Practice Expertise
- Banking and Finance
- Financial Institutions and Services
Areas of Practice
- Banking and Finance
- Financial Institutions and Services
WSG Practice Industries
WSG Leadership
- Banking & Finance Group - Member
- WSG Coronavirus Task Force Group - Member
Profile
Jean-Francois Adelle has a practice in general and structured finance, distressed debt restructuring and financial engineering transactions with a strong regulatory component.
He focuses on asset-based financing, deconsolidated financing, risk transfer structures, energy project, leveraged acquisition and fund financing, whether in loans or bonds formats. He has experience in transactions involving credit disintermediation, complex financial instruments, derivatives, digital assets, trusts/fiducies and cash management.
In addition, Jean-Francois has experience in handling conflictual cases and litigation, particularly in relation to distressed debt and financial arrangements, in large market-place matters.
A major part of its activity has an international dimension.
His clients, banks and other financial institutions, funds and large corporates, recognize the technical skills and the strategic sense of this professional with over 35 years of experience.
Jean-Francois is a member of the P.R.I.M.E Finance panel of experts, co-chair of the International Bar Association’s Banking Law Committee, and leads the firm’s Legal Opinions Committee. He has chaired marketplace committees of Paris Europlace which inspired legislative reforms in the field of fiducie (trust), security interests and security agent, and co-chaired the International Financing Work Stream of the ICC Financial institutions and international Arbitration Task Force. He is the author of numerous publications and a frequent speaker at financial and banking conferences.
He focuses on asset-based financing, deconsolidated financing, risk transfer structures, energy project, leveraged acquisition and fund financing, whether in loans or bonds formats. He has experience in transactions involving credit disintermediation, complex financial instruments, derivatives, digital assets, trusts/fiducies and cash management.
In addition, Jean-Francois has experience in handling conflictual cases and litigation, particularly in relation to distressed debt and financial arrangements, in large market-place matters.
A major part of its activity has an international dimension.
His clients, banks and other financial institutions, funds and large corporates, recognize the technical skills and the strategic sense of this professional with over 35 years of experience.
Jean-Francois is a member of the P.R.I.M.E Finance panel of experts, co-chair of the International Bar Association’s Banking Law Committee, and leads the firm’s Legal Opinions Committee. He has chaired marketplace committees of Paris Europlace which inspired legislative reforms in the field of fiducie (trust), security interests and security agent, and co-chaired the International Financing Work Stream of the ICC Financial institutions and international Arbitration Task Force. He is the author of numerous publications and a frequent speaker at financial and banking conferences.
Bar Admissions
Admitted to the Bar 1979 , member of the Paris Bar
Education
- Specialized Graduate Studies Diploma of Counsel and Corporate Lawyer (DESS), University of Nancy
- Graduate Study Diploma (DEA) in Community Law, University of Paris 2 Pantheon-Assas
- Institute of Comparative Law, University of Paris 2 Pantheon-Assas
- LL.M, Penn Carey Law school
Areas of Practice
- Banking and Finance
- Financial Institutions and Services
Professional Career
Significant Accomplishments
Financing
• Assisted Apollo Global Management in financing by way of subscription €500 million perpetual super-subordinated notes issued by Air France-KLM dedicated bankruptcy remote and deconsolidating SPV holding a pool of spare engines for use in the engineering and maintenance operations of the Air France-KLM group.
• Assisted Enbridge Inc. in 3 offshore wind turbines financings (Fécamp, Saint-Nazaire, Courseulles) of more than EUR 2 bn each in joint venture with EDF RE.
• Assisted Thoma Bravo in the acquisition financing of the Talend group.
• Assisted FGI Worldwide LLC in the asset-based financing of the acquisition of Acal BFI by Coöperatieve H2 Equity Partners Fund V.U.A.
• Assisted Barings LLC in a bond financing for Elis.
• Assisted Banco Santander S.A. with the setup a bridge facility agreement and an ancillary overdraft facility agreement to the benefit of Axa IM InMOTION RCF FUND.
