Capital markets: equity capital markets in France
Cleary Gottlieb Steen & Hamilton
A strong performer in equity capital markets deals globally, Cleary Gottlieb Steen & Hamilton is a regular fixture on flagship offerings, particularly IPOs. It also advises on share capital increases and convertible and exchangeable bonds. In Europe, the firm is primarily active on behalf of issuers, including corporates and financial institutions. It also has a strong emphasis on cross-border transactions, where it draws on its significant US law capability in France as well as the firm’s extensive international network. John Brinitzer and Marie-Laurence Tibi, who are both US- and France-qualified, handle the full scope of capital markets matters, with a slant towards equity work; together, they advised Neoen on its €697m IPO, which represented one of the largest IPOs in France during 2018.
‘Cleary Gottlieb Steen & Hamilton is an outstanding law firm.’
Showroomprivé (Groupe SRP)
Oragroup and Emerging Capital Partners
- Advised Neoen on its €697m IPO, which included a €450m primary offering and a €247m secondary offering.
- Acted for Tikehau Capital on its €715m share capital increase.
- Acted for Showroomprivé on its €40m rights issue.
Clifford Chance wins a significant share of European IPOs and its Paris team plays a central role in securing that work. The group also handles a steady stream of rights issues, share capital increases, convertible bonds, block trades and equity derivatives. In addition, the team has niche strength in employee share schemes, with the recent arrival of counsel Ekaterina Zaboussova-Celsa from Shearman & Sterling LLP boosting its offering in that area. Alex Bafi spearheads the US equity capital markets practice in France and routinely advises both issuers and underwriters on equity transactions. French-law qualified Aline Cardin specialises in advising French and European issuers on both French and international public offerings and private placements. Anne Lemercier, who focuses on compensation and benefits, is also recommended.
Crédit Agricole CIB
Europcar Mobility Group
Caisse de dépôt et placement du Québec
- Advised Citigroup Global Markets and Société Générale, as the global coordinators and joint lead managers, on Safran’s €700m convertible bond issuance.
- Acted for the syndicate of international, local and regional bookrunners and financial advisers on the $659m IPO of Saudi Arabia-based Arabian Centres Company.
- Advised Ubisoft on the implementation of its new international employee share purchase plan.
Linklaters impresses with its strong international dimension and the Paris team fields experts in UK, US and French law, which is supported by the group’s ability to plug into an extensive global network. Underwriter-side mandates are a sweet spot, in line with the wider firm’s signature finance expertise, and the team also regularly acts for issuers on an array of IPOs, rights issues, exchangeable bonds and private placements. Key figure Bertrand Sénéchal advises on both US and French law matters and is recommended for equity transactions and regulatory issues, including disclosure, market abuse and corporate governance matters. Luis Roth heads the Paris capital markets group and splits his practice between debt and equity work.
Natixis S. A.
J.P. Morgan Securities plc
Electro Power Systems
Citigroup Global Markets
Crédit Agricole Corporate and Investment Bank
- Acted for Natixis and J.P. Morgan Securities, as joint global co-ordinators and bookrunners, on Neoen’s €697m IPO.
- Acted as French deal counsel to Electro Power Systems (EPS) and the bank syndicate on the capital increase with shareholders’ preferential subscription rights of EPS.
- Acted for Natixis (joint global co-ordinator, joint lead manager and joint bookrunner) and Portzamparc (joint lead manager and joint bookrunner) on the €50.3m IPO of 2CRSI.
White & Case LLP’s sizeable capital markets group is equally adept on the issuer and manager side of high-profile equity offerings. The broad practice spans the full spread of equity and equity-linked work, including IPOs, block trades, private placements and share capital increases, with strong activity in the real estate, insurance and healthcare sectors. Leveraging its strong combination of UK, US and French law capability, the team is also a key player in multi-jurisdictional transactions and routinely works alongside its London, Frankfurt and New York offices to advise on dual- or multiple-listed offerings. Philippe Herbelin steers a department that includes ‘trusted partners’ Thomas Le Vert and Séverin Robillard. Up-and-coming specialist Max Turner is an ‘excellent expert’.
