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A&O Shearman advises in a Law 130 lending structure supporting the EUR10.7bn tender offer by CVC and GBL on Recordati

A&O Shearman advises in a Law 130 lending structure supporting the EUR10.7bn tender offer by CVC and GBL on Recordati
A consortium of funds led by CVC Fund IX and Groupe Bruxelles Lambert announced that it has entered into binding agreements for the launch, by a newly incorporated Italian joint-stock company, of a voluntary tender offer (offerta pubblica di acquisto, or OPA) for all ordinary shares of Recordati, aimed at obtaining delisting from Euronext Milan. The total consideration amounts to EUR 10.7bn.

As part of the debt package for the tender offer, a leading alternative asset manager has committed to provide financing through a lending structure established under Law 130/99. It is the first time that securitization techniques have been used for financing commitments in support of an acquisition of shares on the market.

The A&O Shearman team advising on the Law 130 lending structure was led by partner Pietro Bellone and comprising senior associate Fabio Gregoris and trainee Luca Marchesini. A team comprising partner Bjorn Bjerke and counsel Sahar Kianfar advised in the transaction on US law aspects. Counsel Elia Ferdinando Clarizia handled the tax aspects of the transaction.

“It was a privilege for our team to design an innovative financing architecture in a transactional context of considerable complexity”.

Pietro Bellone, partner, commented: “Deploying securitization techniques for the first time in support of financing commitments underpinning a tender offer of this scale confirms the growing versatility of the Law 130 framework and opens new avenues for acquisition debt structuring in Italy. It was a privilege for our team to design an innovative financing architecture in a transactional context of considerable complexity”.

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