• Assisted Coface Finanz in various deconsolidating financings.
• Assisted ABN Amro Commercial Finance in various asset-based financings.
• Assisted Pemberton and Partners Group in Unitranche and PIK financing.
• Assisted Intesa SanPaolo in various deconsolidating asset-based financings.
• Assisted Ceetrus SA in a mezzanine financing of real estate projects in Italy.
• Assisted K2 in pan-European asset-based financing.
• Assisted Eurofins Scientific Inc. in several listed subordinated bonds issues.
• Assisted FEI-Ongrid LP in the financing of power generation site projects in Sierra Leone and Liberia.
Distressed – Special situations
• Assisted 16 Chinese and German banks, holders of unsecured Schuldschein debt, in EUR 9 bn financial restructuring of ORPEA S.A. (European leader in nursing home company, listed with SBF 120) in second conciliation and accelerated safeguard – Largest debt restructuring in France to date.
• Assisted leading foreign bank creditor to Casino in the safeguard proceeding of Rallye.
• Assisted international consortium of telecommunications operators MECMA, holder of deposit repayment claims, in insolvency proceedings of Bulgarian bank CCB.
• Assisted Total Energies in defense to several claw back actions before foreign courts on the basis of Article 16 of the European Insolvency Regulation.
Financial engineering (special situations, fiducie, derivatives, Fintechs)
• Assisted Telecom Invest in the establishment of a management trust with Natixis.
• Assisted Assicurazioni Generali in a European cash pooling.
• Assisetd a large foreign bank creditor in the safeguard proceeding of Rallye.
• Assisted several major English and American investment banks on their collateralised prime brokerage documentation.
• Assisted Two European banks in setting up deposit raising platforms in collaboration with a German fintech.
• Assisted ProBtp in the outsourcing of the management of its equities tier 1 coverage.
• Assisted a company operating crypto-assets exchange platform in its contractual documentation in France.
• Assisted an international consortium of telecommunications operators MECMA in insolvency proceedings of Bulgarian bank CCB.
Litigation and arbitration
• Assisted a Libyan Sovereign Wealth Fund in a dispute to relating the equity financing of Quinta Communications.
• Assisted SOCRIF and SOFIAP (SNCF group bank) in a dispute relating to the central body and governance of Crédit Immobilier de France.
• Assisted several large French companies defending in claw back proceedings before foreign courts on the basis of Article 16 of the European Insolvency Regulation.
• Assisted a Tunisian oil group in ICC arbitration dispute between shareholders relating to intra-group financing.
Professional Associations
Co-Chair Banking of the IBA Banking law committee
Member of the P.R.I.M.E Finance panel of experts
Seminars/ Presentation
- Reforme des suretes et financements sur actifs, Paris, avril 2019
- Arbitrating Banking and Finance Related Disputes: A New Paradigm? Project Finance Transactions, Cairo - 10 February 2019 CRCICA
- Trends and perspectives of international arbitration in disputes involving financial institutions, (with A. Fessas ICC Secretary general, Mohamed Abel Wahab (FCIarb), Jeffrey Goldman (chairman, PRIME Finance)), IBA Rome October 2018
• Need to know about insolvency? IBA IFLC, Amsterdam, mai 2018
• 5th Banking and Finance Law Seminar, the 2016 reform of the law of obligations in the French civil code: Impact on banking and finance transactions, mars 2018
• Insolvency in Step in rights in project finance, IBA, Washington DC, September 2017
Key note speaker at the 5th Financial law seminar, Malta, « The reform of the French Civil Code law of obligations, impact on financial operations »
- Speaker at the conference «The Debt Market at the time of the Sapin 2 Law 2 » Development institute international
- Speaker at the conference “Significant progress in the competitiveness of the French financial regulatory environment” r Paris Europlace
- Moderator of the panel Funding Africa’s growth, IBA, Paris, June 2017
- Speaker at the Conference SGG / Jeantet : “securisation of investment structures of family business: the luxembourg FIAR and applications of fiducie”, February2017
- Speaker at the Conference ICC International Arbitration, Arbitration and international financing, Vienna, October 2016,
Professional Activities and Experience
Coward Chance (Cifford Chance), London, 1985
Shearman & Sterling 1986 - 1988
Bignon Lebray: 1989 - 2003
Jeantet: since 2003
Financing
• Assisted Apollo Global Management in financing by way of subscription €500 million perpetual super-subordinated notes issued by Air France-KLM dedicated bankruptcy remote and deconsolidating SPV holding a pool of spare engines for use in the engineering and maintenance operations of the Air France-KLM group.
