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Capital markets: equity capital markets in France

Allen & Overy LLP

At Allen & Overy LLP the May 2021 partner promotion of Olivier Thébault, who directs the practice alongside Diana Billik, stressed the growing importance of the equity capital market practice. Acting for financial institutions and corporates, the team assists with initial public offerings, share capital increases, equity-linked transactions and block trades. Additionally, the group offers expertise in governance and regulatory matters and can draw on its colleagues from the tax and corporate departments for complex matters. The US, English and French law expertise and the firm's international footprint make the team a very good choice for cross-border matters.

Responsables de la pratique:

Diana Billik; Olivier Thébault

Les références

‘Very good firm, among the top 5 in France in Equity Capital Markets.’

‘Olivier Thébault is the benchmark partner. Excellent professional.’

Multidisciplinary team, very responsive and proactive.’

Olivier Thébault is a brilliant lawyer, very professional and technical. His responsiveness and innovative solutions are highly appreciated.’

Principaux clients

Accor

Amplitude Surgical

Apax

BNP Paribas

Bpifrance Investissement

Bpifrance Participations

CACIB

Caisse des Dépôts et Consignations (CDC)

CEA Investissement

Compagnie des Alpes

Covivio

Covivio Hotels

Europlasma

Fonds Stratégique de Participations

French State (APE)

Groupe Arnault

JP Morgan

Kepler Cheuvreux

Korian

Microwave

Morgan Stanley

Natixis

Orano

PAI Partners

Rexel

Société Générale

Ubisoft

Principaux dossiers

  • Advised the Agence des Participations de l’Etat on the €4bn capital increase of SCNF to finance the investments to be carried out by SNCF Réseau in the context of the Covid-19 pandemic.
  • Advised the bank syndicate, with as Joint Global Coordinators and BNP Paribas, CACIB and Citigroup as Joint Bookrunners, on Aramis Group’s initial public offering (IPO) on Euronext Paris.

Cleary Gottlieb Steen & Hamilton

Cleary Gottlieb Steen & Hamilton's versatile team assists with initial public offerings, share capital increases and equity-linked securities. Rights offerings and convertible and exchangeable bond issues, especially for corporate issuers, are particularly busy lines of work. The quartet in charge of the practice consists of John Brinitzer, Marie-Laurence Tibi, Andrew Bernstein and counsel Jeanne Theuret. Capital markets, securities regulation and M&A specialist Pierre-Yves Chabert is another key contact. Senior counsel Fabrice Baumgartner retired.

Autres avocats clés:

Pierre-Yves Chabert

Les références

‘Major firm for exceptional projects. Great professionalism, excellent legal and economic knowledge and perfect understanding of the market.’

‘Jeanne Theuret is extremely competent, looking for innovative solutions, very good interpersonal skills.’

‘The stock market law team displays an exceptional level of service (follow-up of cases, quality of reports). The responsiveness of the team is greatly appreciated.’

‘Marie-Laurence Tibi is an extraordinary lawyer, at the same time available, proactive and of an extraordinary technical level. She knows how to reframe a debate and provide creative solutions.’

Pierre-Yves Chabert is a great professional.

Principaux clients

Accor Acquisition Company

Believe

OVHcloud

BNP Paribas

Alstom

Neoen

Vallourec

Worldline

ArcelorMittal

Edenred

Principaux dossiers

  • Advised Accor Acquisition Company, the first European corporate-sponsored SPAC, on its €300m IPO.
  • Advised Alstom on its $2bn rights offering as part of the financing for Alstom’s acquisition of Bombardier Transportation.
  • Advised Edenred on the approximately €400m inaugural offering of sustainability-linked bonds, convertible into and/or exchangeable for new and/or existing shares of the issuer.

Clifford Chance

Clifford Chance focuses on initial public offerings and US securities issues, but also handles a busy caseload in share capital increases, convertible and exchangeable bonds, block trades and public M&A matters. With Aline Cardin at the helm of the equity capital market practice and Alex Bafi as the head of the US securities practice, the group is well placed to handle major domestic and multijurisdictional matters. An area of particular growth are international employee share schemes and stock option schemes, a practice led by Anne Lemercier and counsel Ekaterina Zaboussova-Celsa.

