Capital markets: equity capital markets in France

Cleary Gottlieb Steen & Hamilton

Cleary Gottlieb Steen & Hamilton again proved its dominance in the French equity capital markets when advising the underwriters on the IPO of Verallia in autumn 2019, the most significant IPO in the country that year, thereby adding to its track record as a "go-to" address for the country's most important stock market matters. Thanks to the team's expertise in capital increases and the issuance of equity-linked securities, John Brinitzer's and Marie-Laurence Tibi's team was able to navigate the comparatively slow equity capital markets of 2019 and 2020 smoothly; convertible bonds and OCEANE transactions accounted for the bulk of the team's caseload. With Brinitzer's and Tibi's dual-qualifications in France and the US, along with the firm's international footprint, the group is a particularly good choice for cross-border matters, with issuers (both corporations and financial institutions), and investment banks turning to the team for its expertise.

Testimonials

‘Marie-Laurence Tibi is aware of developments in this market and capable of setting up innovative structures. She is both rigorous and open-minded. Meeting the needs of her client is her priority.’

Key clients

Tikehau Capital

ArcelorMittal

Neoen

Vallourec

Oragroup

Worldline

Showroomprivé

Goldman Sachs

BNP Paribas

JP Morgan

Citigroup

Work highlights

  • Counsel to the underwriters in Verallia’s initial public offering.
  • Counsel to ArcelorMittal in concurrent offerings of shares and mandatorily convertible notes totalling $2bn.
  • Counsel to Neoen on its €170m ‘first ever’ offering of green bonds convertible into new shares and/or exchangeable for existing shares of the issuer (OCEANE) in Europe.

Clifford Chance

Clifford Chance impresses with the breadth of its practice, which handles matters ranging from IPOs, share capital increases, convertible bonds and OCEANE transactions, to block trades, public M&A transactions and private placements. Aline Cardin and Alex Bafi (who is in charge of the US securities practice in Paris), co-direct a team that houses four specialists in US securities law, one of the deepest benches in the French market. The group's caseload is predominantly international, frequently involving collaboration with colleagues abroad - most often from the Dubai, Riyadh, Amsterdam and London offices. The equity derivatives practice under the leadership of Jonathan Lewis, along with the employee shareholding practice co-led by Julien Rocherieux and Anne Lemercier, complete the office's equity capital markets offering. Gilles Lebreton and of counsel Thierry Schoen are also noted. However, former counsel Olivier Jouffroy moved to Orrick Rambaud Martel in April 2020.

Other key lawyers:

Olivier Plessis

Testimonials

‘Excellent team, technically competent, available and with which it is very pleasant to exchange views. Appreciable compared to other firms: sufficiently staffed team on each file.’

‘Remarkable partners: Aline Cardin and Cédric Burford, both very competent and available.’

‘Aline Cardin is an expert in her field.’

Key clients

BNP Paribas

Natixis

Crédit Agricole CIB

Goldman Sachs

CItibank

Morgan Stanley

JP Morgan

Deutsche Bank

HSBC

UBS

Barclays

Credit Suisse

ING

La Française des Jeux

Unibail – Rodamco -Westfield

Alstom

Ubisoft

Europcar Mobility Group

Jackpotjoy

Accor

Veolia

Carmila

Arkema

Scor

Apax

Caisse de dépôt et placement du Québec

PrimaryBid

Work highlights

  • Advised BNP Paribas, Crédit Agricole Corporate and Investment Bank (as global coordinators and joint bookrunners), and HSBC, Natixis and Société Générale (as joint bookrunners) on Safran’s issuance of €800m bonds, due 2027 and convertible into and/or exchangeable for new and/or existing shares (OCEANE), by way of private placement with qualified investors.
  • Advised the syndicate of international, local and regional bookrunners and financial advisors on the successful completion of the IPO of Arabian Centres, the largest shopping mall developer, operator and owner in the Kingdom of Saudi Arabia.
  • Advised a syndicate of banks consisting of Citigroup, JP Morgan Cazenove, Morgan Stanley, ENBD Capital, Barclays, Goldman Sachs and Liberum, on UAE-based payment solutions company Network International’s IPO and admission to the premium segment of the Official List and to trading on the London Stock Exchange’s main market for listed securities.