‘Truly experienced professionals.’
‘Thomas Le Vert and Séverin Robillard are two very good and experienced professionals and are trusted partners — I appreciate working with them.’
‘Thomas Le Vert is outstanding which explains his success and the fact he is working on almost every equity capital market transaction in France.’
‘Max Turner is an excellent expert, always available, provides very good advice and client-oriented.’
BofA Merrill Lynch
Crédit Agricole SA
Crédit Agricole CIB
Credit Mutuel Arkea
Kaufman & Broad
Agence France Locale
Agence des Participations de l’Etat
Compagnie de Financement Foncier
Republic of Cameroun
Republic of Gabon
- Advised Morgan Stanley, as sole bookrunner, on Public Sector Pension Investment Board’s private placement of shares of Korian, worth €187.5m.
- Acted for Air France-KLM on its €500m issue of bonds convertible into new ordinary shares, or exchangeable for existing ordinary shares.
- Advised the bank syndicate, led by BNP Paribas and Société Générale, as global coordinators on Showroomprivé’s €40m rights issue with preferential subscription rights.
Allen & Overy LLP
Allen & Overy LLP houses a multi-disciplinary practice, which draws together lawyers from the capital markets, corporate and tax departments to provide comprehensive coverage of equity transactions. The team’s geographical focus is as equally far-reaching and it fields French, English and US law experts to support its capability in cross-border offerings. Clients include issuers, underwriters and selling shareholders and it advises on a range of IPOs, share capital increases, equity-linked deals and block trades. International capital markets head Diana Billik handles a wide scope of both debt and equity matters, with a focus on offerings by foreign private and sovereign issuers. Additional contacts include Marc Castagnède and highly regarded counsel, Olivier Thébault.
Orano (ex Areva),
- Advised selling shareholder Fonds ETI 2020 as well as Capenergie II, as selling shareholder, and Capenergie 3, as share purchaser, on the IPO of Neoen.
- Advised Société Générale and BNP Paribas on the rights issue of CeGeREAL.
- Acted for Korian on the €60m issuance of convertible bonds.
Bredin Prat is mainly active on behalf of domestic and multinational issuers and selling shareholders and its client roster includes several key market players, including retail giant Carrefour and Canada-based pension fund manager, Investissements PSP. The group’s expertise spans IPOs, convertible bonds, private placements, rights issues and accelerated bookbuilding transactions, and it also handles supplementary offerings, regulatory matters and securities litigation. The ‘reactive and pragmatic’ Olivier Saba heads the department and his practice straddles corporate and equity capital markets, with strong activity in public offerings, spin-offs and bond issues.
‘A top-quality team with perfect knowledge not only of the law but also of market practices.’
‘Olivier Saba provides very clear advice and is easy and nice to work with.’
‘Olivier Saba is reactive and pragmatic with very good knowledge of capital markets.’
Agence des Participations de l’État
Ramsay Générale de Santé
- Advised Investissements PSP on the sale of a portion of its stake in Korian.
- Assisted Ramsay Générale de Santé with its €625m rights issue.
- Advised Carrefour on the preparation of the annual registration document for securities.
The ‘very dynamic’ team at Gide Loyrette Nouel A.A.R.P.I. won a string of high-profile underwriter-side roles over the past year, for which it acted for major French and global financial institutions. The group also advises issuers on equity capital markets transactions, particularly corporates operating in the life sciences and technology sectors. Its extensive product expertise spans IPOs, convertible bonds, share capital increases, equity-linked transactions and private placements — it also has strong experience in US-related offerings. Arnaud Duhamel handles the full gamut of equity-related matters and sources highlight his ‘out-of-the-box thinking’. Melinda Stege-Arsouze, who is US- and French-qualified, jointly heads the department alongside Duhamel and is noted for her international focus. Impressive counsel Guilhem Richard is also recommended.
‘Gide’s strong capital markets team is very dynamic.’
