Baker McKenzie has advised Claranova on buying out the managers and minority shareholders of Avanquest Canada, Inc., a subsidiary of Avanquest Software SAS which owns the Upclick, SodaPDF and Adaware activities, with the aim of acquiring their remaining preferred shares.
The deal is estimated at EUR 87.9 million, settled 30% in cash and 70% in new Claranova shares and is to be carried out by issuing 7.4 million new Claranova shares, i.e. 15.87% of the share capital, with 65% locked up for one year.
The operation is subject to approval by the Claranova shareholders during the combined General Shareholders’ Meeting to be held on 9 December 2019 and presentation of the E Document reviewed by the AMF.
Claranova was advised by Baker McKenzie with Matthieu Grollemund (partner), Raphael Sendowski, Emmanuel Vrillon d'Arcy and Gautier Valdiguie (associates) working on M&A aspects, with Helene Parent (senior associate) and Martin Noire (associate) on Stock exchange/Prospectus aspects, with Aurelie Goville(partner) and Madalina-Georgiana Asandului (associate) on Corporate aspects, with Guillaume Le Camus (partner) and Charles Baudoin (counsel) advising on Tax aspects, and Matthew Grant (partner) and his team on Canadian aspects.
The minority shareholders were advised by Dentons and Brown Rudnick.