studio legale Guzzetti principali operazioni

Our professionals’ excellence and level of commitment is demonstrated in the types of transactions on which we have worked.

During the years the law Firm has been involved in merger and acquisition and corporate finance transaction, providing assistance to both lenders and borrowers. It has been regularly dealing with a wide range of financing and other structured finance transactions and with restructuring and insolvency proceedings.
Among these transactions are included the following:

2024

Assistance to Intesa Sanpaolo S.p.A. and Banco BPM S.p.A. in relation to a medium-long term loan for a maximum total amount of Euro 120 million granted in favor an Italian company that carries out promotion, marketing and management of hotels, residences and tourist villages and owns the 5* luxury resort in Puglia, backed by several guarantees, such as mortgage, pledge, credit assignment;
assistance to Intesa Sanpaolo S.p.A. in connection with the negotiation of an amendment to a credit facility agreement for a maximum total amount of Euro 200 million granted in favor of an italian financial and industrial holding company;
assistance to a company which is part of the F2i Holding Portuale S.p.A. Unipersonale group, in the negotiation of an agreement related to (i) the demolition of the old warehouse dating back to the early 1900s located inside the Marchi Terminal, inside the Porto dei Forestali of Livorno, in an advanced state of degradation and no longer usable, (ii) the replacement of the disused cement production plant adjacent to the Sacci Terminal, also within the Porto dei Forestali (iii) the tailor-made construction of one or more buildings for industrial and office use on the aforementioned areas and (iv) the subsequent lease of the new buildings;
deal counsel in the context of the negotiation of the terms and condition of the partnership between Margerita s.r.l. and Gruppo Hope s.r.l. for the construction of the offshore wind farm consisting of 63 V236 turbines of 15 MW each for a total of 945 MW c located off the coast of Vieste (FG);
assistance to Kinabalu s.r.l. in the sale of the shares held in Mediapason S.p.A., the company that holds the entire share capital of Telelombardia s.r.l., the main regional operator of audiovisual media services in Lombardy and Piedmont, in whose territories it broadcasts, on digital terrestrial channels, the broadcasters called “TELELOMBARDIA”, “ANTENNA 3”, “TOP CALCIO 24”, “MILANOW” and “VIDEOGRUPPO”;
assistance to Intesa Sanpaolo S.p.A. in the context of the early termination of the loan agreement signed with Eurofiere S.p.A. and simultaneous release of the guarantees;
assistance to Intesa Sanpaolo S.p.A. in the deal with Coima SGR for the transfer to investment vehicles managed by Coima SGR of a real estate portfolio of the bank for a total value of over Euro 500 million. The transaction, at the end of which Intesa Sanpaolo S.p.A. will receive shares in the Coima vehicles that will be identified on the basis of the type of properties included in the portfolio and the related enhancement strategy, will result in a significant reduction in the Bank’s real estate assets;
assistance to Banca Popolare di Sondrio S.p.A. in the context of the “Liquid Factory” initiative aimed at creating a “startup factory” to encourage the conception and initial development of innovative technological startups based in Valtellina. Liquid Factory aims to create a dynamic and supportive ecosystem to develop the business ideas of young talents in the Valtellina context. The initiative, carried out in partnership with Banca Popolare di Sondrio S.p.A., aims to create a synergy between the high quality of life of the Alpine territory and the direct connection to the main Californian accelerators globally;
In the context of the acquisition by Redo SGR Società benefit, a leading real estate fund manager in affordable housing and urban regeneration with social impact, on behalf of its real estate investment fund Euromilano Fund of a majority stake in Euromilano S.p.A., a real estate redevelopment, promotion and development company, provided assistance to Intesa Sanpaolo, for corporate and financial aspects, as well as to the other banks involved in the financial transaction and in the loan agreements. The transaction aims the establishment of an industrial partnership between Redo SGR and the Euromilano group with the purpose of creating a new hub dedicated to urban regeneration with social impact;
assistance to Intesa Sanpaolo S.p.A. in connection with the negotiation of an amendment to a credit facility agreement for a maximum total amount of Euro 20 million in favor of Ecornaturasì S.p.A.;
assistance to Andromeda Energy s.r.l., a Margherita group’s company, in the context of the cross-boarder transaction, for the purchase of the shares of the share capital of the company Gelesis s.r.l., operating in the field of pharmaceutical research, from Gelesis Inc., admitted to the voluntary procedure pursuant to chapter 7 of the Bankruptcy Code before the United States Bankruptcy Court for the District of Delaware, and capitalization of the company in order to allow it to acquire the intellectual property rights of the Gelesis group, which are licensed to the company and used for the research and development activities carried out in Italy by Gelesis s.r.l. in the health sector;
assistance to an Italian company operating in the rail transport sector, in relation to a medium-long term loan for a maximum amount of Euro 162.5 million, backed by several guarantee, granted by Banca Nazionale del Lavoro S.p.A., Intesa Sanpaolo S.p.A., Banco BPM S.p.A., UniCredit S.p.A. and Cassa Depositi e Prestiti S.p.A., to finance, inter alia, the acquisition of a 100% stake in the share capital of Hitachi Rail STS France S.A.S.;