• Assisted Enbridge Inc. in 3 offshore wind turbines financings (Fécamp, Saint-Nazaire, Courseulles) of more than EUR 2 bn each in joint venture with EDF RE.
• Assisted Thoma Bravo in the acquisition financing of the Talend group.
• Assisted FGI Worldwide LLC in the asset-based financing of the acquisition of Acal BFI by Coöperatieve H2 Equity Partners Fund V.U.A.
• Assisted Barings LLC in a bond financing for Elis.
• Assisted Banco Santander S.A. with the setup a bridge facility agreement and an ancillary overdraft facility agreement to the benefit of Axa IM InMOTION RCF FUND.
• Assisted Coface Finanz in various deconsolidating financings.
• Assisted ABN Amro Commercial Finance in various asset-based financings.
• Assisted Pemberton and Partners Group in Unitranche and PIK financing.
• Assisted Intesa SanPaolo in various deconsolidating asset-based financings.
• Assisted Ceetrus SA in a mezzanine financing of real estate projects in Italy.
• Assisted K2 in pan-European asset-based financing.
• Assisted Eurofins Scientific Inc. in several listed subordinated bonds issues.
• Assisted FEI-Ongrid LP in the financing of power generation site projects in Sierra Leone and Liberia.
Distressed – Special situations
• Assisted 16 Chinese and German banks, holders of unsecured Schuldschein debt, in EUR 9 bn financial restructuring of ORPEA S.A. (European leader in nursing home company, listed with SBF 120) in second conciliation and accelerated safeguard – Largest debt restructuring in France to date.
• Assisted leading foreign bank creditor to Casino in the safeguard proceeding of Rallye.
• Assisted international consortium of telecommunications operators MECMA, holder of deposit repayment claims, in insolvency proceedings of Bulgarian bank CCB.
• Assisted Total Energies in defense to several claw back actions before foreign courts on the basis of Article 16 of the European Insolvency Regulation.
Financial engineering (special situations, fiducie, derivatives, Fintechs)
• Assisted Telecom Invest in the establishment of a management trust with Natixis.
• Assisted Assicurazioni Generali in a European cash pooling.
• Assisetd a large foreign bank creditor in the safeguard proceeding of Rallye.
• Assisted several major English and American investment banks on their collateralised prime brokerage documentation.
• Assisted Two European banks in setting up deposit raising platforms in collaboration with a German fintech.
• Assisted ProBtp in the outsourcing of the management of its equities tier 1 coverage.
• Assisted a company operating crypto-assets exchange platform in its contractual documentation in France.
• Assisted an international consortium of telecommunications operators MECMA in insolvency proceedings of Bulgarian bank CCB.
Litigation and arbitration
• Assisted a Libyan Sovereign Wealth Fund in a dispute to relating the equity financing of Quinta Communications.
• Assisted SOCRIF and SOFIAP (SNCF group bank) in a dispute relating to the central body and governance of Crédit Immobilier de France.
• Assisted several large French companies defending in claw back proceedings before foreign courts on the basis of Article 16 of the European Insolvency Regulation.
• Assisted a Tunisian oil group in ICC arbitration dispute between shareholders relating to intra-group financing.