Responsables de la pratique:

Alex Bafi; Aline Cardin

Les références

‘The capital markets team based in Paris is very knowledgeable and able to advise from a US securities law perspective on a wide variety of capital markets transactions in various jurisdictions. Practical advice, always timely and available for discussion/questions.’

‘Alex Bafi and Olivier Plessis are great specialist lawyers and great to work with.’

‘Aline Cardin has distinguished herself by her precision and rigour on cutting-edge, varied and fundamentally innovative subjects off the beaten track. Solving these varied and complex problems denotes a very high level of expertise.’

Principaux clients

BNP Paribas

Natixis

Crédit Agricole CIB

Goldman Sachs

Citibank

Morgan Stanley

J.P. Morgan

Deutsche Bank

HSBC

UBS

Barclays

Credit Suisse

ING

ABN Amro

Rabobank

Jefferies

La Française des Jeux

Unibail-Rodamco-Westfield

Alstom

Airbus

Ubisoft

Europcar Mobility Group

Jackpotjoy

Accor

Veolia

Carmila

Arkema

Scot

Nicox

Suez

Apax

Caisse de dépôt et placement du Québec

PrimaryBid

Principaux dossiers

  • Advised a syndicate of banks (including Citigroup, Goldman Sachs, J.P. Morgan, ABN Amro, Barclays, BNP Paribas, Jefferies, DMBH, ING and Pekao) on the offering and listing on Euronext Amsterdam of shares of InPost, an Advent backed company and the leading e-commerce enablement platform in Poland.
  • Advised Primary Bid on the launch of its securities offering in France.
  • Advised Veolia on the implementation of an international employee share plan 2020 which relies on the entry into by a fund of complex equity derivative transactions relating to the Veolia shares.

Gide Loyrette Nouel A.A.R.P.I.

Gide Loyrette Nouel A.A.R.P.I. combines sector expertise in the life sciences and technology sectors with longstanding experience in high-profile domestic and cross-border equity capital market matters. The team assists with initial public offerings, capital increases, public M&A matters and private placements, including Rule 144A and Reg S placements in the US thanks to the expertise of the dual-qualified Melinda Stege-Arsouze who co-heads the practice with Arnaud Duhamel. The Paris team frequently joins forces with its counterparts in the London and New York offices. Counsel Guilhem Richard brings his knowledge of the energy, real estate and e-commerce sectors to the table.

Responsables de la pratique:

Arnaud Duhamel; Melinda Stege-Arsouze

Autres avocats clés:

Guilhem Richard

Les références

‘Excellent ECM team. Present on most of the operations in France and more and more in the context of operations of French companies for their IPO on the Nasdaq. Very strong intimacy with clients which allows for frank dialogue.’

‘Arnaud Duhamel: great experience, sympathy, relational, pragmatic, knows how to find solutions. Guilhem Richard: rising star, very good relationship with clients, know how to find solutions and how to be innovative, also very friendly.’

Principaux clients

Renault

Air France KLM

BNP Paribas

Soitec

Jefferies

Inventiva

Goldman Sachs

Erytech Pharma

Oddo BHF

Spartoo

Gensight Biologics

Société Générale

Principaux dossiers

  • Advised the bank syndicate on the capital increase of Air France – KLM in an amount of approximately €1bn through a public offering in France with a priority subscription period and a private placement in certain other jurisdictions, including the United States.
  • Advising the bank syndicate led by BNP Paribas and J.P. Morgan as Joint Global Coordinators and Joint Bookrunners and BofASecurities, Crédit Agricole CIB and Société Générale, as Joint Bookrunners on the sale of 12m shares in Alstom held by Bouygues through a placement to qualified investors by way of an accelerated bookbuilding offering for an amount of €500m, including a private placement in the United States.
  • Advised Goldman Sachs, Jefferies, Guggenheim Securities and Bryan, Garnier & Co. (the underwriters) on the initial public offering of Valneva on the Nasdaq Global Select Market, through a capital increase reserved to a category of investors, for an estimated total gross amount of $107.6m, after full exercise of the over-allotment clause.

