Villechenon, Société d'Avocats

Managing Partners: Morgan Hunault-Berret, Alexander Kotoupolis, Isabelle Burel-Blasoni, Amélie Maindron, Erwan Tostivint.

Number of partners: 5

Number of lawyers: 8

Languages: English, French, Spanish, German, Greek

Firm Overview:

At its founding in 1979, the firm chose to support business leaders in their development and growth projects. Then, thanks to the trust that Villechenon has inspired among several economic operators, Villechenon has also become a regular advisor to executives, institutional investors (mostly major players in private equity), and groups of companies, both French and international. Villechenon acts for a diverse client base, ranging from innovative companies (artificial intelligence, new technologies, biotechnology, e-commerce, cleantech, etc.) to more traditional companies in industry, commerce, and services.

The quality of its work, the highly specialised expertise of its team, its knowledge of the markets – mainly small and mid-caps – and their key players, and its commitment to providing its clients with expertise, creativity, and legal certainty, enable our lawfirm to advise on more than 50 transactions each year.

Main Areas of Practice:

Venture Capital:

Venture capital is one of Villechenon’s longstanding areas of expertise. A pioneer in the field since the early 2000s, our lawfirm has established itself as a leading reference in venture capital in France. Over the past three years, we have advised clients on more than 200 transactions, covering all stages of development of innovative companies, from seed funding to growth capital rounds.

We advise :

• High-growth start-ups and scale-ups operating in fast-evolving sectors, including IA, deep tech, biotechnology and cleantech;
• French and international investment funds specialising in the financing of innovation;
• Corporate venture capital investors engaged in the exploration of new markets.

Drawing on our deep knowledge of the venture capital ecosystem and the economic, financial and strategic challenges facing innovative companies, we provide comprehensive, agile and high-value legal support designed to secure transactions and accelerate projects.

Recently Villechenon advised:

• INFINITY RECYCLING for its investment of 10M€;
• SERENA CAPITAL on PROBABL’s 12M€ fundraising;
• THE LEAD INVESTOR on VIBE’s €42 million fundraising;
• VENTECH VENTURE, ELAIA, and ILLUMINATE FINANCIAL on Vertesia Inc.’s €7 million fundraising.

Private Equity:

Villechenon is recognised as a leading firm in growth capital and leveraged buyouts (LBOs), as well as in build-up strategies. Our expertise has been developed through numerous transactions alongside top-tier companies and investors.

We advise a diverse client base, including:

• high-growth companies;
• executive and management teams;
• French and international investment funds specialising in accelerating, financing and transforming businesses.

In the context of these transactions, we handle all legal aspects, in particular:

• the legal and financial structuring of LBO, growth capital or build-up transactions;
• the drafting and negotiation of letters of intent, acquisition agreements, shareholders’ agreements, warranty agreements and other transactional documents;
• the conduct and review of legal due diligence;
• the design and implementation of tailored management packages;

Recently Villechenon advised:

• SCINTIL PHOTONICS and its existing investors on its €58 million fundraising;
• DAYUSE on its LBO,
• PITCHY on its LBO; and
• CREAP'EAT on its LBO.

Mergers & Acquisitions / Cross-Border Transactions:

Villechenon has a recognised expertise in M&A. The firm regularly advises on a wide range of transactions on behalf of listed and unlisted companies, financial and industrial investors, in France and abroad.

Our expertise covers the entire transactional process, whether it involves external growth operations, restructurings, or strategic disposals. We assist our clients at every key stage:

• Legal and financial structuring of the transaction;
• Preparation and conduct of due diligence;
• Negotiation of terms and conditions;
• Drafting and finalization of all contractual documentation (letters of intent, share purchase agreements SPA, shareholders’ agreements, representations and warranties, etc.).

Our approach is distinguished by a thorough and rigorous legal analysis of risks, a precise understanding of economic stakes, and the ability to anticipate the impact of each transaction.

The objective: to ensure the legal security of transactions while creating the conditions for smooth execution and optimal value for our clients’ interests.

Recently Villechenon advised:

• TRAJAAN on its 100% sale to CISION;
• PHASICS on its 100% sale to EXOSENS;
• ACTILITY on its 100% sale to NETMORE;
• EKINOPS FRANCE on its acquisition of OSCAR/OLFEO.
• KAMINO RETAIL on its 100% sale to Equativ.
• ADACORE on its 100% sale to Battery Venture

General Corporate:

Villechenon also advises its clients on the day-to-day legal management of their companies, with rigor, responsiveness, and security.

Daily, the firm provides continuous legal monitoring, guaranteeing compliance with ongoing legal obligations and the secure decision-making process.

Our teams have proven expertise and solid experience across a wide range of areas, including:

• Company formation and group structuring;
• Ongoing legal support for hundreds of companies;
• Management of intra-group relationships;
• Management of relationships between partners or shareholders.

Capital Markets:

In the field of capital markets, the firm is involved in initial public offerings and subsequent issues of financial instruments (shares, complex securities, and debt securities), as well as delisting transactions.

It assists its clients prior to their listing in Paris or following such listing and supports them throughout their capital markets activity.

It acts for companies whose securities are admitted to trading on regulated or unregulated French markets in capital opening transactions and, more generally,

in all day-to-day transactions on the financial markets:

• Initial Public Offering (IPO);
• capital increase and issuance of securities;
• financial communication;
• employee and executive share ownership;
• share buyback programs and liquidity contracts;
• delisting;
• annual disclosure requirements;
• regulated information.

Management packages & profit-sharing:

Villechenon has recognized expertise in setting up equity incentive plans for executives and employee.

The firm assists its clients in developing tailored solutions, particularly in the context of fundraising or LBO transactions, through the issuance of BSPCE, the structuring of free share plans or stock option plans, as well as the implementation of management packages.

Our approach is part of a strategic vision aimed at aligning the interests of investors, management teams, and companies.

Villechenon’s teams advise French and international clients on national or cross-border incentive plans, directly linked to their growth objectives, talent retention, and succession planning.

Commercial Contracts:

The firm regularly assists and advises clients on commercial law issues, in particular with regards to commercial contracts, operations on businesses/ goodwill and commercial leases.