Mergers & Acquisitions
Our firm has a solid experience in the field of equity transactions.
We act in mergers and acquisitions, venture capital, leveraged buy-outs, mergers and restructurings as advisors to buyers, sellers or the management of target companies.
We carry out due diligence and legal reviews and assist our clients in the negotiation and drafting of all legal documentation related to equity transactions (sale agreement, guarantee of assets and liabilities, shareholders’ agreement, financing agreement, surety or other guarantees, etc.).
Our firm provides each of its services in compliance with the rules in force within the framework of tax-efficient arrangements.
In addition to this advisory activity, our firm handles a large number of corporate disputes:
- disputes between shareholders
- litigation relating to the acquisition of shareholdings, whether hostile or not
- implementation of asset and liability guarantees
- abusive breach of contract
Our firm assists companies in their day-to-day operations. We draw up all the related legal documents (drawing up articles of association, minutes of general meetings and boards of directors, increases in share capital, appointment of managers, replacement of auditors, etc.).
Our experience :
- Fundraising for e-business, renewable energy and aeronautics companies
- Subsidialisation, contribution and merger within a distribution group
- Structuring of several public offerings (public offering)
- Negotiation of the amicable exit of an executive of a stock exchange company from several investment funds
- Sectors: IT services, distribution and wholesale, security, tourism, robotics, health, fashion, etc.
Examples of operations followed by the firm Melot & Buchet Avocats
- 2019 : Buyer advice – MBO – ESN – Enterprise value 5 M€
- 2018 : Buyer advice – Real-Estate Business – Enterprise value 75 M€
- 2018 : Buyer advice – MBO – ESN – Enterprise value 8 M€
- 2017 : Buyer advice – Food industry – Enterprise value 12 M€
- 2015 : Buyer advice – Logistic industry – Enterprise value 7 M€
- 2015 : Buyer advice – Electricity company – Enterprise value 1,5 M€
- 2014 : Buyer advice – Business travel company – Enterprise value 2,5 M€
- 2012 : Buyer advice – Engineering consulting industry – Enterprise value 8 M€
- 2016 : Seller advice – Clothing compagny – Enterprise value 15 M€
- 2016 : Seller advice – Kitchen traders – Enterprise value 9 M€
- 2015 : Seller advice – Plastic processing industry – Enterprise value 4 M€
- 2014 : Seller advice – Luxury fashion company – Enterprise value 30 M€
- 2013 : Sellers managers advice – Marketplace industry – Enterprise value 40 M€
- 2012 : Seller advice – Sun energy industry – Enterprise value 12 M€
Our firm assists companies in their search for the necessary financing for their creation and their organic and/or external growth.
We assist our clients during the three phases of their fundraising:
- Preparation: assistance in drafting the business plan, analysis of needs and the best way to meet them, valuation of the company, estimation of the amount to be raised, partnership arrangements, etc.
- Support: study of investor profiles, search for investors, negotiation support, drafting of all legal documentation, etc.
- Post-fundraising organisation: governance and management advice, external communication following the fund-raising, investor follow-up, etc.
Within the framework of these operations, our firm benefits from a large network of partners (accountants, asset managers, banks, notaries, etc.).
Our experience :
- Fundraising for companies in the e-business, renewable energy, aeronautics, real estate, drones, etc. sectors
- Structuring of several public offerings (public offering) with drafting of a prospectus submitted to the AMF for approval
- Issuance of bonds convertible into shares for SMEs and SMIs
- Structuring of financing in the context of wealth tax exemption operations
Private International Law
Our firm covers the whole range of assistance and advice on private international business and European law issues, and acts in particular on behalf of
- individuals, to advise and represent them in their private international and European relations
- companies and economic actors, in their international and European development
We study upstream the options, modalities and consequences of the choice of international and European legislative and judicial jurisdiction; we develop international legal strategies and accompany our clients in their international and European affairs; we offer our clients advice, assistance and analyses in all matters relating to international and European law; we assist our clients in the context of international and European law litigation.
Our experience :
- Assistance with legal due diligence in the context of a proposed acquisition of a company abroad by a world leader in the IT sector
- Monitoring the international activity of an investment fund under Luxembourg law
- Defending the interests of a foreign company – a regional leader in the field of chocolate and confectionery – in a dispute with a world leader in the sector before the French courts on intellectual property matters relating to international and European law
- Advice on international and European inheritance matters
Our firm assists its clients in both advisory and litigation matters in the following areas
- Breach of commercial relations, discriminatory practices, commercial cooperation
- Unfair competition and parasitism
- Negotiation and drafting of commercial contracts, distribution agreements, licences
- Commercial leases
- Transfers of business assets
- Franchising, exclusive and selective distribution networks
- Drafting of general conditions of sale and purchase
We represent our clients before all judicial or arbitration bodies.
Our experience :
- Defending the interests of distributors who are victims of brutal breaches of commercial relations (mobile phone operators – pharmaceutical laboratories – spirits manufacturers)
- Setting up general terms and conditions of sale and purchase for an e-business company
- Litigation for unfair competition in several sectors of activity: e-business – Insurance brokerage – Oil drilling
- Litigation following the transfer of a business to obtain a price reduction
Liberal Professions Expertise
Our firm supports its clients, liberal professionals:
- Advice and support in the choice of structures for the practice of the liberal professional: SELARL, SELAS, SPFPL, “société civile de moyen”, “société civile professionnelle”. Simulation of the various tax and social impacts and costs associated with the establishment of such structures
- Structuring of professional and private assets: Support and setting up of civil companies and family limited companies, particularly in the context of real estate transactions. Planning the transfer of assets
- Support for the development of structures: fundraising, setting up partnerships, grouping of activities, multidisciplinary activities
Dedicated Expertise :
- Health and legal professions
Our experiences :
- Support for the development of a health group in the context of the creation of a multidisciplinary health centre
- Recurrent advice from health professionals in the evolution of their practice
- Support for the fundraising of a healthcare group