White & Case LLP

White & Case LLP is known for its very deep bench of capital market experts, its strength in advising on complex cross-border matters and its track record as adviser on a number of market-firsts, with a recent example the first listing of a corporate SPAC in Europe. The group’s expertise includes initial public offerings and private placements as core lines of work. For multijurisdictional matters the practice frequently joins forces with colleagues from the London, New York and Frankfurt offices, but the Paris team also has its own English and US law experts. Practice head Philippe Herbelin continues to grow his team, with the partner promotion of Olga Fedosova and the counsel promotion of Tatiana Uskova, both in January 2022 adding further heft to the group. Thomas Le Vert, Séverin Robillard and Max Turner form the core trio of the equity capital market team.

Responsables de la pratique:

Philippe Herbelin

Les références

‘White & Case is the French leader in capital markets with a very high quality team, always at the forefront of innovations and creative.’

‘Thomas Le Vert is available, technical and has great business acumen.’

Principaux clients

Barclays

Belfius Bank

BofA Merrill Lynch

BPCE

BNP Paribas

BNP Paribas Personal Finance

Citigroup

Crédit Agricole SA

Crédit Agricole CIB

CA Consumer Finance

PSA Banque Finance/Credipar

Credit Mutuel Arkea

Credit Suisse

Deutsche Bank

Goldman Sachs

HSBC

J.P. Morgan

LCL

Natixis

Société Générale

UBS

Air France-KLM

Air Liquide

Atos

Casino

ENGIE

LVMH

Michelin

Peugeot

Plastic Omnium

Rubis

SMCP

Sodexo

SPIE

SUEZ

Tereos

Verallia

Vinci

Worldline

Icade

Foncière INEA

Kaufman & Broad

Mercialys

Réside Etudes

3CIF

Agence France Locale

Agence des Participations de l’Etat

Caisse des Dépôts et Consignations

Compagnie de Financement Foncier

Republic of Cameroun

Republic of Gabon

AXA

CNP Assurances

Coface

Groupama

CNP Assurances

Principaux dossiers

  • Advised Believe on its initial public offering (IPO) on Euronext Paris.
  • Advised the banking syndicate composed of Goldman Sachs and BNP Paribas on the listing of Accor Acquisition Company, a Special Purpose Acquisition Company (SPAC) sponsored by Accor, on the regulated market of Euronext Paris.
  • Advised Aramis Group on its initial public offering (IPO) on Euronext Paris.

Bredin Prat

Bredin Prat's practice covers public offerings and private placements of equity securities, including initial public offerings equity and convertible issues as well as privatisations. Practice head Olivier Saba  and his team are able to draw on the firm's wider expertise, including on the expertise of the stock exchange regulation and securities litigation group. Counsel Jean-Damien Boulanger   also assists with tender offers and corporate governance matters.

Responsables de la pratique:

Olivier Saba

Autres avocats clés:

Jean-Damien Boulanger

Les références

‘Olivier Saba: friendly, very good lawyer, pragmatic.’

‘Efficiency, straight to the point, no unnecessary chatter, availability, pragmatism.’

‘Olivier Saba: very good interpersonal skills, specialist in capital markets, efficient, available. Damien Boulanger: specialist in capital markets. Emmanuel Masset: specialists in stock market law, efficient, available.’

Principaux clients

Air Liquide

Brasil Warrant S.A.

EDF

Fnac Darty

Lagardère Capital & Management (holding of Lagardère Group)

PSP Investments

Saint-Gobain

SEGRO

Stellantis (ex-PSA)

Transition

Ubisoft

Principaux dossiers

  • Advised PSA as lead counsel in connection with the listing of the new entity PSA-FCA (merger of Peugeot SA and Fiat Chrysler Automobiles) on Euronext Paris and the New York Stock Exchange.
  • Advised Transition, the first French Special Purpose Acquisition Company (SPAC) dedicated to the energy transition, on its listing on the professional compartment of Euronext’s regulated market in Paris.
  • Advised Fnac Darty in connection with its new financing strategy, which notably includes the successful placement of its first OCEANE bond for €200m.

Jones Day

Jones Day acts for issuers and underwriters in equity and equity-linked transactions and enjoys an excellent reputation for public M&A transactions. Thanks to the depth of the Paris bench and the firm’s international capital market offering, the group is a popular choice for complex matters, both in France and in multijurisdictional transactions. The Paris-based regulatory, investigations, litigation and private equity experts complement the capital market practice well. Renaud Bonnet and Linda Hesse  are the heads of the practice. Florent Bouyer is among the country’s leading equity capital market experts. 

