CORPORATE – M&A – PRIVATE EQUITY
For decades, we have been shaping corporate finance law with you through our transactional activity and its innovative, multi-sectoral approach.
Our teams have always supported the development of companies, project leaders or investment funds. Today, we are still innovating every day to help you grow.
Our approach is global and our teams work with you even before the start of your strategic operations to identify the best opportunities and the best legal and financial tools.
Our lawyers offer their specialized expertise and creativity to intermediate-sized enterprise, international groups and their subsidiaries, financial institutions and investment funds. Pioneers in our international development, we operate in a resolutely cross-border context and accompany the development of your companies throughout the world.
Our expertise
MERGERS & ACQUISITIONS
We assist you in your M&A transactions, our ability to innovate and anticipate has been at the heart of our transactional activity for over fifty years.
Our research and studies on market developments and on numerous sectors of activity allow us to accurately apprehend any strategic operations you may need in order to provide you with effective support that goes beyond simple legal advice.
Our practice, in France and abroad, covers various economic sectors (finance, health, services, industry, energy, media, etc.) and all types of strategic operations of external growth or reorganization of groups and companies.
- Main fields of activity:
- Strategic external growth cases;
- Mainly mid cap and large cap transactions.
- Key areas of expertise:
- Acquisition and disposal of shares and businesses;
- Carve-out, including cross-border;
- Joint ventures and partnerships;
- Corporate governance;
- Acquisitions and disposals of participating interests;
- Mergers, demergers, restructurings;
- Shareholders’ agreements;
- Due Diligence.
- A recognized cross-border expertise:
- More than 50% of our M&A transactions involve an international party;
- Jeantet advises companies involving French and foreign targets.
- Support of a full service firm:
- Employment and tax law, environment, real estate, litigation, Commercial, Compliance...
- Notifications, merger control in France and abroad;
- Foreign investments.
Tailor-made and innovative advice: Development of an offensive strategy designed for you and your company. Jeantet is strongly involved in compliance and anti-corruption issues (Sapin II law).
A partner at the heart of its clients’ realities: Regular speakers at conferences, our lawyers are regularly consulted on major reform projects. Jeantet is strongly involved in compliance and anti-corruption issues (Sapin II law).
CORPORATE LAW AND GOVERNANCE
- Complex corporate law: issuance of complex securities, capital restructuring, joint ventures, social economy (SESS, ESUS), internal exchanges and share buybacks.
- European company law: European company, cross-border mergers and demergers.
- Corporate governance: pacts, charters, compensation policies (say on pay).
PRIVATE EQUITY
Our Private Equity practice differentiates itself by its economic vision of your needs, complemented by a specific know-how, which are decisive factors for a rigorous structuring of your operations. The diversified experience and training of our lawyers, whether in mergers and acquisitions, financing or taxation, form the solid foundations of our practice.
- Main fields of activity:
- Majority LBO;
- MBO;
- Venture capital;
- Acquisition financing;
- Refinancing and recapitalization operations;
- Management Package;
- Build-up operations;
- Tax structuring;
- A recognized cross-border expertise
- Our clients include major international and French stakeholders, such as investment funds, banks, mezzanine funds, shareholders and managers.
LISTED COMPANIES AND CAPITAL MARKETS LAW
- Initial public offering: Public offering, private placement or direct listing on Euronext Paris, Euronext Growth Paris or Euronext Access Paris: structuring of the transaction, drafting of the prospectus, filing with the AMF ;
- Securities offerings: Capital increase with cancellation or maintenance of preferential subscription rights, issue of complex securities (e.g. OCABSA, OCEANE, ORNANE, equity-lines) ;
- Public offers: Friendly or unsolicited public offers (purchase, exchange, withdrawal), delisting, takeover strategies (concerted action), anti-takeover defense ;
- Investment in listed companies: Crossing thresholds and declarations of intent, control issues, other reporting obligations, prevention of market abuse ;
- Assistance in corporate law and stock exchange law: General shareholders’ meetings, regulated information, share-based incentive plans for executives and employees, identification and management of regulated information ;
- Corporate governance: Structuring and organization of governance, executive compensation, organization and operation of boards, CSR, assistance in crisis situations and image risk ;
- Trust: Setting up of management trusts allowing in particular the restructuring of debts of all kinds. Innovative tool allowing the repayment of the debt by the market through successive capital increases generated by the exercise of warrants allocated free of charge to the trustee (equitization process). The newly created shares are then resold on the market and the proceeds are returned to the original creditor.