‘The team is very tight and available, particularly partners Arnaud Duhamel and Melinda Stege-Arsouze, as well as counsel Guilhem Richard.’
‘We value Arnaud Duhamel’s availability, knowledge, depth of analysis and out-of-the-box thinking.’
République Française – Agence des Participations de l’Etat
Citigroup Global Markets Ltd
Credit Agricole CIB
- Advised the bank syndicate (HSBC, Natixis, Société Générale and BNP Paribas) on Air France-KLM’s €500m convertible bond offering.
- Acted for BNP Paribas and Crédit Agricole, as arrangers, on Foncière des Murs’ €300m rights issue to support its €976m acquisition of a portfolio of 14 British hotels from Starwood Capital.
- Advised Egypt-based EFG Hermes Promoting and Underwriting on the EGP1.2bn IPO of Cairo for Investment and Real Estate Development.
Jones Day’s team routinely works hand-in-hand with the global department’s platforms across Europe, the US, Asia and Latin America to advise major French and multinational banks and corporates on domestic and cross-border transactions. The team has been particularly active on the issuer side of late, with the firm’s strong presence in the life sciences and technology sectors translating into a broad deal sheet featuring emerging companies through to CAC 40 issuers. Paris capital markets head Linda Hesse advises on an array of US and French law matters, including public offerings and regulatory issues. Florent Bouyer also maintains a diverse practice, with strong skill sets in IPOs, equity-linked offerings, private placements and block trades.
Bryan Garnier & Co Ltd
Crédit Agricole Corporate and Investment Bank
Credit Agricole S.A.
- Advised the underwriters (SVB Leerink, Barclays, Bryan Garnier and Natixis) on the $155.4m IPO of France-headquartered Genfit on the Nasdaq.
- Acted for Voltalia on its €376m rights issue, including a cornerstone investment by the European Bank for Reconstruction and Development.
- Advised Credit Agricole CIB on the divestiture by Vivendi of its €2bn stake in Ubisoft through the uses of equity derivatives and a block trade.
The team at Latham & Watkins finds favour for its strong combination of France and US-qualified lawyers, which sources say gives ‘comfort and reassurance to French issuers’. The group also regularly acts for multinational issuers, as well as domestic and global banks. The firm sets itself apart through its impressive track record in IPOs and is particularly sought after for French sponsor exits — as well as block trades post-IPO. It also demonstrates growing activity in the convertible bond space. High-yield debt specialist Thomas Margenet-Baudry also has strong experience in IPOs and rights issues.
‘The distinctive skills of the team are its top-notch knowledge of the sector, its excellent drafting capacity, its respect of deadlines and its ability to adapt to its clients’ needs.’
‘The team is bicultural (French and American) which gives a lot of comfort and reassurance to French issuers.’
‘Working with Thomas Margenet-Baudry is very reassuring for a client: his ability to take you through complex issues, his availability (despite his very busy schedule), his patience and his absolute commitment to get the deal done are key assets in a deal process.’
- Advised Shandong Ruyi Technology Group on its sale of shares and issuance of bonds exchangeable for existing shares of SMCP, totalling €354m.
- Advised Consolis Group on its ultimately suspended IPO.
Shearman & Sterling LLP’s practice is well versed in both underwriter and issuer-side mandates. However, it is best known for its close relationships with corporate issuers and the firm notably represents around 60% of CAC 40 companies. Department head Hervé Letréguilly is ‘extremely knowledgeable’ and has strong experience in equity and equity-linked offerings and IPOs. Talented counsel Séverine de la Courtie is recommended for her record in advising French and European issuers on the full range of public and private offerings. The firm also stands out for its leading employee offering practice, which is led by Sami Toutounji, who is a leader in equity plans.
‘Strong knowledge and experience of the equity capital markets. Strong ability to advise within short time constraints and complex scenarios.’
‘Easy to build strong and reliable relationships with Shearman’s ECM team. Very easy to reach them. They are quick to call you back.’
