Capital markets: Debt in Italy
Allen & Overy - Studio Legale Associato
Advising on the full spectrum of domestic and international debt capital markets (DCM) products, Allen & Overy - Studio Legale Associato consistently handles groundbreaking matters. Representative work includes standalone bonds, convertible, exchangeable and equity-linked bonds, securitised derivatives financial instruments, and regulatory capital instruments for banks and insurance companies. Other key areas are debt and structured security programmes, commercial paper and certificates of deposit programmes, and liability management exercises. Craig Byrne is an English and Canadian-qualified lawyer, Cristiano Tommasi has extensive experience of public and private debt issues, and Stefano Sennhauser is a securitisation expert. At senior counsel level, Emiliano La Sala and Alessandra Pala have broad DCM practices.
‘The team’s most relevant strengths are its knowledge of the latest developments and pragmatism in relation to available business solutions. It also has excellent co-ordination between all its offices and teams‘.
‘This is a careful, efficient and available team‘.
‘The highly professional team has huge experience and clarity at partner level, with quality and speedy responses from the junior lawyers. It is also experienced and practical at finding solutions‘.
‘Stefano Sennhauser demonstrates high levels of availability in his client relations‘.
‘Pietro Bellone is very professional and solutions-oriented, while balancing the interests of all parties‘.
Cassa Depositi e Prestiti
- Advised the joint bookrunners on a European climate action bond issued by Italian natural gas company, Snam.
- Assisted Morgan Stanley, as lead manager, and UBI Banca, as co-lead manager, with the inaugural issue of a €175m non-convertible bond by Juventus Football Club.
- Acted for Cassa Depositi e Prestiti, the Italian Treasury-controlled financing agency, on its approximately €130m panda bond issue.
Clifford Chance's Italian, English and US-qualified lawyers advise on stand-alone bonds, euro medium-term note (EMTN) programmes and draw-downs, and covered, hybrid, exchangeable and convertible bonds. Other areas of expertise are liability management, retail structured products, Italian government bonds and drawdowns, derivatives and securitisation. Capital markets specialist Filippo Emanuele jointly heads the Italian finance and capital markets practice with Charles Adams; Gioacchino Foti is an expert in hybrid bonds and regulatory capital; and securitisation and covered bonds specialist Tanja Svetina heads the Italy structured finance team. At counsel level, Laura Scaglioni advises on bond issuances, while senior associate Alice Reali's practice covers Italian securitisations, covered bonds and multi-jurisdictional trade receivables transactions.
‘The team provides versatile coverage on all bank-related matters and competitive fees, and it is quick to understand clients’ needs and to provide support‘.
‘The lawyers are reliable, competent, available and have great problem-solving skills- a strong point of reference for capital markets‘.
‘Filippo Emanuele is a great partner to work with. He stands out for his technical skills and for his calm approach, even in extremely critical situations‘.
Intesa San Paolo
Monte dei Paschi di Siena
- Advised the managers on two series of senior unsecured notes that were issued by Intesa Sanpaolo under its EMTN programme.
- Acted for the underwriters on a ten-year fixed-rate bond issue by Eni.
- Advised several financial institutions, including Banca IMI, BNP Paribas, CITI, Crédit Agricole CIB and UniCredit, on the placement of a green bond that was issued by Ferrovie dello Stato Italiane.
Latham & Watkins LLP's 'super-strong team' has a particularly strong position in the Italian high-yield market. It advises clients on Italian and US law. The practice can also count on other European-based support, with resident teams of Italian speaking lawyers in London and Paris. The Italian team is led by Antonio Coletti, while the US team includes Jeffrey Lawlis and Ryan Benedict, who works from the Milan and London offices. Lawlis is highly rated for his knowledge of high-yield bond and loan products and Benedict is 'one of the best DCM lawyers around'. Counsel Isabella Porchia is also a DCM specialist.