STOCK MARKET LITIGATION
Jeantet works on behalf of its individual and corporate clients beginning at the initial AMF investigation stage, and supports them through any administrative proceedings conducted by AMF’s Board and Sanctions Committee. These proceedings are often based on a criticism with regard to the timing or quality of publicly reported information, or even the alleged existence of market abuses (dissemination of false information, insider trading violations, market manipulation, etc.)
On a broader level, we assist our clients (issuers, majority and minority shareholders, investors, company executives, financial brokers) throughout the course of any litigations featuring a “stock market” dimension, meaning those with public shareholders, shareholder disputes (abuse by majority shareholders, governance issues), and even specific regulations (takeover bids, AMF Doctrine, “golden parachutes,” etc.).
For all of these disputes, we have developed an expertise based on the decompartmentalization of jurisdictions (corporate law, stock exchange regulations, civil and/or criminal proceedings) in conjunction with the firm's other teams (financial regulation, labor law, collective proceedings). To cite one example,
we have submitted to the Constitutional Council a Priority Question of Constitutionality (QPC) based on the Declaration of the Rights of Man and of the Citizen of 1789 in a case involving the crossing of thresholds by an action in concert.
DISTRESSED M&A
The takeover of a company placed in the context of insolvency proceedings cannot be handled under M&A rules. Our cross-functional approach to cases and the expertise of our Restructuring and M&A lawyers enable us to assist our clients in dealing with these specific situations and the complex issues that arise therefrom.
COPORATE LITIGATION
We combine our knowledge of complex transactions with a strong litigation practice and provide our support and expertise to you, executives and companies, by developing a personalized legal strategy to defend your interests.
- Conflicts between shareholders;
- Liability of directors for mismanagement;
- Post-acquisition litigation;
- Stock market litigation.
In the silence of the statutes, the director of SAS is revocable as nutum…-Option finance, 30/05/2022
… this is at least what the Commercial Chamber of the Court of Cassation concluded in its decision of March 9, 2022. Find in pdf the commentary of Guillaume Fornier, counsel, published in Option Finance on May 30, 2022 .
Paris | CORPORATE LAW AND GOVERNANCE
Mergers And Acquisitions Due Diligence Questionnaire – France – ABA, Seconde Edition, 2022
Designed as a go-to resource for cross-border M&A practitioners, this second edition provides lawyers with a meaningful head start in the due diligence process by compiling responses from leading local firms in the 20 top economies in the world other than the U.S.
Paris | MERGERS & ACQUISITIONS
Jeantet advises german automotive and industry supplier Schaeffler in setting up a joint venture with Symbio, a Faurecia and Michelin Hydrogen Compagny
On 9 June 2022. Symbio, a Faurecia and Michelin hydrogen company, and Schaeffler Group, signed an agreement to establish Innoplate, a global 50:50 joint venture (JV) to produce fuel cell bipolar plates (BPP), a strategic fuel cell component. The JV and first plant are to be located in Haguenau (Alsace region), France, with the JV […]
Franco-German team, Paris | CORPORATE – M&A – PRIVATE EQUITY
The takeover of April pushes the AMF to clarify the notion of action in concert – L’Agefi Quotidien, 07/06/2022. Quote from Frank Martin-Laprade
Is there concerted action when several companies of the same group make share purchases during an offer period? Last Friday, the AMF’s Enforcement Committee examined the share purchases of several structures of the Burrus group during CVC’s takeover bid for the insurer April in July 2019. Bruno de Roulhac reacts for Agefi to the plea […]
Paris | BANK-FINANCE-REGULATORY | STOCK MARKET LITIGATION
Jeantet advises Agrofert on the acquisition of Borealis’ nitrogen production business.