assistance to a company of the Palladio group, in relation to the negotiation of a loan agreement for a maximum total amount of Euro 33 million, granted by Intesa Sanpaolo S.p.A. and Banco BPM S.p.A., backed by several guarantees such as pledges on units and current accounts; assistance to F2i SGR S.p.A., in the name, on behalf of and in the interest of the closed-end reserved alternative investment fund called “F2i – Secondo Fondo Italiano per le Infrastrutture” in the context of the sale of the investment held in Società Esercizi Aeroportuali S.p.A., the company that manages Malpensa and Linate airports;
assistance to Intesa Sanpaolo S.p.A. in relation to a medium-long term loan for a maximum total amount of Euro 20 million granted in favour of Stilo Immobiliare Finanziaria S.p.A.;
assistance to Intesa Sanpaolo S.p.A., Banco BPM S.p.A. and Cassa Depositi e Prestiti in connection with the negotiation of an amendment to a credit facility agreement for a maximum total amount of Euro 49.2 million, secured by a SACE “Green New Deal” guarantee in favour of INALPI S.p.A., an Italian leading company in the dairy sector;
assistance to Intesa Sanpaolo S.p.A. in connection with a mortgage loan agreement and a loan agreement secured by a SACE Futuro guarantee, both medium-long term for a maximum total amount of Euro 28 million in favour of INALPI S.p.A.;
assistance to a pool of leading credit institutions, composed of Istituto per il Credito Sportivo e Culturale S.p.A., Intesa Sanpaolo S.p.A., Finlombarda S.p.A. and BCC Cantù S.p.A. for the granting of a medium-long term loan for the maximum total amount of Euro 18.4 million, in favour of Cantù Arena S.p.A., the project company assigned with the concession for the construction and management of the new multifunctional arena in Cantù in the context of the first project financing without recourse in the sport-related asset in Italy.

2023

Assistance to Intesa San Paolo S.p.A. in connection with a complex financial maneuver functional to the relaunch of a strategic territory for the Milan metropolitan area and Lombardia, such as that of the former Falck area of Sesto San Giovanni. The financial operation involves, among other things, the transfer of credits and the subsequent conversion into equity of the bank credit of approximately Euros 900 million. The «Milanosesto project» is the largest urban regeneration project in Italy and among the largest in Europe, with an area of over 1 million square meters of building area. The deal involved Redo SGR, leader in affordable housing and urban regeneration with social impact and COIMA SGR, leader in the investment, development and management of real estate assets on behalf of institutional investors in the MilanoSesto project through the acquisition of 100% of the share capital of MilanoSesto SpA, held indirectly by the Hines Group and of the affiliated residential component of the «Unione Zero lot» “managed by the Unione Zero Fund managed by Prelios SGR, a project that involves a total surface area equal to approximately 90% of the entire area.
Assistance to Intesa Sanpaolo S.p.A. with all legal and corporate M&A issues in connection with the investment in the share capital of Homepal a Better Place, now Rexer, through the transfer of the 100% stake held in Intesa Sanpaolo Casa S.p.A. and its subsequent incorporation into Rexer.
Assistance to an Italian financial holding company in connection with a revolving credit facility in an aggregate amount equal to Euros 40 million granted by an Italian credit institution, baked by a pledge over the shares of the borrower.
Assistance to an Italian holding company in connection with a long term facility in an aggregate amount equal to Euros 10 million granted by an Italian primary credit institution to support the investments and working capital needs of its controlled companies.
Assistance to an Italian company operating in the rail transport sector in connection with a revolving credit facility in an aggregate amount equal to Euros 10 million granted by an Italian primary credit institution to finance the cost of employees and working capital needs.
Assistance to COIMA SGR, on behalf of «Coima Oppurtunity Lorenzini Fund» in connection with the renegotiation of the green loan facility granted by BNP Paribas and Generali Real Estate SGR S.p.A. to support the acquisition and renovation of the Real estate located in Milano via Lorenzini 8.
Assistance to Intesa Sanpaolo S.p.A. for the waiver request pursuant to the current financial documentation by Eurofiere S.p.A., a company controlled by EOS Investment Management, in the acquisition of the entire share capital of Giordano Allestimenti S.r.l. and ProgettoGiordano S.r.l., both companies active in the design and construction of trade fair stands, exhibitions and conventions, interior furnishings and high-end temporary shops.
Assistance to BPER Banca S.p.A. in connection with a term loan facility in an aggregate amount equal to Euros 5 million, granted to Quinta Capital Società di Gestione del Risparmio S.p.A., on behalf of “PHHL NURSING HOMES”, to support the acquisition of a real estate used as a nursing home located in Peveragno (CN) and the entire share capital of Villa Fiorita s.r.l.
Assistance to Intesa Sanpaolo S.p.A., Banco BPM S.p.A. and Credit Agricole Italia S.p.A. in connection with a term loan facility, including securities, in an aggregate amount of Euros 17 million, granted to La Collina dei Ciliegi Invest S.p.A., La Collina dei Ciliegi s.r.l. and La Collina dei Ciliegi Società Agricola s.r.l., to finance the construction of a new winegrowing and hotel complex.
In relation to a squeeze out procedure, assistance in connection with the public offer of the shares and warrants of Nice Footwear, a company listed on Euronext Growth Milan and operating in the sports and leisure footwear business with its own brands, under license and on behalf of third parties (including Kronos, Avirex, Ellesse, G-Star RAW, Lyle & Scott), promoted by Holding Stilosa, a company controlled by Palladio Holding, in concert with Nice Company, controlled by Bruno Conterno; we advised Palladio Holding, as well as in the preliminary phase of legal due diligence and in connection with the negotiation of investment and shareholder agreements, and Holding Stilosa on regulatory and corporate matters in the context of the public offer.

