As illustrated by the saga of Saab's sale by General Motors, the choice between selling a subsidiary at a symbolic price in a classic M&A transaction and putting it in liquidation is always difficult for a selling shareholder. An investment fund willing to stop financing the losses of its portfolio company or a strategic player that wants to focus on its core business and sells its subsidiary has only one objective: turn the page definitely. Classic French M&A transactions do not offer this feature, and hence a liquidation proceeding often appears the only safe option from the seller's point of view. The English administration proceeding with its famous pre-pack procedure organising the sale of assets by the newly appointed administrator or receiver is not available in France. In France, only the conciliation proceeding can achieve similar results if the distressed M&A transaction is carefully structured.
In French...