Responsables de la pratique:

Renaud Bonnet; Linda Hesse

Autres avocats clés:

Florent Bouyer

Les références

‘The big advantage is the wide range of specialists covering all legal problematics. Our entry point is corporate law, but we can easily check tax, employee incentives…available to also cover different countries, with immediate access to appropriate skills.’

‘Very high level of commitment. The deadlines are always met even though our requests are often made at short notice. We also know that we can count on a high availability if very hot negotiations come up. We highly rely on Charles Gavoty and Alexandre Wibaux. Very good follow-up also from paralegal Patricia Jimeno.’

‘Florent Bouyer: excellent knowledge of ECM mid-cap deals.’

‘Very significant experience in equity market operations (IPO, capital increase, shareholdings reclassification). Ability to deploy the necessary team and talent to complete the job on time.’

Principaux clients

Bombardier Inc.

BNP Paribas

Natixis and BofA Securities, Inc.

Crédit Immobilier de France Développement

Caisse Centrale du Crédit Immobilier de France SA

Natixis

Berenberg, Gilbert Dupont and Louis Capital Markets

Voltalia S.A.

October and Intesa Sanpaolo

Crédit Agricole Corporate and Investment Bank

Latham & Watkins

Latham & Watkins is particularly well-known for its initial public offering experience, but the team of practice head Thomas Margenet-Baudry also advises on block trades, convertible and exchangeable bonds as well as on rights issues. Sustainability-linked financings are a growing line of work. Margenet-Baudry’s own New York law expertise and the firm’s offices in New York and London make the practice a very good choice for dual-listed companies with listings in France, the UK or the US. In January 2021 Roberto Reyes Gaskin, dual-qualified in France and New York and with a geographical focus on France, Italy and Spain,  joined the partnership.

Responsables de la pratique:

Thomas Margenet-Baudry

Autres avocats clés:

Roberto Reyes Gaskin

Principaux clients

Afflelou

Atos

Bank of America

BNP Paribas

Deutsche Bank

Elior

Foncia Management

Groupe Bertrand

Groupe Casino

JP Morgan

Loxam SAS

Natixis

Société Générale

TechnipFMC

Tencent Holdings Limited

TotalEnergies

Linklaters

The team at Linklaters acts for issuers as well as for arrangers and underwriters. With its US, English and French law capabilities, the practice is well placed to advise on cross-border matters. Initial public offerings and private placements account for the bulk of the caseload. Practice head Véronique Delaittre and Bertrand Sénéchal are the key contacts.

Responsables de la pratique:

Véronique Delaittre

Principaux clients

CGG Holding (U.S.) Inc.

Solicitation Agents, MUFG Securities Americas Inc. and Citigroup Global Markets Inc.

SG Americas Securities LLC

Genfit

Iliad

Natixis

Crédit Agricole Corporate and Investment Bank

Société Générale

J.P. Morgan Securities plc

Schneider Electric SE

Legrand

CCR Re

SIX Group AG Swiss Stock Exchange

Barclays Bank Ireland PLC

BNP Paribas

Commerzbank

HSBC Bank plc

Innate Pharma

Transgene

ENGIE EPS/NOAH

Principaux dossiers

  • Advised Schneider Electric SE on the first offering of approx. €650m sustainability-linked bonds convertible into new shares and/or exchangeable for existing shares due 15 June 2026.

Shearman & Sterling LLP

Shearman & Sterling LLP focuses on large cross-border transactions and is a known for its broad equity capital market practice and its contributions to legal reforms, for example regarding capital increases through private placements and the creation of rights plans. Matters range from initial public offerings, rights offerings and block trades to hybrid and equity-linked securities, including matters that involve simultaneous capital raisings in France and abroad. A stand-out feature is the employee and management equity plan practice, led by Sami Toutounji. Hervé Letréguilly directs the practice. Counsel Séverine de La Courtie  is the second key contact.

