The M&A team is involved on a regular basis in operations related to acquisitions and sales of companies. Our assistance encompasses each stage of these transactions and in particular the tax aspects and the issues in connection with the financial flows.
Our clients include French or international groups, listed groups, investment funds, small and medium-sized businesses and middle-market companies, individuals, families and family businesses, institutional investors and partnerships. Our team works mainly in the sectors of consumer goods, real estate, financial services, telecommunications, emerging technologies, industrial activities, wine and alcoholic beverages, and assists its clients in relation to the following :
- Full due diligence service, analysis and recommendations, in particular for the purpose of initial limited due diligence, vendor due diligence, red flag reports, reliance letters…;
- Negotiating and drafting contractual documents (indicative offers, final binding offers, term sheets, put and call agreements, representations and warranties, specific indemnities, insurance-linked securities, pledges, other types of securities, closing certificates, reiterations…);
- For the purpose of due diligence and ancillary or transitional agreements, capacity to assist in all the usual areas of law (intellectual property, data privacy, commercial agreements (clients/distributors/suppliers), tax law, employment and social security law, company law, real estate);
- Liaising with a broker for the purpose of subscribing to an insurance policy covering claims in connection with representations and warranties;
- Ad hoc assistance in relation to major operations involving a specific intervention in France;
- Restructuring of companies or group organizations during the period between signing and closing (i.e. merger, partial contribution of assets, demerger…);
- Carving out or restructuring operations further to financial difficulties or an insolvency with the support of the Collective Proceedings – Restructuring team and the Employment law team;
- Company law assistance with a full possibility of tailor made services in respect of the yearly approval of the financial accounts, the appointment of the legal representatives and corporate officers, proxies, board and shareholders meeting minutes;
- Raising equity or quasi-equity funds and issuing complex securities;
- Debt, equity or debt securities renegotiation further to financial difficulties for the purpose of restoring the cash situation, in cooperation with the Collective Proceedings – Restructuring team;
LMBE’s client base comprises investors (corporate entities, investment funds and institutional investors, family offices, entrepreneurs…) and target companies (entrepreneurs, small and medium-sized businesses, middle-market companies). Our team assists them mainly in respect of the following :
- Taking a majority or minority equity stake at any maturity stage (venture capital, development capital, buyout…) through the issuance of shares, preference shares, redeemable shares, repurchasable shares, debt securities, convertible or exchangeable bonds…
- LBO, LMBO, BIMBO, OBO…, including assistance in relation to the financing (senior and/or mezzanine), structuring (equity, debt, tax and fund flows), and themanagement packages.