Linklaters

Linklaters' integrated equity capital markets practice stands out for its ability to advise on French, US and English law and its regular involvement in the market's largest transactions - such as Nexi's $2bn IPO, the largest IPO in Europe during 2019. Private placements, including by way of accelerated book-building, are another core component of the team's caseload. Thanks to its network of international offices, the practice  group - led by Véronique Delaittre - is well placed to assist with cross-border transactions.

Practice head(s):

Véronique Delaittre

Other key lawyers:

Luis Roth; Bertrand Sénéchal; Cheri de Luca

Key clients

Iliad

Société Générale

Suez

JP Morgan Securities

BNP Paribas

UniCredit Bank

HSBC Bank

Natixis

SG Americas Securities

Citigroup Global Markets

Nexi

Legrand

Crédit Agricole Corporate and Investment Bank

Banque Ouest Africaine de Développement BOAD

Innate Pharma

Genfit

Younited

CCR Re

NeoT Green Mobility

Work highlights

  • Advised Italian payment-services firm Nexi on its €2bn IPO, the largest in Europe during 2019.
  • Advised a syndicate of banks on the sale of approximately €1.2 bn of Worldline shares (the ‘ABB Placement’) to qualified investors (including in the United States), involving the sale of 14.7m Worldline shares by Atos SE and of 7.9m Worldline shares initially held by Six Group.

White & Case LLP

White & Case LLP combines Paris' deepest capital markets bench with an international network and experience in advising on the most notable market transactions, including major IPOs such as Verallia's IPO in 2019. Equity-linked offerings, convertible bonds and OCEANE offerings are other key areas of strength of the team led by practice head Philippe Herbelin. With its French, US and English law capabilities and its in-depth knowledge of the structure and workings of French and foreign regulators (including on legislative projects - for example in the context of the working group to reform the legal framework for IPOs in France), the practice remains a clear market leader.

Practice head(s):

Philippe Herbelin

Other key lawyers:

Thomas Le Vert; Séverin Robillard

Testimonials

‘Commercial presence, proactivity, knowledge of clients, expertise.’

White & Case is the best Capital markets firm in France thanks to its 3 partners.’

‘Thomas Le Vert is by far the most successful. Available, efficient and talented.’

Cenzi Gargaro – a font of knowledge, always willing to assist and support our business, an example of how all partners should operate.

Grégoire Karila – excellent partner, practical, knowledgeable, supportive.

Paul-Grégoire Longrois – an excellent associate and rising star.

Petya Georgieva – a brilliant associate.

Key clients

Barclays

Belfius Bank

BofA Merrill Lynch

BPCE

BNP Paribas

Citigroup

Crédit Agricole

Crédit Agricole CIB

Credit Mutuel Arkea

Credit Suisse

Deutsche Bank

Goldman Sachs

HSBC

JP 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

Work highlights

  • Advised Verallia, the world’s third-largest manufacturer of glass containers for food and beverages on its €978m IPO on Euronext Paris.
  • Advised the bank syndicate on the privatisation and IPO of La Française des Jeux (FDJ) on the Euronext Paris regulated market.
  • Represented Citigroup, acting as sole global coordinator, on the €2.41bn sale by Compagnie de Saint-Gobain of its entire stake in Swiss chemical manufacturer Sika.

Allen & Overy LLP

Allen & Overy LLP has been particularly active in OCEANE transactions, recently, but is also experienced in assisting with IPOs (both for issuers and bank syndicates), share capital increases and block trades. As part of the firm's wider capital markets practice, and with complementary tax and corporate capabilities, counsel Olivier Thébault and practice heads Diana Billik and Marc Castagnède are key pillars in the firm's Paris offering, not the least due of their combined ability to assist with French, English and US law, alike. For matters requiring more extensive knowledge of foreign jurisdictions, the group relies on its own international office network.

