Mergers & Acquisitions

We support our clients (groups, institutions, mid-sized companies, SMEs, family business, start-ups, financial investors, etc.) operating in various sectors such as energy, financial services, real estate, media, health and life sciences, TMT, agri-food, etc.

Our decentralised organisation enables us to mobilise all the expertise required for M&A transactions (tax, employment law, IP/IT, regulatory, etc.) within a team dedicated to each project.

Areas of Intervention

Mergers and acquisitions

We advise on all types of transaction, including acquisitions and disposals of shares or assets, joint ventures and spin-offs, in both domestic and international contexts.  We assist our clients throughout the entire process implementing their transactions, and in particular at each of the following stages:

• Legal and tax structuring, strategic advice;
• Due diligence  or vendor due diligence ;
• Negotiation of pre-contractual documentation (letter of intent, term sheet, indicative or firm offer) ;
• Negotiation of transaction documentation (share purchase agreement, representations and warranties, shareholders’ agreement, etc.);
• Assistance in negotiating W&I insurance;
• Arranging acquisition financing;
• Analysis and notifications relating to merger control, foreign investment control and regulatory authorisations;
• Assistance with closing and signing; and
• Implementation of post-closing reorganisation;

We advise on public M&A transactions involving listed companies, such as takeover bids, exchange offers and squeeze-outs, with or without mandatory squeeze-out. Our expertise enables us to secure these complex transactions while safeguarding the interests of shareholders and the quality of information provided to the market.

Fundraising

We assist investors and companies with equity financing operations, whether in the start-up phase (seed capital or venture capital) or the growth phase (growth capital). This includes structuring the deal (in particular the appropriate financial instruments), drafting and negotiating the legal documentation between the company and the investors, preparing the issue documentation and putting together the management package to align the interests of management and investors.

Intra-group restructuring

We advise French and international groups on structuring and implementing their complex and strategic restructuring operations (domestic or cross-border mergers, spin-offs, carve-outs, etc.).

Corporate governance and company law

We provide our customers with a secure organisational structure, whether for the day-to-day management of their entities (preparation and holding of board meetings and general meetings, regulatory compliance) or for the design and implementation of their governance and control structure (creation of committees, delegation of powers, internal regulations, etc.).

Corporate litigation

Our lawyers offer their expertise in managing corporate litigation, such as disputes between shareholders, the enforcement of representations and warranties and, more generally, post-acquisition disputes.

Cross-border M&A

The experience, creativity and intercultural knowledge of our lawyers are an asset when assisting foreign investors with their operations in France, and French groups with their operations abroad.

De Gaulle Fleurance dedicates an ad hoc team to each transaction, combining international M&A practice with the local specificities of the country concerned, thanks in particular to our network of correspondents selected for their expertise throughout the world.