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Merger & Acquisition e Private Equity


he firm provides consultancy for the planning and implementation of extraordinary business transactions – such as mergers and acquisitions, asset transfers, demergers and spin-offs, share and stake swaps for companies, holdings and business units and branch companies – which, due to their nature and complexity, may require specialised skills of a legal, tax, accounting, corporate and economic-financial nature, and for which the firm’s experts guarantee levels of absolute excellence, thanks also to the long experience gained while working for leading Italian professional firms in such areas.

Thanks to their particular expertise in the economic-financial field and in the valuation of companies, shares and certain corporate assets, some of the firm’s members are directly involved, as independent experts, in special transactions to determine the value of assets, a necessary step in establishing the value of capital increases and share or stake swaps. They are also called on to verify the financial sustainability of Leverage Buy Out transactions. Our members are often appointed independent experts by the Milan courts of law. With regard to M&A deals, the firm supports its clients at every stage of the acquisition or divestment process:

from the negotiation and drafting of preliminary documents (letters of intent, expressions of interest and offers) to the execution of due diligence, the legal and tax structuring of the transaction, the negotiation, drafting and stipulation of SPA and ancillary agreements, up to the activities and verifications for the closing and post-closing. Some special clients include private equity funds, which the firm assists by offering particularly qualified advice from both a legal and tax perspective on both investment and divestment transactions, as well as the private equity instruments typical of the sector.

Thanks to the multidisciplinary skills of its professionals, the firm assists companies and corporate groups, often owned by private equity funds, in the various steps leading up to the legal, fiscal and regulatory implementation of incentive plans for employees, key managers and directors using the instrument deemed most suitable for the specific case (stock options, call warrants, participatory financial instruments, shares or stakes with enhanced equity rights).

Thanks to their high level of valuation expertise, the firm’s experts are often commissioned to determine the fair market value of client companies, or the instrument used to implement the incentive plan.