Practice head(s):

Diana Billik; Marc Castagnède

Other key lawyers:

Olivier Thébault

Testimonials

One of the best teams in the market, they are experts, strategic and modest.’

‘Very good capital markets team. Very competitive.’

‘Olivier Thébault is A&O’s equity capital markets expert. Always a great pleasure to work with him in confidence.’

Key clients

Ubisoft

ORFIM

Goldman Sachs

CMA

Europlasma

CEA Investissement

Omnes Capital

PAREF

Kepler

CACIB

BNPP

Natixis

Société Génarale

Apax

APE

Bpifrance Participations

PAI

Crédit Suisse

JP Morgan

Ivanhoé Cambridge

Orano (formerly: Areva)

Amplitude Surgical

Rexel

Covivio

Work highlights

  • Advised the French State, acting through the Agence des participations de l’Etat (APE), on the €7bn liquidity funding it granted to Air France (the French arm of Air France-KLM).
  • Advising Bpifrance Investissement on an investment in Nacon in the context of its IPO on the regulated market of Euronext in Paris.
  • Advised Ubisoft Entertainment on issuance of OCEANE bonds (due 2024) for a nominal amount of €500m, convertible by way of placement with qualified investors only.

Bredin Prat

French giant Bredin Prat's nimble team specialises in custom-made transactions that range from IPOs to the private placements of equity securities and private placements by way of accelerated book-building. Practice head Olivier Saba is well versed in assisting with major domestic and foreign listings and leads an experienced stock exchange regulation and securities litigation team. For the team's many cross-border matters, Saba successfully relies on the firm's international network of best friend firms.

Practice head(s):

Olivier Saba

Other key lawyers:

Jean-Damien Boulanger

Key clients

Air Liquide

Brasil Warrant

Carrefour

EDF

PSA Group

PSP Investments

Saint-Gobain

Ubisoft

Work highlights

  • Advised PSA as lead counsel on the listing of the new PSA-FCA entity (resulting from the merger of Peugeot and Fiat Chrysler Automobiles) on Euronext Paris and the New York Stock Exchange.
  • Advised the Saint-Gobain group on the sale of approximately 15.2m shares in Sika owned by its subsidiary Schenker-Winkler Holding , (representing the entirety of its 10.75% stake in Sika’s share capital), for a total of CHF2.56bn (approx. €2.4bn).
  • Advised Iliad in connection with its €1.4bn share buyback offer (‘OPRA’) financed by a share issue, representing up to 19.7% of the Company’s capital at a price of €120 per share.

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

Gide Loyrette Nouel A.A.R.P.I. stands out for its combination of a strong practice in France and its track record of acting in capital market transactions in Europe, the Middle East and Africa - a clear stand-out feature among the major French firms. The team's ability to assist with Rule 144A/Reg S. placements (thanks to Melinda Stege-Arsouze's US-qualification) is a key contributor to the group's highly international caseload. Under the joint leadership of Arnaud Duhamel and Stege-Arsouze, the group acts for financial institutions, issuers and alternative capital providers on a wide range of equity capital market transactions, including IPOs, share capital increases and convertible bond issuances. The life sciences and technology sectors make up a significant portion of the caseload. Counsel Guilhem Richard is also noted.

Other key lawyers:

Guilhem Richard

Testimonials

‘The team is made up of highly specialised professionals in their respective fields and covers a wide range of skills.’

‘Arnaud Duhamel is a recognised expert in his field, available and accessible. Melinda Arsouze is a recognised expert in her field with a focus on US law, also available and accessible. Richard Guilhem is an excellent professional and he is very pleasant to to work with.’