2022

Assistance to F2i SGR S.p.A. in connection with the purchase by F2i TLC 2 S.p.A. to Phoenix Tower Italy Intermediate CO. S.p.A. of no. 3,960,000 shares, owned by F2i TLC 2 S.p.A. and representing 18% of the company’s corporate capital of PTI Italia S.p.A. (former Towertel S.p.A.).
Assistance to a primary credit institution in connection with a revolving credit facility in an aggregate amount equal to 35 million granted to a holding company, a company belonging to an Italian group operating in the cosmetic industry, to support the investments and working capital needs of its controlled companies.
Assistance to an Italian bank in connection with a term loan facility in an aggregate amount equal to 115 million granted a NewCo, backed by several pledge, lien and assignment for the purpose of providing security, to finance the acquisition of a participation representing 38% of corporate capital of one of the most important company operating in the cosmetic sector.
Assistance to Margherita s.r.l. and Daunia Wind s.r.l., companies operating in the renewable energy sector, in connection with reorganization of the Daunia Group through the demerger of Daunia Wind s.r.l. and the purchase of its controlled companies Daunia Calvello s.r.l. e Daunia Serracapriola s.r.l. to 3New & Partners s.r.l., belonging to A2A S.p.A. Group.
Assistance to a primary credit institution in connection with a term loan facility in an aggregate amount equal to Euros 35 million granted to well-known energy multiservice company operating in North-East Italy, backed by the SACE guarantee provided under legislative decree no. 50/2022 («Garanzia SupportItalia»), to finance gas acquisition and storage.
Assistance to an Italian company operating in the rail transport sector in connection with a revolving credit facility in an aggregate amount equal to Euros 10 million granted by an Italian primary credit institution to finance the cost of employees and working capital needs.
Assistance to an Italian company operating in aerospace sector in connection with a ML term loan facility in an aggregate amount equal to Euros 16 million granted by a primary bank to finance the cost of employees, rents, investments and working capital needs.
Assistance to a primary Italian bank in connection with a loan facility, including securities, in an aggregate amount equal to Euros 200 million granted to a holding company operating in North Italy, backed by the SACE guarantee provided under legislative decree no. 50/2022 («Garanzia SupportItalia»), to finance the cost of employees, rents, investments and working capital needs of its controlled company.
Assistance to COIMA SGR, on behalf of «Coima Oppurtunity Lorenzini Fund» in connection with a green loan facility in an aggregate amount equal to Euros 84.5 million granted by BNP Paribas and Generali Real Estate SGR S.p.A., backed by several securities, to support the acquisition and renovation of the Real estate located in Milano via Lorenzini 8.
Assistance to a primary credit institution in connection with a ML loan facility in an aggregate amount equal to Euros 13.1 million granted to well-known Italian store chain to finance the acquisition of the real estate located in Rome.
Assistance to Termomeccanica Group in connection with the acquisition by Trillium Pumps Italy s.p.a., company belonging to Trillium Flow Technology Group, by mean of an asset deal, of the business of manufacturing and sale of centrifugal pumps and of the supply of related spare parts as well as of the related maintenance and after sales services in several jurisdiction.
Assistance to the financial institutions involved in the insolvency proceedings pursuant to article 182 bis L.F. regarding Imprima Group.
Assistance to a leading Italian company in the household appliance production sector in connection with the credit composition proceedings.
Assistance to 6 banks (Banco BPM S.p.A., UniCredit S.p.A., Intesa Sanpaolo S.p.A., PrimaCassa Credito Cooperativo FVG Soc. Coop., Banca Finanziaria Internazionale S.p.A., and Banca Akros S.p.A.) in the insolvency proceedings and composition with creditors regarding Kipre Holding S.p.A., Principe di San Daniele S.p.A., King’s S.p.A. – Unipersonale, SIA.MO.CI. S.r.l., companies belonging to Kipre Group.