‘The practice has the unique combination of on-the-ground resources in Italy, familiarity with both Italian matters and global reach and expertise in debt capital markets.‘
‘The team is highly knowledgeable and experienced in its market. It is the go-to firm for Italian high-yield issuances.‘
‘Best in class in understanding the business and very quick and detail-oriented – you can definitely count on them 24/7.‘
‘A super-strong team.‘
‘Jeff Lawlis is an excellent lawyer. He deals with some of the most complex financings in challenging industries, and handles everything in a very client-friendly and accessible manner.‘
‘Jeff Lawlis is accurate and deal oriented.‘
‘Besides being extremely competent, Milan-based US partner Ryan Benedict is always present on each deal and ensures that even the most complex last- minute issues are dealt with in a timely, client-friendly and practical manner. His flexible and commercial approach makes him a very reassuring presence, not only for clients’ legal teams, but also for their internal business lines.‘
‘Ryan Benedict is one of the best DCM lawyers around.‘
The Carlyle Group
- Advised UniCredit Bank, Credit Suisse, Banca IMI and Nomura (as joint bookrunners) and Banca Akros, Gruppo Banco BPM and Intermonte SIM (as co-lead managers) on Gamenet’s issuance of high-yield, senior secured guaranteed floating-rate notes.
- Acted for UniCredit on the issuance of senior non-preferred notes, as part of its US global MTN programme.
- Advised ENI on its first US-dollar bond issuance since 2010.
White & Case LLP Italy's US, English and Italian team advises on EMTN and GMTN programmes, Eurobonds, Euro and US private placements, high-yield and Yankee bonds, regulatory capital, hybrid securities and project bonds. It is also active in liability management transactions, structured products, derivatives and securitisation. Iacopo Canino's practice covers high-yield bonds, Gianluca Fanti is a securitisation and project bond specialist, and Ferigo Foscari has approximately 20 years' securities experience. Also recommended are UK-qualified DCM lawyer Paul Alexander, Tommaso Tosi, who is noted for high-yield matters, Giuseppe Barra Caracciolo, who recently worked on several securitisation transactions, and London and Milan-based capital markets expert Michael Immordino. Associate Robert Becker focuses on securities.
‘The team is committed to its clients and able to cover all issues.‘
‘Paul Alexander is always professional, able to support any issue, and co-ordinates activities with agents and other advisers.‘
Aeroporti di Roma
Atlas Capital Markets
Autostrade per l’Italia
Banca Popolare di Vicenza
Bank of America Merrill Lynch
Cassa di Risparmio di Asti
CVC Capital Partners
GSO Capital Partners
HP Pelzer Group
International Game Technology
Lone Star Funds
Oaktree Capital Management
Pemberton Asset Management
York Capital Management
- Advised Acea, the Rome-based multi-utility, as issuer, on the Italian and English law aspects of its €3bn EMTN programme and its €500m issuance under the programme.
- Advised International Game Technology on its high-yield bond issuances of senior secured notes.
- Advised CVC Capital Partners on a €1.3bn high-yield bond issuance, which related to the proposed acquisition of FIMEI.
BonelliErede's DCM specialists advise arrangers, investors and issuers on bond issuances on the Italian and international markets, including the US. The team also acts on high-yield matters, including structuring guarantees, security interests and tax aspects of deals. Another key area is securitisation involving residential mortgage, commercial and consumer loans, and healthcare and non-performing receivables. Emanuela Da Rin is recommended for securitisation, project bonds, and investment grade and high-yield bond issues, and Antonio La Porta is a securitisation, covered bond and bond issue expert. London-based capital markets head Massimiliano Danusso is experienced in bond offerings, covered bonds and securitisation.
