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Sami L. Toutounji
Partner




Education

Georgetown University Law Center, J.D., 1989
Georgetown University, School of Business Administration, B.S.B.A. in Finance, 1986


Practice

Sami Toutounji has spent his entire career as a transactional lawyer, principally representing corporate clients in their public offerings, private financings and acquisitions.  Since transferring from New York to the Paris office in 1993, Sami Toutounji has been particularly involved in the firm's capital markets and privatization practice and has led the development of its market leading employee stock offering practice.


Recent Experience

  • Société Générale in its €2.4 billion rights offering in October 2006
  • Rhodia in its €604 million rights offering in December 2005
  • IXIS Corporate and Investment Bank in its agreement to acquire mandatorily exchangeable bonds and shares of Lazard Limited representing up to 10% of Lazard's share capital
  • Nexgen Financial in the structuring and subscription of indexed bonds of Casino Guichard Perrachon, subscribed by ABN Amro, IXIS and Nexgen
  • ABN Amro Rothschild and Société Générale in the sale of approximately 18% of Air France-KLM by the French State in December 2004
  • Onex Corporation in its October 2004 subscription of $84,980,000 convertible bonds of Compagnie Générale de Geophysique
  • Alstom in its 2004 rights offering and debt-for-equity exchange, its 2003 share and bond issues, its 2002 rights offering, the 2001 sale of shares by Alcatel and Marconi, and in its 1998 spin-off from Alcatel and Marconi in a global offering of new and existing shares, including a New York Stock Exchange listing.  The 1998 transaction was the Winner of the "International Equity Deal of the Year" award for 1998 given by International Financial Law Review (Euromoney) and the then largest ever public offering by a European company (non-privatization)
  • Deutsche Bank, Dresdner Kleinwort Wasserstein, Morgan Stanley and Société Générale in connection with a €500 million global secondary offering of shares of SES Global, a global satellite operator, sold by existing shareholders-the private equity arms of Deutsche Bank, Dresdner, Deutsche Telekom, Santander and others
  • Société Générale and Goldman Sachs in the March 2002 sale of shares and convertible bonds of Thomson by the French State and Thomson
  • Alcatel in its 2000 Class O "tracking stock" issuance-a first for a European company.  Winner of the "International Equity Deal of the Year" award for 2000 given by International Financial Law Review (Euromoney)
  • Thomson in its multi-stage privatization, including in 1999 a global share offering comprising a capital increase and a secondary offering and a convertible bond issuance and in 2000 a global share offering comprising a rights offering and a secondary share offering and a convertible bond issuance
  • EFG-Hermes in the initial public offering in 2000 of Orascom Telecom, the largest independent mobile telecom company in the Middle East and Africa
  • Alcatel in its acquisition of Genesys in 2000
  • Acted as company counsel in the privatizations of Aerospatiale-Matra (1999), Crédit Lyonnais (1999), France Telecom (Winner of the "International Deal of the Year" award for 1997), Pechiney (1995), Usinor (1995) and Rhône-Poulenc (1993), and as underwriters' counsel in the privatization of UAP (1994)


Experience in Employee Stock Plans Includes:

  • International advisor to clients in the implementation of leveraged employee stock programs, featuring third-party financing and employee investment guarantees
  • Advising in the context of friendly and hostile takeovers on employee stock ownership and option issues and related governance:  Mittal Steel-Arcelor (2006), Crédit Agricole-Crédit Lyonnais (2003), France Telecom-Orange (2003), Alcan-Pechiney (2004), Sanofi-Aventis (2004), Sagem-Snecma (2005)
  • International employee stock and option plans:  Accor (2000, 2002, 2004), Aerospatiale (1999), Air France (1999), Arcelor (2006), Assa Abloy AB (2002), Aventis (2000, 2002, 2003), Axa (2000, 2001, 2002, 2003, 2004, 2005, 2006), BNP-Paribas (2004, 2005), Bull (1995, 1996, 1998), Crédit Lyonnais (1999), Dexia (2001, 2005), EADS (2001, 2002), Electricité de France (2005), Eutelsat (2005), France Telecom (1997, 1998, 2000, 2004), IPSOS (1999, 2000, 2002), LVMH (2001), Michelin (2002, 2003), Neuf Cegetel (2006), Pechiney (1995), PRISA (2000), Renault (2001, 2002, 2003), Rhodia (2000, 2006), Rhône-Poulenc (1993), Sanofi-Aventis (2005), Schneider-Electric (1997, 2003, 2004), Securitas AB (2002), Snecma (2004, 2005), Société Générale (2004, 2005, 2006), St. Gobain (2000, 2001, 2002, 2003, 2004, 2005), STMicroelectronics (1997, 2000, 2001, 2002, 2003), Technip-Coflexip (2000, 2002), Thalès (1999, 2000, 2001, 2002, 2004, 2005), Thomson (1999, 2000, 2002, 2003), Usinor (1995), Veolia Environnement (2002, 2004, 2005, 2006) and Wanadoo (2000)


Bar Admissions/Qualifications

New York
Paris


Languages

English
French