAMZ offering.

Assistance of POC Partners with its shareholding restructuring

ASTREA advised project developer POC Partners with the negotiations and drafting of all documentation in connection with the restructuring of its shareholding and in particular the exit of one of its founding fathers. The transaction involved different aspects including court procedures and was managed by Marc Van Looveren – commercial litigation partner, Micha Van den Abeele – corporate real estate specialist and Mai Nguyen.

Assistance of VYBROS INVEST in buy and build in hydraulic drive engineering business

Astrea advised VYBROS INVEST with the acquisition of VAPO HYDRAULICS and the setup of a buy and build platform by VYBROS and the founding fathers of VAPO HYDRAULICS to roll out in 2019 and 2020 several acquisitions in the Benelux in the field of hydraulic drive engineering for press construction, infrastructure works, offshore and the energy sector as well as the maintenance of hydraulic components. These transactions were managed by Micha Van den Abeele and her team.

Assistance of MEDIPARTNER and its management with the investment by WE ARE JANE

Astrea assisted Medipartner and its CEO Sophie Mestré in the transaction with the new private equity firm WE ARE JANE, investing in MEDIPARTNER. Medipartner is the first investment of the We Are Jane fund that focuses on female entrepreneurs and is led by Conny Vandendriessche (Accent Jobs, House of HR and Stella P), Eline Talboom ann Muriel Uytterhaegen (former GIMV). This all female transaction (female founder, investor and advisors) was managed at Astrea by Micha Van den Abeele.

Assistance with international employment to a UK construction company

Astrea assisted a UK based construction company that will build a data center in Belgium about the mandatory social security and employment requirements when managing construction projects and construction sites. The client was advised on LIMOSA, A1 documents, work permits and residence permits, well-being at the work place, social security and tax debts, withholding obligations, minimum wages, electronic registration of the presences of workers (checkinatwork), declaration of a construction sites. Posting agreements and employment contract for local hires were also drafted.

Assisted a Finnish company with individual termination negotiations

A Belgian employee of a Finnish company was made redundant in compliance with the terms and conditions of his employment contract which was drawn up under Finnish law. However, based on mandatory Belgian employment law the employee claimed a higher termination indemnity. Astrea has lead the negotiations resulting in a favorable settlement agreement.

Successful appeal in a Belgian court applying Dutch employment law – Joint pleadings with a Dutch law firm

Together with the Dutch law firm, Astrea represented a Belgian employee who had left the company to settle in the US and start a competing business. The employer claimed an indemnification of 1,000,000 EUR under Dutch employment law for breach of his non-compete clause and his relation clause. Astrea prepared and pleaded the case jointly with the Dutch lawyer and won the appeal in the Belgian labour court of appeal. The court accepted that mandatory local Belgian law prevailed over the contractual Dutch law

Assistance with collective bargaining agreements re. TUPE

Astrea assisted the seller in the collective negotiations with its trade unions to conclude a collective bargaining agreement when it transferred part of its employees to its subcontractor. After the transfer, Astrea assisted the buyer in the collective negotiations with its trade unions to conclude a collective bargaining agreement to harmonize the working conditions of the employees transferred to it.

Astrea advised on belgian law aspects of Unitank sale to DIF and ASI

Astrea partners Dieter Veestraeten and Steven De Schrijver have advised on the Belgian law aspects of a transaction involving the signing of an agreement on the sale of 100% of the shares in UNITANK to DIF’s Core Infrastructure Fund I and Aberdeen Standard Investments’ SL Capital Infrastructure II SCSp.

You can read the full article on this transaction here.