Responsables de la pratique:

Hervé Letréguilly

Autres avocats clés:

Séverine de La Courtie; Sami Toutounji

Principaux clients

Constellium

Société Générale

ICE

Orange

L’Oréal

ALD

Schneider Electric

HalioDx

Nordea

Unifiedpost Group SA/NV (Unifiedpost)

Principaux dossiers

    Darrois Villey Maillot Brochier

    Responsables de la pratique:

    Laurent Gautier

    Les références

    ‘Very competent, very imaginative, always looking for new relevant solutions.’

    ‘Lawyers are very available, responsive and to the point.’

    Principaux clients

    Baccarat

    Bouygues

    BPCE

    Europcar Mobility Group

    Lagardère

    Unibail Rodamco Westfield

    Principaux dossiers

    • Advised Europcar Mobility Group on its €1,800m financial restructuring, including capital increases in a total amount of €1,383m (a €50m rights issue, a €200m share capital increase subscribed in cash by creditors and a €1,133m share capital increase subscribed by way of set-off against debts) and the issuance of 550m share subscription warrants.
    • Advised Unibail Rodamco Westfield in connection with its projected €3.5bn rights offering rejected by its sharehodlers.
    • Advised Bouygues on the sell-down of its stake in Alstom through three accelerated bookbuilt offerings for a total amount of ca. €2bn (2019 through 2021) and a ‘forward ABB’ for an amount of €462m.

    Fieldfisher

    Responsables de la pratique:

    Samuel Pallotto

    Les références

    ‘Samuel Pallotto: excellent knowledge of ECM mid-cap deals, excellent interpersonal skills. Mathilde Cazé: very professional and rigorous.’

    Principaux clients

    Deinove

    Biocorp

    Focus Home Interactive

    Natixis

    Kerlink

    Carbios

    Cabasse Group (ex Awox)

    Theradiag

    I.CERAM

    Vogo

    Agripower

    Munic

    Biosynex

    Sonova

    HRS (Hydrogen Refueling Solutions)

    HDF Energy

    Omer-Decugis & Cie

    BOA Concept

    Principaux dossiers

    • Advising Carbios on its €114m capital increase, carried out without shareholders’ preferential subscription rights by way of a public offering and with a priority subscription period, on an irreducible basis only, to its existing shareholders and a global offering.
    • Acting as deal counsel in the framework of Hydrogen-Refueling-Solutions (HRS)’ Euronext Growth® Paris market IPO.
    • Acting as deal counsel on HDF Energy’s IPO.

    McDermott Will & Emery AARPI

    McDermott Will & Emery AARPI

    Responsables de la pratique:

    Bertrand Delafaye; David Revcolevschi

    Les références

    ‘Great knowledge of capital increase operation processes and related legal aspects, as well as regulatory expertise. Expertise in the management of transnational aspects.’

    ‘David Revcoleschi is our main contact and demonstrates not only a great knowledge of legal aspects, but also a very solid knowledge of the challenges of start-ups and biotechnology.’

    Principaux clients

    GeNeuro

    Aerkomm, Inc.

    DBV Technologies

    Genkyotex

    Faurecia

    Invest Securities

    Mauna Kea Technologies

    Sensorion

    KBC Securities

    Bryan Garnier

    Gilbert Dupont SG

    Principaux dossiers

    • Advised GeNeuro in relation to capital increase by way of an international private placement, providing French legal opinion on no registration with AMF and valid listing under French law.
    • Assisted Sensorion with a 3.7% ownership stake acquisition by Sonova Holding AG (headquartered in Switzerland) by way of subscription to a reserved share capital increase for total gross proceeds of €5m.
    • Advised Invest Securities and Aerkomm, Inc. in relation to a public offering of up to €40m in new shares of its common stock.

    Norton Rose Fulbright

    Responsables de la pratique:

    Roberto Cristofolini

    Principaux clients

    AT&T Corp.

    Attijariwafa bank

    Attijari Titrisation

    BNP Paribas

    CDC Group plc

    Caisse de Dépot et Gestion

    Crédit Agricole

    Crédit Suisse

    Hightech Payment Systems

    HSBC

    Kingdom of Morocco

    Label’Vie

    Oddo & Cie

    Société Générale

    Principaux dossiers

    • Advised Hightech Payment Systems (HPS), listed on the Casablanca Stock Exchange, with respect to an increase in capital reserved to managers and employees of the group.
    • Advised the US company AT&T Corp. on the subscription of various classes of warrants (bons de souscription d’actions) issued by Enensys Technologies, a company listed on Euronext Growth being under Chapter 11 proceedings (sauvegarde judiciaire).
    • Advised BCRE, a Dutch listed company, in relation to the rescheduling of its convertible bonds listed on one of the markets operated by Euronext Paris.

