France

International Capital Markets, Tax

We advised the Joint Lead Managers (BNP Paribas, Citigroup, Barclays, Crédit Agricole CIB, Deutsche Bank and Natixis) on SCOR’s inaugural issue of perpetual fixed-rate resettable restricted Tier 1 notes for an amount of USD650m. This issue of deeply subordinated notes, intended to qualify as Tier 1 own funds for regulatory capital purposes, is the first of its kind in France under the Solvency II Directive. The notes are admitted to trading on the Luxembourg Stock Exchange’s regulated market.

Banque and finance

We acted for Citibank, N.A. and Deutsche Bank AG as mandated lead arrangers, Citibank Europe plc, UK Branch as facility agent, and Citibank, N.A., London Branch as offshore accounts bank on the World Bank-guaranteed Gas Supply Security Facility for Naftogaz, the state energy company of Ukraine, in the euro equivalent of USD500 million.

Project Finance

We advised the Sponsor and Project Company on the negotiation of an implementation agreement with the Government of Georgia, a power purchase agreement with ESCO (Georgia’s electricity system operator), the EPC contract with Salini Impregilo, the equity documents with Partnership Fund (owned by the Government of Georgia), the debt documentation with the lead development financial institutions (ADB, AIIB, EIB, EBRD and K-Sure) in relation to the development, construction and financing of the 280MW Nenskra Hydro Power Project on the Nenskra river in Upper Svaneti, Georgia.

Litigation

We advised HSBC Private Bank (Suisse) SA on the criminal proceedings that saw the Swiss bank negotiate with the National Financial Prosecutor’s Office (parquet national financier), the first French style deferred prosecution agreement (Convention Judiciaire d’Intérêt Public) (CJIP) to be blessed by a French Court.

Real Estate, Tax, Public Law

We advised Ivanhoé Cambridge, a real estate subsidiary of the Caisse de dépôt et placement du Québec, on the signing with Natixis of leases covering 100% of the 90,000sq m of office space designed by Jean Nouvel at the DUO towers in Paris.

Intellectual Property, Life Sciences

We successfully represented Merck Sharpe & Dohme in one of the first patent disputes involving antibodies in France.

Mergers and Acquisitions, Energy, Public Law, 

Competition, International Capital Markets, Finance

We advised Areva SA in relation to the transfer of its nuclear fuel-cycle business (Mines, Upstream and Downstream activities) and its bond debt to Orano, as well as in relation to the capital increase of Orano subscribed for by the French State, Mitsubishi Heavy Industries and Japan Nuclear Fuel Limited.

Mergers and Acquisitions, Regulatory, Competition, Employment and Benefits, Tax

We advised Société Générale on the conclusion of an agreement with Commerzbank, a leading European manufacturer, distributor and market maker of structured and flow products as well as asset management solutions, for the acquisition of its Equity Markets and Commodities activities. The transaction includes Commerzbank’s Investment Products, Flow Products, and Asset Management businesses worldwide, including associated market making, sales and structuring capabilities. 

Mergers and Acquisitions, Employment and Benefits, Competition

We advised Total on the acquisition from Engie of its portfolio of upstream liquefied natural gas (LNG) assets for an overall enterprise value of USD1.49 billion. Additional payments of up to USD550m could be payable by Total in case of an improvement in the oil markets in the coming years. This portfolio includes participating interests in liquefaction plants, notably the interest in the Cameron LNG project in the U.S., long-term LNG sales and purchase agreements, an LNG tanker fleet, as well as access to regasification capacities in Europe.

Intellectual Property

We successfully represented Vemedia Consumer Health Belgium before the Paris Court of Appeal in a trademark dispute involving the Oenobiol brand.