Understand the target.
Secure the decision.

5.2 Commercial lease: the premises stay with the seller's property company (SCI)

Critical finding The operating premises belong to the seller's family property company (SCI) and are not part of the sale. The rent charged, €11,400 per year, is one third of the market rental value. The lease expires on December 31, 2027, eighteen months after the planned sale, with no written commitment on renewal terms.

Sources: commercial lease dated December 28, 2018, exhibit 14 of the submitted file; local rental references, comparable business premises.

What this changes for the buyer

The reported EBITDA (French EBE) benefits from a below-market rent: the gap with the market, roughly €22,000 per year, is neutralized in the adjusted EBITDA (section 4.1) and weighs nearly €66,000 on the valuation at the chosen multiple — the difference between a price built on the reported EBITDA and one built on market rent. The operating risk, however, remains intact: the renewal rent is capped, but the landlord can refuse to renew in exchange for an eviction indemnity, the cap ceases if the lease runs beyond twelve years, and every request (works, extension, subletting) is negotiated with a landlord who is also the seller.

To require before signing

1. A renewed lease signed before closing: nine years of visibility, the tenant's three-year break options preserved, rent and indexation written into the deed.
2. Failing that, an option to buy the premises at an agreed price, or an adjustment of the share price to the extent of the rental risk.
3. A commitment from the property company (SCI) appended to the sale agreement: specific compensation if the rent comes to exceed the agreed level.