CC Paris acts for Agricole on acquisition of Lyonnais

Investment in French competition capability pays off

Clifford Chance's Paris office has snared Crédit Agricole as an antitrust client through new lateral hire Claude Lazarus.

Clifford Chance is advising alongside corporate lawyers at Bredin Prat on Agricole's e19.5bn (£12.7bn) acquisition of Credit Lyonnais, the largest French M&A deal of 2002. Cleary Gottlieb Steen & Hamilton is advising Lyonnais on corporate and antitrust issues.

Lazarus and his team joined from Herbert Smith last year, but Lazarus has a longstanding relationship with Agricole dating back to his days as a partner at Jeantet & Associés. He completed Agricole's antitrust work on the bank's 1988 privatisation and has since worked on both merger and state aid cases.

Bredin Prat acted on the initial public offering (IPO) of Agricole in 2001. The firm has a very close relationship with Agricole, and corporate partner Didier Martin is on the board of the bank's investment banking arm, Credit Agricole Indosuez (Suisse). Cleary also acted on the Lyonnais privatisation in 1999.

Martin and Jean-François Prat led the Bredin Prat team with Patrick Dziezzolski and Emmanuel Masset. Pierre-Yves Chabert led the Cleary team.

Prior to the restructuring that accompanied the IPO, the complicated ownership structure of Agricole made big transactions difficult. While the bank's structure still had a significant impact on the Lyonnais deal, the transactions are now starting to flow. Bredin Prat also advised on Agricole's e2.33bn (£1.5bn) acquisition of Finaref, the consumer finance division of Pinault Printemps, in November 2002.

“An acquisition was always possible, but the merger of Crédit Agricole with another company was very difficult because of the fact that Crédit Agricole is owned by the caisses régionales (regional operations),” said Dziezzolski. Henri Brandford-Griffith and Vanina Paolaggi of Brandford-Griffith Baverez Pasturel advised the Fédération des Caisses Régionales.

The caisses have always been the shareholders, but ownership is now indirect as they are grouped in a holding company. “Agricole also has a veto right on the CEO and the chairman of all the caisses régionales, so the relationships are quite complicated,” said Dziezzolski.

Amid the ownership rules is an agreement between the caisses and Agricole that the caisses will remain the majority shareholders. “This means that to pay a high price for Crédit Lyonnais, you should have a very high cash component of the offer, or you should have a capital increase following the offer to ensure the caisses remain the major shareholders,” said Dziezzolski.