‘The pre-eminent independent Italian practice for DCM work – very knowledgeable, diligent and responsive. The lawyers are also a real pleasure to work with.‘
‘Massimiliano Danusso is a key contact for capital markets disputes. He is the go-to-man in the market for Italian/English derivatives disputes, having been involved in almost all the notable recent cases. He is a very experienced and pragmatic operator who inspires respect in clients.‘
Banca Intesa Sanpaolo
Ferrovie dello State Italiane
- Advised Terna on the launch of a green bond.
- Acted for Fondo Interbancario di Tutela dei Depositi on Banca Carige’s issuance of a €320m subordinated bond.
- Assisted the joint lead managers with Credem’s issuance of a €750m covered bond.
Chiomenti advises on funding transactions for banks and corporations, securities transactions, and financial regulatory matters (with a particular focus on debt). Key areas include covered bond programmes and advising on the issuance of corporate bonds in Italy. The team is also particularly active in the securitisation market. Manfredi Vianini Tolomei heads the listed companies, corporate governance and capital markets department, and banking and finance head Gregorio Consoli also advises on capital markets deals. Giulia Battaglia's practice includes the securitisation of receivables, and recently promoted of counsel Benedetto La Russa advises on hybrid, high yield, equity-linked and exchangeable notes.
‘The competent and efficient team is highly attentive to its clients and respectful of deadlines.‘
‘The lawyers have excellent skills and are available and collaborative.‘
‘Gregorio Consoli’s team comprises great professionals at all levels of seniority.‘
‘Gregorio Consoli is absolutely outstanding – he is unmatched by competitors and has an understanding of commercial issues that transcend the typical role of a business lawyer.‘
Banca Popolare di Sondrio
Banco di Desio e della Brianza
Enel European Investment Bank
Unione di Banche Italiane
- Advised Terna on the issuance of a €500m green bond.
- Acted for Banco BPM on a securitisation transaction that involved non-performing loans (NPLs).
- Assisted Banca Carige with the annual update and ongoing maintenance of its debt issuance programmes.
Legance - Avvocati Associati fields specialists in investment grade, sub-investment grade, high-yield, project, covered and convertible bonds, as well as mini-bonds, securitisations, liability management transactions, and derivatives. The practice also advises on the regulatory aspects of CMD deals. Routinely involved in complex DCM transactions, Andrea Giannelli heads the banking and debt capital markets department. Promoted to partner in 2019, Vittorio Pozzi is well known for the securitisation of performing and non-performing receivables across asset classes including personal loans, trade receivables and healthcare. Senior counsel Antonio Siciliano is also a DCM expert.
Aeroporti di Roma
2i Rete Gas
Cassa Depositi e Prestiti
Fortress Investment Group
J P Morgan
Mediobanca – Banca di Credito Finanziario
TPG Sixth Street Partners
Trophaeum Asset Management
Quaestio Capital Management SGR
- Assisted Che Banca! with the update of its €5bn covered bond programme.
- Advised TPG Sixth Street Partners on both the establishment of a mortgage loan securitisation deal and on the subscription of notes.
- Acted for HSBC and Crédit Suisse on the subscription of a senior notes, which were issued in relation to an NPL portfolio securitisation.
Linklaters' counsel Linda Taylor leads the DCM practice in Milan. She advises Italian issuers and international underwriters on a broad range of capital markets transactions; Taylor recently advised Telecom Italia on a €1bn bonds issue under its €20bn MTN programme. Dario Longo regularly advises on international debt offerings and the establishment of MTN programmes. Longo also acts on project and covered bonds, residential mortgage-backed securities, and consumer loan and leasing receivables securitisations.
Orrick, Herrington & Sutcliffe stands out for its expertise in bonds and mini-bonds, EMTN Programmes, securitisation, NPLs and covered bonds. It also covers Italian, English and US law. Patrizio Messina is highly rated for his expertise in DCM and securitisation work; he is also experienced in the Italian mini-bonds market. New York and Italy-qualified Annalisa Dentoni-Litta is focused on securitisation and covered bonds; and Madeleine Horrocks heads the English finance practice in Italy. Structured finance specialist Alessandro Accrocca is also noted.
