NETHERLANDS Trends and Developments Contributed by: Gianluca Kreuze, Ruben den Hollander, Anne van Geen and Sanne van Esterik, Loyens & Loeff
comes into force. There are, however, excep- tions for certain types of receivables, such as those related to bank accounts and syndicated loans. The abolition of pledge prohibitions is expected to significantly expand the credit capacity for Dutch businesses (up to approximately EUR1 bil- lion), as it will remove certain financing obstacles which exist under Dutch law. It is also expected to have a positive effect on asset-based lending activities in the Netherlands where receivables are part of assets and the new law causes the borrowing base to be increased. On the other hand, the proposal has been criticised in legal literature as it is considered to be an interven- tion in the freedom of contract, also affecting contractual clauses in contracts that do not involve SMEs. In addition, critics fear that the position of unsecured creditors will be weakened by allowing more receivables to be pledged, as secured creditors (such as banks) may recover a higher percentage of their loans in insolvency scenarios. Outlook Despite geopolitical challenges, particularly ongoing tensions between Russia and Ukraine, strained relations between China and Western countries, the re-election of US President Don- ald Trump and related trade war unease, the market continues to show cautious signs of opti- mism for 2025. Improving conditions in Europe, including a decline in inflation and easing inter- est rates, create some hope for an economic stabilisation. Activity in the acquisition markets has picked up slightly, and the prospects for M&A are much more positive. Private equity still sits on a substantial pile of dry powder that needs to be invested, and cash needs to be returned to limited partners, which will drive up deal activity. On the other hand, the expecta-
tion for 2025 is that volatility is here to stay, and market participants are mindful of the geopoliti- cal situation filtering through the economy and putting a brake on transactions. If global trade tensions resulting from the US’s universal tariffs on its trading partners worldwide escalate, this will further impact trade, supply chain, energy prices and the financial markets. The ECB’s monetary policies led to a decline in interest rates during 2024, which is expected to make debt servicing more manageable for borrowers. In addition, there is an increasing willingness among lenders, particularly in the unitranche and direct lending market, to accept lower margins in order to secure deals. Look- ing ahead, the Dutch acquisition finance market is expected to benefit from the improving eco- nomic environment and easing financial condi- tions (eg, lower interest rates and subdued infla- tion), although challenges such as geopolitical conflict, trade restrictions and inflationary pres- sures are likely to continue to influence market dynamics. Lenders and borrowers alike will need to adapt to these evolving conditions to navigate the acquisition finance landscape effectively. Anticipated maturities and companies seeking to refinance their debt are expected to drive continued market activity, with refinancings and debt restructurings remaining key themes. As competition intensifies for refinancings, stronger borrowers are likely to secure favourable pric- ing. Weaker borrowers may wait for more favour- able market conditions and look into alterna- tive, more complex financing options or debt structures, such as NAV financing at fund level. The upcoming period is also expected to see the most defaults, inter alia, due to impending maturity walls. Higher-leveraged companies, in particular, will struggle to refinance their existing debt as their interest burden is too heavy. Private
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