Key clients

Oddo BHF

Crédit Agricole CIB

Société Générale

Inventiva

Natixis

Erytech Pharma

BNP Paribas

Air France-KLM

Gensight Biologics

EOS Imaging

Jefferies

Bank of America Merrill Lynch (BAML)

Goldman Sachs

Citi Group Global Markets

HSBC

Talend

Veolia

Work highlights

  • Assisted Inventiva with its $102m IPO on Nasdaq.
  • Advised a bank syndicate comprising BNP Paribas, Crédit Agricole Corporate and Investment Bank, Natixis and Société Générale, on Iliad’s €1.4bn share buy-back offer.
  • Advised Veolia in its €700m convertible bonds offering (OCEANE).

Jones Day

Jones Day remains among the most active share capital increase and IPO practices in the French market and offers a strong global network in addition to one of the deepest equity capital market benches in Paris, making the team an excellent address for cross-border and multijurisdictional transactions. Its ability to also assist with regulatory matters, including investigations and litigation, as well as the office's restructuring team, further complement the practice. Linda Hesse, who is dual-qualified in France and New York, and Renaud Bonnet, co-direct the team.

Practice head(s):

Renaud Bonnet; Linda Hesse

Other key lawyers:

Florent Bouyer; Charles Gavoty

Testimonials

‘The Jones Day capital markets team in Paris stands out with vast knowledge of and broad experience in ECM transactions. They possess a good understanding on in-house processes at investment banks. To me, having a US partner in the team in Paris has proven to be beneficial as well.’

Key clients

Carmat

Selectirente

Voltalia

Panalpina Welttransport (Holding)

Work highlights

  • Represented Selectirente on its €217m share capital increase, without preferential subscription rights but with a priority subscription period granted to the existing shareholders.
  • Advised Panalpina Welttransport (Holding)  in relation to its combination with DSV, by way of a CHF4.6bn ($4.6 bn) public exchange offer of DSV to all Panalpina shareholders to tender their Panalpina shares (listed on Six Swiss Exchange) against DSV shares (listed on NASDAQ Copenhagen).
  • Advised Carmat on its €60m ($66.3 million) share capital increase, reserved for investors, healthcare and life sciences industry specialists, or strategic partners of the company.

Latham & Watkins

Latham & Watkins impresses with its advisory track record on the most important IPOs in the French market over the last six years. With Thomas Margenet-Baudry at the helm, the team is clearly positioned across the full spectrum of capital market instruments - and has a strong international network to boot. The equity capital markets practice is especially active in complex IPOs (often in the context of LBO transactions), but is also well versed in the issuance of convertible and exchangeable bonds, rights issues and block trades. Given the firm's strength in other key European jurisdictions and the US, as well as Margenet-Baudry's own expertise in US law, the group is a particularly good choice for dual-listed companies listed in France as well as abroad, often in London or New York. Roberto Reyes Gaskin, formerly at the firm's Milan office and admitted to the Paris and New York bars, was promoted to partner in January 2021.

Practice head(s):

Thomas Margenet Baudry

Other key lawyers:

Roberto Reyes Gaskin

Key clients

Atos

Total

TechnipFMC

AEGON

BNP Paribas

Morgan Stanley

JP Morgan

Natixis

Société Générale

Work highlights

  • Advised Atos in connection with a €500m zero-coupon bond exchangeable for shares of Paris-listed payments company Worldline as well as share sales ( aggregate proceeds raised, €1.8bn).
  • Represented dual-listed TechnipFMC in connection with a proposed €10bn spin-off of its engineering and construction unit (and listing of the new entity on Euronext Paris), and the establishment of an American Depositary Receipt program.
  • Advised Total on its transformation from a stock corporation into a European Company and related stock-exchange filings in France, the US, the UK and Belgium, along with amendments to its American Depositary Receipt program.

