M&A
Menlo Avocats has solid expertise in M&A and sale of companies as well as acquiring minority and majority interests and structuring joint ventures, carve outs or spin offs. Our lawyers have handles significant deals in communications, emerging technologies, manufacturing andu education…) for large, medium-size and small companies as well as for acquirers.
Strategic advisor
Transferring or acquiring a company (or even a minority interest), establishing a joint venture or setting up partial contribution of asset are complex operations. The lawyer’s mission is not only to draft legal documents but also to help you make the best decisions so as to ensure the success of your project.
As « strategic lawyers », we favor a global approach by identifying the most appropriate solutions and by anticipating the social and tax consequences of each operation.
Audits
When we advise the acquirer, we define the scope of the audit and the type of audit expected (synthetic or detailed, complete or limited to certain subjects). We raise points of structure with our client and promote direct contact with the leaders of the target company. When we advise the seller, we accompany him to prepare the audits (organization of the vendor due diligence (VDD), structuring the data room, management of questions / answers).
Negotiations
We assist you in negotiations. We are pragmatic lawyers and deal makers while ensuring our clients appropriate legal certainty.
Legal documentation
We draft all the entire legal documentation linked to the operation (labor law documentation, term sheet, memorandum of understanding, letter of intent, acquisition and transfer of shares agreements, liability guarantees, shareholders agreement…). We can also proofread and comment on documentation drafted by the counsel of the other parties.
Management of the project
We can take charge of your project by preparing and monitoring the timetable, organizating meetings, monitoring exchanges between the various participants, organizating of the signing and closing in person or by electronic means with the help of our legal and secured electronic signature system.
Our firm undertakes various types of operations such as:
• Disposal or acquisition of companies
• Disposal or acquisition of minority interests
• Establishment of joint ventures
• Partial contribution of assets
• Mergers, sales
• Restructuring transaction (carve out, spin off, merger, TUP)
Examples of operations* :
• Transfer of 30% of Babel agency (communication agency) to BVA
• Disposal of a consulting company to Nexity
• Transfer to a fund from a specialist in the automatic distribution of drinks (€ 40m)
• Disposing of a consulting company specialized in in cost reduction (€ 30m)
• Acquisition by a US group of a French specialist in slot machines (€ 20m)
• Disposal by a UK media group of a French entity (€ 40m) specialized in financial and legal information
• Disposal by the founders of a point-of-sale advertising specialist to an investment fund
• Carve out acquisition by a German fund of a portion of a French electronics group (€ 45m)
• Disposal by a UK group of its French subsidiary to a German industrialist (€ 15m)
• Transfer of an eyewear group to an investment fund
• Acquisition of a cultural news site by a French press group
• Acquisition of a French distributor of roofing products (€ 300m)
• Acquisition of Actuacom Group (telecommunication) by IS Telecom
• Acquisition of an internship training school by MédiaSchool Group
• Joint-venture between a large group specialized in road construction and a petroleum group
• Advisor of the LSDH group (a leader in branded fruit juices) regarding a joint venture in Morocco
• Advisor of Ulysses Europe (transport group) in the acquisition of a franchisee
• Transactions in Morocco: takeover bid on a company listed on the Casablanca Stock Exchange; various investments in insurance; advising Africinvest on many operations; advising CDG Morocco on numerous operations; advising Commercial Banking Council of Morocco on their acquisition of Wafabank and WafaAssurance (180m €)