Professional Associations
- International Bar Association
- P.R.I.M.E Finance
- Paris Europlace, Financial law committee
- AEDBF
- International Bar Association,
Co-Chair Banking of the IBA Banking law committee
Member of the P.R.I.M.E Finance panel of experts
Seminars/ Presentation
- Reforme des suretes et financements sur actifs, Paris, avril 2019
- Arbitrating Banking and Finance Related Disputes: A New Paradigm? Project Finance Transactions, Cairo - 10 February 2019 CRCICA
- Trends and perspectives of international arbitration in disputes involving financial institutions, (with A. Fessas ICC Secretary general, Mohamed Abel Wahab (FCIarb), Jeffrey Goldman (chairman, PRIME Finance)), IBA Rome October 2018
• Need to know about insolvency? IBA IFLC, Amsterdam, mai 2018
• 5th Banking and Finance Law Seminar, the 2016 reform of the law of obligations in the French civil code: Impact on banking and finance transactions, mars 2018
• Insolvency in Step in rights in project finance, IBA, Washington DC, September 2017
Key note speaker at the 5th Financial law seminar, Malta, « The reform of the French Civil Code law of obligations, impact on financial operations »
- Speaker at the conference «The Debt Market at the time of the Sapin 2 Law 2 » Development institute international
- Speaker at the conference “Significant progress in the competitiveness of the French financial regulatory environment” r Paris Europlace
- Moderator of the panel Funding Africa’s growth, IBA, Paris, June 2017
- Speaker at the Conference SGG / Jeantet : “securisation of investment structures of family business: the luxembourg FIAR and applications of fiducie”, February2017
- Speaker at the Conference ICC International Arbitration, Arbitration and international financing, Vienna, October 2016,
Professional Activities and Experience
Coward Chance (Cifford Chance), London, 1985
Shearman & Sterling 1986 - 1988
Bignon Lebray: 1989 - 2003
Jeantet: since 2003
Articles
Enhancement of secured creditors rights in France after cornerstone reform of security and insolvency law of September 2021
By Jean-Francois Adelle, Jeantet |March 2022Enhanced secured creditors in France after cornerstone reform of security Law and collective proceedings of September 15, 2021.
By Jean-Francois Adelle, Clotilde Cavelier |October 2021French State Guarantee Scheme to Secure Loans: Clarifications and First Feedback
By Jean-Francois Adelle |April 2020
-Reform of security law and insolvency law in France: Towards a simpler architecture and a better protection of security value in workouts, Butterworths Journal of International Banking and Financial Law, 11/2019
- French collateral trust, an attractive mechanism to support asset-based lending in France’, SFN French Chapter, 10/2019
Effective from 3 January 2018, France has taken a major step towards alternative debt financing Butterworths Journal of International Banking and Financial Law, 02/2018
- The ad hoc French security agent regime becomes peer to the Anglo-Saxon trust in secured financings, with Etienne Gentil, Latham & Watkins
- ICC report Financial institutions and international arbitration, co-author, international financing 2016,
French Law of Bonds Reform: the impact on financing transactions, Butterworths Journal of International Banking and Financial Law, 10, 2016
- "Asymmetrical jurisdiction clauses in financial contracts: France is back in the ranks", with H. Payen, Option Finance, 01/2016
- International Sanctions: What effects on financial obligations and litigation involving a party under sanction, Option Finance, with L. Mongin-Archambaud, 01/2015
- Macron Law two further steps in banking and collaborative financing, Butterworths Journal of International Banking and Financial Law, 10/2015
- Financing: The French Supreme Court refuses the possibility for credit institutions to the civil law regime of pledge over inventory, Butterworths Journal of International Banking and Financial Law, 04/2013
- International financing: recognition in French law of the trust and parallel debt, with Emmanuelle Naulais, Option Finance, October 10, 2011
- The trust in infrastructure financing, with Xavier Paper, Bank Review N ° 739, 09/2011
- Recent developments in Chinese law: openness or protectionism? with Emmanuel Meril, The International and Strategic Review, n ° 81, spring 2011
- The trust-surety, factor of competitiveness of the law of the French financing, Studies in the memory of Fernand-Charles Jeantet, Coll. Mixtures, LexisNexis - LITEC (2010)
- The fiduciary lawyer: what positioning for which markets? Right & Business Option N ° 15 of 27 January 2010
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