Shearman & Sterling LLP

The practice at Shearman & Sterling LLP stands out due to its clear international orientation, its frequent involvement in the development of French capital market law, its dedicated employee shareholding practice under the lead of Sami Toutounji, and its broad range of expertise. Practice head Hervé Letréguilly and his team assist with IPOs (including the market's most high-profile mandates), rights offerings and hybrid securities, as well as on equity-linked transactions. A stand-out feature of the practice is its experience in advising the French state on block trades. In addition, its particularly close ties with colleagues from the London and New York office allow for smooth advice across borders.

Practice head(s):

Hervé Letréguilly

Other key lawyers:

Sami Toutounji; Séverine de La Courtie

Testimonials

‘Excellent knowledge of the legal and operational issues of ECM operations.’

‘ Excellent, very responsive team and strength of proposals.’

Key clients

Verallia

Constellium

Orange

Nexans

L’Oréal

Work highlights

  • Advised Constellium on  the transfer of its head office from Amsterdam to Paris.
  • Advised Verallia on the tax and employee offering aspects of its reorganisation.
  • Advised Orange on the £486m sale of its residual stake (of approximately 248m shares) in BT Group – representing around 2.5% of the latter’s share capital, through a private placement by way of an accelerated book-building (ABB) offering.

Fieldfisher

Practice head(s):

Samuel Pallotto

Key clients

Deinove

Biocorp

Focus Home Interactive

Natixis

Kerlink

Carbios

Awox

Theradiag

I.Ceram

Bio-UV Group

Vogo

Biosynex

Agripower

Munic

Mecelec Composites

Work highlights

  • Legal counsel to Carbios on its €27m capital increase (without shareholders’ preferential subscription rights) through an offering to qualified French and international investors by way of accelerated book-building.
  • Deal counsel on automotive data company Munic’s IPO -the first on the Paris market in 2020- and Euronext Growth (Paris) listing.
  • Advised Euronext Paris-listed target, Amplitude Surgical, on negotiations between APAX Partners and the company’s management, and PAI Partners, in relation to the acquisition of a majority stake in the company followed by a mandatory public tender offer.

McDermott Will & Emery AARPI

Practice head(s):

Bertrand Delafaye; David Revscolevschi

Key clients

GeNeuro

Aerkomm

DBV Technologies

Genkyotex

Faurecia

Invest Securities

Mauna Kea Technologies

Sensorion

KBC Securities

Bryan Garnier

Gilbert Dupont

Work highlights

  • Advised GeNeuro, a Swiss company listed on the regulated market of Euronext Paris, on its €17.5m capital increase undertaken by way of an international private placement of new shares to qualified institutional investors.
  • Advised DBV Technologies in its $153m capital increase in connection with a public offering of common shares in the form of American Depositary Shares in the United States, Canada and certain other countries outside of Europe.
  • Assisted Sensorion, a biotech company on its €18.1m capital increase (PIPE) subscribed by its main investors Invus, Sofinnova Crossover I, as well as by new investors including Chinese investors WuXi AppTec and 3SBio.

Norton Rose Fulbright

Practice head(s):

Roberto Cristofolini

Other key lawyers:

Aurélie Pelisson

Key clients

Attijariwafa bank

BNP Paribas

CDC Group

Caisse de Dépot et Gestion

Crédit Agricole

Crédit Suisse

HSBC

Kingdom of Morocco

Oddo & Cie

Santander

Sequa Petroleum

Société Générale

Work highlights

  • Advised CDC Group with regard to the subscription of newly issued shares in BMCE Bank of Africa, a Moroccan-registered bank listed on the Casablanca Stock Exchange.
  • Advised the Kingdom of Morocco regarding the Moroccan and French legal aspects of the sale of shares representing 8% of the capital of Maroc Telecom (listed on the Casablanca stock exchange and Euronext Paris) by means of block trades and a public retail offering, and in the context of the continued privatisation of the company initiated in 2001.
  • Advising Casablanca Stock Exchange-listed Hightech Payment Systems on an increase in capital reserved for managers and employees of the group.

