We cover the various types of transactions below, regarding which we have developed certain forms of technical expertise:

– Support to a company listed on the Euronext market, in relation to the creation of a core shareholder base, the recruitment of its new executive officers, the organisation of its governance, the defence of its officers as regards AMF investigations and the general monitoring of its obligations, including in particular:

• structuring of an action in concert
• creation of executive officer incentive schemes
• updating of the reference document
• consulting services in relation to pre-litigation situations with certain shareholders and officers
• organization of all general meetings
• support in connection with reports submitted upon crossing of thresholds provided for by law or by the articles of association
• drafting of internal rules
• various strategic analyses related to governance and listing (transfer to Euronext Growth)
• ongoing support to officers in relation to recurring regulatory obligations

– Support to a Euronext-listed technology group in connection with its delisting and the acquisition of an interest by an investment fund, involving in particular:

• concurrent negotiation of investment term sheets and a shareholder agreement with various major investment funds active on the Paris market
• review of the incentive schemes and management packages offered to our client in connection with its exit
• review of the transaction’s structuring and creation of cash-out mechanisms and incentives for executive officers selling their interests
• issuance of ABSAs (shares coupled with warrants) and other securities giving, over time, access to the capital
• structuring of the governance of the entities of the group before and after the managerial transition and after delisting of the companies
• support to the client in relation to the company’s delisting (negotiations with minority shareholders, suspension of the stock option agreements, etc.)

• Support to a group listed on Euronext Growth and active in the digital sector through acquisition of assets (securities and businesses), the exit of shareholders through off-market transactions, the creation of share buyback and bonus share plans and the organization of ordinary and extraordinary general meetings, involving in particular:

• the drafting of the bonus share plan and the adoption of the decisions necessary for its implementation
• the preparation of press releases intended for the market
• organization of delegations of authority to the chairman of the board of directors
• organization of the off-market sale of blocks of shares
• threshold crossing declarations

Support to a foreign fund in connection with its investments in companies listed on French markets (notably on Euronext Growth), involving in particular:

• the negotiation and execution of a loan agreement of the Euro PP type
• the negotiation and creation of equity lines and/or lines of bonds convertible into shares coupled with warrants
• review of the issuance authorizations
• relationships with the AMF with a view to the implementation of the above transactions

Support to industrial groups in relation to their delisting operations, involving in particular negotiations with minority shareholders in order to ensure legal certainty as regards the thresholds related to public repurchase offers and squeeze-outs

Support to an industrial group in its crowdfunding operations in connection with changes in its capital structure and governance, and changes to its articles of association and shareholder agreement with a view to its IPO

Negotiation and approval of the documentation related to the acquisition of a controlling stake and a simplified takeover bid, and contribution of immovable property assets (drafting of the E form and management of relationships with the AMF)