‘A team with vast resources at its calling, with the key partner always overseeing the whole process.‘
‘The team has a good ratio among partners, associates and trainees, with partners highly involved in the transactions. The team has deep knowledge of banking and financial market law as well as market practice, with great focus on the issuer’s perspective.‘
‘Clients are very satisfied with the great job the team delivers. One of its main strengths is really understanding the underlying issues and solving them, not only from a legal point of view but with reference to the whole transaction. All team members, senior and junior, are highly competent, accurate, and deliver their work on time despite tight timeframes. They are also available at any time.‘
‘The team is well-stocked, complete, available and prepared.‘
‘Patrizio Messina has great standing in the market and is great at finding solutions to almost all potential problems – and notwithstanding his position, he is also very available.‘
‘Patrizio Messina is a highly experienced attorney, who is very available and problem solving oriented.’
‘Annalisa Dentoni-Litta is of indispensable support during negotiations. Her approach is smooth but effective and her legal and people skills are not easy to find.‘
‘Alessandro Accrocca shows a great level of competence and reliability, and he has a great understanding of the issuer’s dynamics and perspective. He is very commercial and deeply involved in transactions.‘
Pirelli & C.
J P Morgan Securities
Monte dei Paschi Group
- Advised Mediocredito Centrale on the establishment of its first €1bn EMTN programme.
- Assisted Snam with the successful launch of its first climate action bond.
- Advised Finit SGR, and the issuers (nine SMEs associated with Confindustria Trento) on the issue of a basket bond that brings together the SMEs’ bond issues.
Studio Legale RCC changed its name in 2019 to Studio Legale RCCD, following the appointment of banking and finance specialist Alberto Del Din (who joined in 2017 from Paul Hastings LLP's former Milan office) as name partner. The practice handles the issue of debt securities, standalone eurobonds, high-yield bonds, covered warrants, certificates, and MTN programmes. Paolo Calderaro and Marcello Maienza are securitisation and covered bonds experts, and Michele Crisostomo advises on debt and convertible securities and liability management deals. Structured finance expert Stefano Agnoli was hired from Gianni, Origoni, Grippo, Cappelli & Partners.
Simmons & Simmons is particularly focused on the establishment and update of EMTN programmes, standalone issuances, European private placements, covenanted eurobonds, sustainable finance and project bonds. The team is also highly regarded for liability management transactions, and retail debt and derivative securities offerings and listings, in addition to securitisation and covered bonds. Milan DCM head Paola Leocani is particularly focused on first-of-its-kind transactions, and recently promoted partner Simone Lucatello, who is qualified in Italy and New York, heads the Milan securitisation and asset-backed finance group. Managing associate Baldassarre Battista is also a DCM specialist.
‘The firm’s professionals are serious and prepared, with a considerable range of specific expertise. The team manages to cover complex and multidisciplinary material and operations, providing a service that is efficient in terms of cost and quality.‘
‘The quality lawyers are prompt in their responses and able to comprehend the problems and propose solutions.‘
‘The team is extremely competent, available and up to date on market practice, and its service is precise and punctual.‘
‘The extremely available Paola Leocani is a brilliant lawyer, who is exceptional in terms of know-how, experience and innovation, and even for managing to anticipate market trends. She is the best legal DCM professional around and is very technically prepared notwithstanding being innovative like no other.’
‘This is a great team with great technical skills.‘
‘It has excellent knowledge and is very up to date on market trends. It also provides quick answers to questions.‘
‘Simone Lucatello is highly esteemed by clients.‘
‘Managing associate Baldassarre Battista is well prepared, responsive and competent.‘
Manuli Rubber Industries
Monte dei Paschi di Siena Capital Services
Anthilia Capital Partners
Banca Finanziaria Internazionale
- Advised Banca IMI and BNP Paribas (as dealers), and Banca Akros, Crédit Agricole and Invest Banca (as co-dealers) on the issuance of €2.1bn BTP Italia bonds.
