When purchasing a French simplified stock corporation (#SAS), purchasers shall pay particular attention to different types of securities, convertible bonds or loans which may give access to the capital. There exist various types of securities, for example securities granted to company managers (#BSA, #BSPCE, …) which give them the right to subscribe shares. Such rights are often triggered by a change of control. Some of these securities cannot be transferred to the purchaser. Another group of rights may exist in favour of financing parties in the form of convertible bonds or loans. Even if exercised, one issue to be considered is that cash not really needed could be trapped within the target company. The existence and conditions attached to these instruments have to be checked carefully in the due diligence process. Their impact on the M&A transaction shall be taken into account in the agreements within the different parties involved.
#France #Mergersandacquisitions