Paris, June 7, 2022 – Jeantet and the Austrian law firm Wolf Theiss have advised the Agrofert group, a European leader in the production of nitrogen fertilizers, on the acquisition of Borealis’ nitrogen production business, which includes fertilizers, melamine and technical nitrogen. The offer values Borealis’ “nitrogen” business on an enterprise value basis of EUR […]
Paris, Franco-German team | CORPORATE – M&A – PRIVATE EQUITY | EMPLOYMENT | BANK-FINANCE-REGULATORY | IP, TECH & DATA | REAL ESTATE | COMPETITION AND ECONOMIC LAW | PUBLIC LAW – PUBLIC CONTRACTS
Jeantet advises The Surgical Compagny Group (TSC GROUP) in connection with the sale of its distribution business in France and Benelux to Duomed Group
Paris, June 2, 2022 – Jeantet advised TSC Group, a leading manufacturer and distributor of specialized medical equipment and devices, in connection with the sale of its distribution business in France and Benelux to Duomed Group, a pan-European distributor of medical supplies. The TSC Group, which also includes the Medtech OEM business (via TSC PTM […]
Paris, Franco-German team | CORPORATE – M&A – PRIVATE EQUITY | TAX | EMPLOYMENT | BANK-FINANCE-REGULATORY | IP, TECH & DATA | REAL ESTATE | COMPETITION AND ECONOMIC LAW | PUBLIC LAW – PUBLIC CONTRACTS
Jeantet advises groupe Open in the context of the simplified tender offer for its shares launched by its controlling shareholder New Go
Paris, May 31, 2022, Jeantet advised Groupe Open, a company specialized in assisting companies and organizations in their digital transformation, in connection with the simplified tender offer for its shares, launched by its controlling shareholder New Go, followed by a squeeze-out and the delisting of its shares from the regulated market of Euronext Paris. Under […]
Paris | LISTED COMPANIES AND CAPITAL MARKETS LAW | CAPITAL MARKETS AND STOCK EXCHANGE LAW
CSR has become a strategic issue and its legal aspects are being strengthened – Les Echos, 05/19/2022. Quote from Philippe Portier
In terms of corporate social responsibility, the paradigm is changing, according to a draft directive of the European Commission of February 23, 2022, and moving from a logic of “soft law” to “hard law”. Philippe Portier comes back on the vigilance law in this article by Muriel Jasor.
Paris | CORPORATE LAW AND GOVERNANCE
The French Tech Next40 2022: a Legal Survey
Equity financings by French start-ups and scale ups have reached record levels in the past few years, both in volume and value. We thought that it would be interesting to review the publicly available corporate documents on a selection of the most successful amongst them, to see what lessons we could learn objectively about “what’s […]
Paris | CORPORATE – M&A – PRIVATE EQUITY
Twitter buyout: the behind-the-scenes of the deal with Elon Musk – La Tribune, 05/06/2022. Quote from Karl Hepp de Sevelinges
Karl Hepp de Sevelinges decodes in this article by François Manens the clauses of the agreement signed by Twitter’s Board of Directors for the acquisition of the social network by Elon Musk on April 25, 2022.
Paris | MERGERS & ACQUISITIONS
Jeantet advises Basler on the contemplated acquisition of i2s’ distribution business
Paris, 9 May 2022 – Jeantet has advised Basler AG, a company listed on the German stock exchange in Frankfurt am Main (Prime Standard), engaged in the design and manufacturing of high-quality, industrial cameras and embedded vision solutions, with respect to the contemplated acquisition of the distribution business of i2S SA, a company listed on […]
Paris, Franco-German team | CORPORATE – M&A – PRIVATE EQUITY | TAX | EMPLOYMENT | IP, TECH & DATA
Jeantet advises Getinge on the contemplated acquisition of Fluoptics, a leader in fluorescence imaging as an aid to surgery
Paris, 3 May 2022 – Jeantet has advised the Swedish listed global medical technology company Getinge AB (publ), with respect to the contemplated acquisition via its French subsidiary Getinge Infection Control SAS of 100% of the shares and voting rights of Fluoptics SAS a leader in fluorescence imaging as an aid to surgery. The transaction […]
Paris | CORPORATE – M&A – PRIVATE EQUITY | IP, TECH & DATA | FINANCING | REAL ESTATE