Ollyns' Mergers & Acquisitions teams support French and international clients in their merger and acquisition, disposal, and restructuring projects and in the establishment of strategic partnership and joint-venture operations.
Our clients, which include listed and unlisted companies of all sizes, investment funds, family offices, managers and shareholders appreciate the innovative and tailor-made solutions developed by our teams to simplify the most complex transactions and complete them in the shortest possible time.
Our practice covers all business sectors (real estate, distribution, financial services, healthcare, energy, new technologies, etc.) with the support of the other departments of our firm, and our teams are particularly involved in the following types of transaction:
- Legal due diligence sell-side or buy-side;
- Legal and tax structuring of M&A transactions;
- Implementation of acquisition or disposal transactions: letter of intent, share purchase agreement, liabilities guarantee, shareholders' agreement, management package, etc.;
- Restructuring: mergers, demergers, partial asset contributions, carve-outs, etc.;
- Acquisition financing: credit documentation, security packages, etc.;
- Joint Ventures & Capital Partnerships.
With more than forty private equity/venture capital transactions per year carried out by the partners who have joined the firm, our teams are among the most active in the market.
Our clients, which include investment funds, family offices, business angels, start-ups, incubators, shareholders, and managers, appreciate the importance and quality of our deal flow, which enables them to benefit from our precise knowledge of the market conditions and practices applicable at the time the investment is made.
Our privileged access to the most influential networks of investors and entrepreneurs enables us to accelerate the fund-raising processes initiated by growth companies and to identify for our investor clients targets in search of financing.
We assist our clients in carrying out:
- Fund-raising or investments: venture capital, development capital: Investment term sheets, investment memorandums, shareholders’ agreements, liability guarantees, issues of complex securities, etc.;
- Development capital and capital transmission: LBO, OBO, LMBO, LMBI: letters of intent, share purchase agreement, liabilities guarantees, shareholders’ agreements, management packages, financing, etc.;
- Incentive schemes for managers and employees: legal and tax structuring of incentive schemes, management packages, etc.;
- Liquidity of investment and exit: documentation for disposals, mergers, IPOs, etc.
Ollyns advises French and foreign companies and their managers in the organisation of their individual and collective labour relations and in their strategic restructuring and reorganisation operations.
Our teams are involved both as advisors and litigators in the following matters:
- Advisory services:
- Management of individual labour relations: labour contracts and complex clauses (golden parachutes, structuring of executive compensation, optimisation of executive and management pension schemes, non-competition, etc.), settlement protocols, individual dismissals, etc.
- Relations with employee representative entities and government authorities
- Management of collective labour relations: company or group collective agreements, employee savings and profit-sharing schemes, collective redundancies and employment protection plans;
- Restructuring, complex operations and company transfers: legal due diligences, HR impact of mergers, acquisitions, demergers, disposals, carve-outs, etc.;
- HR management of companies’ difficulties;
- Compliance and risk management:
- Individual, "mass" or collective litigation;
- Risk assessment;
- Crisis management.
The firm assists French and international clients in business litigation inherent in the life of a company. Considering the economic and commercial stakes of each dispute, we assist companies, managers and shareholders in the management of pre-litigation situations, the negotiation of settlements of disputes and legal proceedings.
Our teams have extensive experience in complex litigation and assist our clients before commercial, arbitral, civil and criminal courts in litigation proceedings related to the various aspects of business law:
- Civil and commercial litigation;
- Litigation of the termination of pre-contractual and contractual relationships;
- Competition, distribution and consumer litigation;
- Real estate litigation;
- M&A litigation:
- Employment litigation.
Our teams regularly advise financial institutions (banks, insurance companies, etc.), investment funds, real estate companies, asset managers, developers and construction companies, lessors and operators and public entities, on all classes of real estate assets (offices, health institutions, retail, housing, leisure centres, hotels, factories, logistics platforms, etc.).
We assist our clients in carrying out:
- Real estate transactions and investments (sale or acquisition of real estate assets or rights, or companies with a preponderance of real estate assets, sale & lease back transactions):
- Legal due diligences;
- Legal and tax structuring of complex real estate arrangements;
- Drafting and negotiation of the contractual documentation relating to these operations;
- Assistance in setting up partnerships;
- Drafting and negotiation of associate agreements / partnership contracts.
- Development and Construction:
- Assistance in setting up development operations;
- Pre-sale operations prior to completion of construction;
- Drafting and negotiation of construction contracts (including real estate development contracts, construction contracts, MOD, control of delegated works contracts, project management assistance contracts);
- Leases and property management:
- Drafting and negotiation of all types of leases (civil, commercial, residential (including co-living), professional, etc.);
- Drafting and negotiation of property management and marketing contracts;
- Drafting and negotiation of assignment of lease rights;
- Property litigation:
- Rental litigation (collection of rents and charges, lease revision and termination, eviction, renewal of commercial leases, revision of commercial rents, eviction compensation, indexation);
- Litigation relating to co-ownership;
- Litigation relating to construction (expert appraisal, preventive summary proceedings, expert appraisal summary proceedings, liability of architects and builders).
- Urban planning and development:
- Legal due diligences of building permits, development permits, demolition permits, subdivisions, commercial operating permits, establishments open to the public;
- Litigation relating to urban planning: subrogation, appeals against abuse of authority, third party claims, court-ordered expert appraisals;
- Infringements to the urban planning code, illegal construction or construction without a permit.
Our teams regularly advise financial institutions (banks, mezzanine investors, etc.), investment funds, managers, shareholders, creditors and buyers on all aspects related to the prevention and handling of financial issues.
Our clients benefit from the cross-disciplinary nature of our M&A, litigation and employment law teams, which support the restructuring department.
We assist our clients in all aspects of prevention procedures (ad hoc mandates, conciliation, etc.) and the handling of financial issues (safeguard, accelerated financial safeguard, receivership or court-ordered winding-up).
Ollyns advises on all aspects of business law involving public law. Our aim is to reconcile the pursuit of public interest objectives with entrepreneurial considerations.
Our team is particularly recognised the field of public contracts (public procurement, delegation of public services, partnership contracts, etc.) and urban planning. The firm advises and assists public and private actors in all business sectors.
We assist our clients in the following areas in particular:
- Contracts / Public procurement;
- Project management;
- Urban planning & development;
- State-owned domains/ Expropriation;
- Environmental law;
- Public service.
Ollyns assists its French and international clients on all aspects relating to the strategy of protecting and enhancing the value of their intangible assets.
Our teams are particularly specialised in intellectual property law, personal data protection and privacy law, e-commerce, internet, software, know-how, designs, models, patents, trademarks, domain names and media, and are involved in both advisory and litigation.
Ollyns advises companies in order to formalise, adapt and secure their business practices within the framework of French and EU regulations.
We work closely with SMEs and French and international groups on their strategic groupings and alliances, helping them roll out their distribution networks or implement commercial policies.
Our team develops and drafts all the legal instruments necessary to carry out these operations and handles the litigation aspects of each case.
We assist our clients in the following areas in particular:
- Negotiating and drafting commercial contracts: complex partnerships, setting up joint ventures, supply contracts, know-how license and communication agreements, etc.;
- Organisation of distribution networks: defining contractual tools, drafting franchise agreements, selective and exclusive distribution contracts, commercial agency contracts, etc.
- Assistance in annual negotiations, drafting and ensuring compliance of business documents and practices (invoices, GTCs of purchase, GTCs of sale, single agreements, etc.);
- Distribution and commercial contract litigation (unfair competition, sudden termination, dereferencing, etc.).