2021

Assistance to Intesa Sanpaolo S.p.A, Banco BPM S.p.A. and Cassa Depositi e Prestiti S.p.A. in connection with a term loan facility, in an aggregate amount of Euros 49.2 million, granted to INALPI S.p.A., to support the new investments, cost of employees, rents and working capital needs of the borrower, backed by the SACE guarantee «Garanzia Green New Deal» and a term loan facility, in an aggregate amount of Euros 40.4 million, granted to INALPI S.p.A., to refinance its existing indebtedness, backed by SACE pursuant to the program «Garanzia Italia».
Assistance to Kerma SPV S.r.l. and Prelios Credit Servicing S.p.A. in the transaction with CASTELLO SGR S.p.A., on behalf of «Xenia», regarding the bankruptcy and composition proceedings, including that pursuant to article 67 L.F.
Assistance to an Italian bank in connection with a term loan facility in an aggregate amount equal to Euros 60 million granted to a leading company operating in the steel processing sector.
Assistance to a well-known Italian leasing company in connection with the purchase of a NPL portfolio.
Assistance to MerMec S.p.A. in the transaction regarding the purchase to Fincantieri NexTech, company belonging to Fincantieri Group, of its participation in the corporate capital of IDS – Ingegneria dei Sistemi.
Assistance to MerMec S.p.A. in connection with the acquisition of the transportation business unit of Sirti S.p.A. by mean of an asset deal. The law Firm advised MerMec S.p.A. also in connection with the negotiation of a term loan facility (and connected securities, e.g. pledge, lien, assignment for the purpose of providing security) to finance the above indicated acquisition, granted by Intesa Sanpaolo S.p.A..

2020 and before

Assistance to 6 banks in connection with a term loan facility granted to 2 Italian brands operating in the bags, luggages and fashion accessories sector, in an aggregate amount equal to Euros 55 million, backed by SACE pursuant to the program «Garanzia Italia».
Assistance to a primary credit institution in connection with a term loan facility granted to a well-known company operating in the passenger transport sector, in an aggregate amount equal to Euros 25 million, backed by SACE pursuant to the program «Garanzia Italia».
Assistance to Banco BPM S.p.A., UniCredit S.p.A., UniCredit Factoring S.p.A., Intesa Sanpaolo S.p.A., Banca IFIS S.p.A., Crédit Agricole FriulAdria S.p.A., Banca Monte Paschi di Siena S.p.A., MPS Leasing and Factoring S.p.A., MPS Capital Services Banca per le Imprese S.p.A., Prima Cassa Credito Cooperativo, FVG Soc. Coop., Banca di Cividale Soc. Coop. S.p.A., Banca Nazionale del Lavoro S.p.A., Sace FCT S.p.A. Unipersonale, Credito Emiliano S.p.A., Banca Sella S.p.A., Iccrea BancaImpresa S.p.A., Istituto di Servizi per il Mercato Agricolo Alimentare (ISMEA), Istituti Finanziari Riuniti S.p.A. – IFIR S.p.A., BPER Banca S.p.A., Sardaleasing S.p.A., International Factors Italia S.p.A. – IFITALIA S.p.A., Eurofactor Italia S.p.A. Davy Global Fund Management Limited in connection with the insolvency proceedings pursuant to article 182 bis L.F. regarding Kipre Holding S.p.A., Principe di San Daniele S.p.A., King’s S.p.A. – Unipersonale, SIA.MO.CI. S.r.l., companies belonging to Kipre Group.
Assistance to Matipay s.r.l. and Sitael S.p.A. in connection with the negotiation of the investment agreement with Neva Finventures S.p.A., the corporate venture capital of Intesa Sanpaolo Innovation Center S.p.A., which led to the entry of Intesa Sanpaolo S.p.A. in the corporate capital of Matipay s.r.l.
Assistance to BPER Banca S.p.A. and Mediocredito Centrale S.p.A., in connection with a facility granted to finance the acquisition of 55.56% of the corporate capital of La.Me.S. S.p.A. and Ge.In.S. S.r.l.
Assistance to Mediocredito Centrale S.p.A. and Intesa Sanpaolo S.p.A. in connection with a facility in an aggregate amount equal to Euros 14 million, granted to Aquapur Multiservizi S.p.A. to finance the renovation of the urban wastewater treatment plant in Tuscany, owned by the borrower.