Private Equity / Capital Risk

When selecting the corporate vehicle, we can advise you on the benefits of setting up a SICAR vs the lighter and cheaper Financial Participation Company (SOPARFI).  Once the most appropriate vehicle is selected, we can assist in setting it up and in corporate governance issues.  If a SICAR is the solution, we can also assist you in the drafting of prospectus for the investors, in obtaining the approval of the financial services regulator and with the agreement with the custodian of its assets. 

We can perform due diligence and provide legal services in the negotiation and drafting of legal documents such as term sheets, share/assets purchase agreements, merger, joint ventures, etc.  We also advise borrowers or lenders on various financial products to finance such deals. 

As an example, we were involved in the following transactions:

Assisting a foreign investors for the acquisition of a block of shares in a major satellite operator. Our clients were willing to invest through a group of Luxembourg companies a participation in a major satellite operator. We assisted the potential investors in their investment. Our mission consisted in the review of subscription documents and the drafting of agreements securing the client’s investment.

Advising a foreign client for the acquisition of a block of shares in a Luxembourg company. In this transaction, our role has implied the drafting of the relevant legal documentation and advising the client on the tax consequences related to the transfer so as to optimise his project. One of the main difficulties, however, was to structure the transfer in a manner that did not contravene with the terms of a shareholders agreement concluded with other parties, mainly credit institutions.   

Representation on one of the shareholders in a Luxembourg SOPARFI holding share participation in the gas insustry in Africa and Asia in a transaction purporting to purchase the shares of the other shareholders.

LG@vocats :  Your Luxembourg law firm / Votre cabinet d'avocats à Luxembourg