‘The firm covers all legal aspects for difficult business cases: M&A, IPOs, as well as corporate law, financial law, competition. The resources allocated were suitable and the quality exceptional.
‘The team is very professional, dedicated and very reactive.’
‘Partners think outside the box when needed. They are focused on our objectives, and not on worthless negotiations or purely formal points to show they are lawyers in charge.’
‘Hervé Letréguilly is extremely knowledgeable and available for his clients. He has experience with many companies listed in France and abroad, which is a real plus.’
‘Mainly two partners: Hervé Letréguilly and Séverine de la Courtie —exceptional and fully devoted.’
Celeste Management SA
- Advised Celeste Management on the €46.2m acquisition of 2.8 million of Neoen’s shares through Neoen’s IPO.
- Advised Orange on the £486m sale of its remaining 2.5% stake in BT Group through a private placement by way of an accelerated bookbuilding offering.
- Advised Oddo BHF, acting as global co-ordinator and joint bookrunner, on CGG’s capital increase with preferential subscription rights.
CDC Group plc
Caisse de Dépot et Gestion
Kingdom of Morocco
Oddo & Cie
Sequa Petroleum NV
- Advising CDC Group with respect to the subscription of newly issued shares of BMCE Bank of Africa, Moroccan registered bank listed on the Casablanca Stock Exchange.
- Advised the Kingdom of Morocco in relation to Moroccan and French legal aspects with respect to the sale of shares representing 8% of the capital of Maroc Telecom (Moroccan company listed on the Casablanca stock exchange and Euronext Paris) by means of block trades and a public retail offering.
- Represented Medidata, a market-leading clinical cloud solutions company, during its merger with French software company Dassault Systèmes in a deal worth US$5.8bn on an enterprise value basis.
- Acted for Unibail-Rodamco on the acquisition of the Westfield group, including handling the delisting of Unibail-Rodamco and the listing of the new group’s stapled shares on Euronext Paris and Amsterdam and on the Australian Securities Exchange.
- Advised Baccarat on a mandatory tender offer for the remaining outstanding Baccarat shares, pursuant to the acquisition of an 89% stake by Fortune Fountain Capital from Starwood Capital and L Catterton.
- Advised BPCE on its €1.2bn capital increase to allow the acquisition of the consumer financing, factoring, leasing, sureties and guarantees and securities services businesses acquired from Natixis.
RBC Europe Limited
- Advised Lysogene on an exclusive licence agreement with Sarepta Therapeutics.
- Advised biotechnology company Abivax on its structured debt financing with Kreos Capital, valued at up to €20m.
- Advised MedinCell on its IPO on the regulated market of Euronext in Paris.
Focus Home Interactive
- Acting on Vogo’s IPO on Euronext Growth Paris. This IPO makes Vogo the first Sportech company listed in Paris.
- Advising CM-CIC Market Solutions and Natixis as global co-coordinators, joint lead managers and bookrunners on the share capital increase of GL Events.
- Advising AwoX, listed on the regulated market of Euronext Paris, on a €7.5m dual share capital increase with preferential subscription rights and an issuance of bonds convertible into and/or exchangeable for new or existing shares.
- Advised Valneva on its €50m fundraising of gross proceeds in a private placement of its ordinary shares.
‘This team is very competent and responsive. We always have prompt feedback from its members. The fact that it is a small team is a big advantage because there are no hierarchical levels which may complicate the relationship and the good processing of files.’
‘Cyril Deniaud and Clémence Gagneux are two valuable and competent lawyers. Always available under short notice. Their assistance is high quality.’
Alpha Blue Ocean
- Advised Maroc Telecom, a leading telecoms operator in Morocco, on the sale by the Kingdom of Morocco of 8% of Maroc Telecom’s share capital.
- Advised French multinational electronics company Archos on its share capital increase with preferential subscription rights on the regulated market of Euronext Paris, for a total amount of €4.3m.
- Advised Global Bioenergues, a French company working on converting renewable resources into hydrocarbons through fermentation, on its capital increase without preferential subscription rights and without priority subscription period through a public offering.