    Jeantet

    Responsables de la pratique:

    Cyril Deniaud; Frank Martin Laprade

    Les références

    ‘The partners are very accessible which is very reassuring for the management of our company. Their fees are justified and the quality of the work rendered is in line with the amounts invoiced.’

    ‘Flexibility, availability, listening and competence. We particularly appreciate the flexibility and the quality of listening of Cyril Deniaud. Guillaume Soulet’s great availability to answer our questions is also noteworthy.’

    ‘Jeantet ‘s capital market team is recognised for its understanding of the sometimes extremely fine issues of capital markets and for its ability to provide relevant & innovative responses.’

    ‘Availability and responsiveness of the team. Expertise and reliability.’

    Principaux clients

    Thoma Bravo

    Groupe Prologue (Prologue, O2i and M2i)

    Equitis Gestion

    Archos

    Alpha Blue Ocean

    Park Partners GP

    Groupe Open

    Yorkville Advisors

    Hoffman Green Cement Technologies

    Ikonisys

    Predilife

    Nippon Steel Corporation

    Intrasense

    Global Bioenergies

    Cogelec

    Wendel

    Thoma Bravo

    Groupe Prologue (Prologue, O2i and M2i)

    Equitis Gestion

    Archos

    Alpha Blue Ocean

    Park Partners GP

    Groupe Open

    Yorkville Advisors

    Hoffman Green Cement Technologies

    Ikonisys

    Predilife

    Nippon Steel Corporation

    Intrasense

    Global Bioenergies

    Cogelec

    Wendel

    Principaux dossiers

    • Jeantet advised Nippon Steel Corporation (3rd largest global steel producer and listed on the Tokyo Stock Exchange), one of Vallourec’s historical reference shareholders, on the financial restructuring of Vallourec, involving its participation in a €300m capital increase with maintained preferential subscription rights.
    • Advised Prologue, O2i and M2i, members of the Prologue group, on the public tender offer on M2i by way of exchange of shares of Prologue, followed by the merger of O2i into Prologue.

    Orrick Rambaud Martel

    Responsables de la pratique:

    Olivier Jouffroy; Alexis Marraud des Grottes

    Les références

    ‘Olivier Jouffroy always shows great availability, great responsiveness, great creativity, great reliability and great rigour.’

    ‘Olivier Jouffroy: Availability, reactivity and ability to understand very technical problems.’

    Principaux clients

    Bryan Garnier & Co

    E-Pango

    Immersion

    Metabolic Explorer

    PrimaryBid

    Sequans Communications

    Ventech

    XAnge Private Equity

    Principaux dossiers

    • Acted for two of Believe’s key investors, XAnge Private Equity and Ventech, on Believe’s €300m IPO via listing on Euronext.
    • Advising UK fintech company PrimaryBid on the structuring of its unique offering in France.
    • ## INSERTED START: 15-11-2021 11:28:19 Advising Metabolic Explorer (a company listed on Euronext Paris) in connection with its €56.6 million capital increase in which preferential subscription rights were waived.

    Villey Girard Grolleaud

    Responsables de la pratique:

    Pascale Girard; Daniel Villey; Frédéric Grillier

    Les références

    ‘The climate of trust created between the firm, the AMF and us made it possible to complete all operations in record time and with perfect legal certainty.’

    ‘Daniel Villey has an excellent knowledge of stock market law and market practices. The quality of the advice he provides is a guarantee of success for even the most complex stock market transactions. Aubry Lemeret was the linchpin for setting the operations decided by the company to music, the documents produced were of irreproachable quality. He was able to alert us and suggest adjustments when necessary. He shows first-rate human quality, always keeping his calm and good humour even in times of great tension.’

    Principaux clients

    Française des Jeux

    Stellantis

    Lysogène

    Nexans

    Eutelsat Communications

    Patrimoine et Commerce

    Calida Holding

    PCAS

    EPC Group

    Affluent Medical

    Union Financière de France Banque