Darrois Villey Maillot Brochier

Practice head(s):

Laurent Gautier

Key clients

Bouygues

Baccarat

BPCE

Crédit Foncier

TechnipFMC

Compagnie Européenne de Prises de Participations (COFEPP)

Inmobiliaria Colonial

Unibail-Rodamco-Westfield

Work highlights

  • Advised Bouygues (CAC40) in connection with its sale of 29,150,000 shares in Alstom for a total amount of €1.079bn.
  • Advised BPCE on its €1.2bn capital increase to fund the acquisition of the consumer financing, factoring, leasing, sureties & guarantees and securities services’ businesses from Natixis, for a total price of €2.7bn.
  • Advised Baccarat in connection with the mandatory tender offer launched by Fortune Fountain Capital following its acquisition of an 89% stake from Starwood Capital and L Catterton.

Dechert LLP

Key clients

Abivax

Lysogene

Poxel

MedinCell

Work highlights

  • Advised Lysogene on its successful capital increase in challenging market conditions.
  • Advised Euronext Paris-listed technology-based pharmaceutical company, MedinCell , on its €15.6m capital increase.
  • Advised clinical-stage biotech company Abivax on its €12m capital increase entirely subscribed at market price by Sofinnova Crossover I.

Jeantet

Key clients

Hoffmann Green Cement Technologies

Maroc Telecom

Groupe Prologue (Prologue, M2i and O2i)

Equitis Gestion

Global Bioenergies

Archos

Euromedis Groupe

Alpha Blue Ocean

Yorkville Advisors

L1 Capital

Negma Group

Intrasense

EO2

Cogelec

Advini

Radiall

NSSMC

Groupe Open

Work highlights

  • Advised Hoffmann Green Cement Technologies on its €74m IPO and Euronext Growth (Paris) listing.
  • Advised Maroc Telecom on the €825m sale by the Kingdom of Morocco of 8% of the company’s share capital.
  • Advised Prologue, O2i and M2i on (i) the contemplated public tender offer on M2i (by way of an exchange of shares with Prologue), followed by (ii) the contemplated merger of O2i into Prologue.

Orrick Rambaud Martel

Key clients

Scor

Accor

Bryan Garnier & Co

PrimaryBid

Sequans Communications

Metabolic Explorer

Emova Group

Elior

Work highlights

  • Acted for Sequans Communications (a French company listed on the NYSE) in connection with the conclusion of an ‘At The Market’ program of up to $35m with B Riley FBR.
  • Advised UK fintech company PrimaryBid on the structuring of its offering in France and the conversion of its business model to create a platform in France enabling individual shareholders to participate in share capital increases reserved for institutional investors.
  • Advised Euronext Paris-listed Metabolic Exploreron its €7.3m capital increase in which preferential subscription rights were waived.

Villey Girard Grolleaud

Practice head(s):

Pascale Girard; Daniel Villey

Other key lawyers:

Frédéric Grillier

Testimonials

A team of great professionals coming from the best international firms who have successfully used their independence to adapt to the mid-cap market and the world of SME.

Very pragmatic and efficient approach. A clear will to push forward with the matter. They don’t block or slow a transaction down because of highly unlikely theoretical issues.

Pascale Girard is extremely competent and dedicated to her clients. She is able to handle her matters with a rare efficiency and rigour.

A strong presence and engagement of the partners in the matters for the duration of the transaction.

Frédéric Grillier constantly demonstrates strong legal skills combined with pedagogical skills which allow for a rigorous and constructive exchange with clients who are not very experienced in the field.

Key clients

Française des Jeux

Lysogène

Nexans

Eutelsat Communications

Patrimoine et Commerce

Calida Holding

PCAS

EPC Group

Union Financière de France Banque

Work highlights

  • Advised Française des Jeux on its privatisation and IPO on Euronext Paris.
  • Advised Euronext Paris-listed Lysogène on stock exchange regulation issues related to a €7.7m capital increase in a placement led by leading healthcare investor OrbiMed and Lysogene-shareholder and partner, Sarepta.
  • Assisted with daily advice on corporate governance matters and securities exchange rules.