- Acted for UBS and UniCredit Bank, as dealer managers, on a partial repurchase of senior notes that were issued by Banca IFIS.
- Advised Banca IMI, Unicredit and BNP Paribas, as lead managers, on a €1.5bn retail bond issued by Cassa Depositi e Prestiti.
Gattai Minoli Agostinelli & Partners fields a multidisciplinary team that assists with both the issuance of plain vanilla products and structuring of complex multi-jurisdictional transactions. Emanuela Campari Bernacchi advises on structuring complex securitisation deals; she is particularly rated for trade receivables securitisation work at a domestic and pan-European level, while also considered a fintech market expert. Gaetano Carrello stands out for his experience in high-yield matters and bond transactions. Valentina Lattanzi, who was recently active in securitisation deals, was made partner in 2018.
‘Clients highly appreciate this securitisation and capital markets debt team.‘
‘Emanuela Campari Bernacchi is outstanding.‘
MB Credit Solutions
Quaestio Capital SGR
- Advised J PMorgan, Goldman Sachs and UniCredit on a high-yield bond issuance by International Design Group.
- Assisted Credimi with a securitisation transaction, which involved receivables that arose from loans.
- Acted for Cerved on the execution of two loan securitisation transactions involving the disposal of NPLs, originated by the Delta Group.
Gianni, Origoni, Grippo, Cappelli & Partners
Gianni, Origoni, Grippo, Cappelli & Partners' DCM practice is led out of the firm's London office by debt, structured finance and derivatives specialist Marco Zaccagnini. It advises issuers and underwriters on the issue of bonds, including hybrid instruments and convertible bonds, both in the Italian domestic market and euromarket. The practice is particularly experienced in MTN programmes, liability management transactions, structured securities, derivative warrants, and hedging and speculative strategies. Richard Hamilton's practice includes senior and subordinated bond issues and MTN programmes. Former partner Stefano Agnoli left for Studio Legale RCCD.
Goldman Sachs International
Deutsche Bank (London Branch)
JP Morgan Securities
Citigroup Global Markets
- Advised Hermes Investment Management (as arranger), Hermes Real Estate Senior Debt Fund (as original note holder) and Sanne Fiduciary Services (as security agent and trustee) on the issue by Montenapo Mode 25 of secured floating-rate notes.
- Acted for the investors on the issue and subscription of an unlisted project bond by Futura, which is responsible for the construction and subsequent management of a hospital in northern Italy.
- Acted for ten SMEs, as underlying issuers, on the first export basket bond programme launched by Banca Finint and Cassa Depositi e Prestiti.
Hogan Lovells International LLP distinguishes itself through complex, high-value securitisation and collateralised financing transactions; other areas include the issuance of bonds and hybrid instruments. The group regularly works alongside the firm's tax and regulatory specialists on DCM matters. Corrado Fiscale recently assisted Banca Popolare di Puglia e Basilicata with the securitisation of residential mortgage loans; and Federico Del Monte acted for Ferrovie dello Stato on placing a green bond. Counsel Giulia Arenaccio focuses on securitisation and structured finance transactions.
‘The fully dedicated and always available team proposes flexible solutions and has very good negotiations skills.‘
‘Federico del Monte is always available and has very good knowledge of the market.‘
Hypo Vorarlberg Leasing
Porsche Financial Services
BNY Mellon Corporate Trustee Services
BNP Paribas Securities Services
Crédit Agricole CIB
AnaCap Financial Partners
Banca Monte dei Paschi di Siena
Classis Capital SIM
Cassa Depositi e Prestiti
- Advised Ferrovie dello Stato on the update of a €7bn EMTN programme.
- Acted for Porsche Financial Services Italia on the setting up of a securitisation programme of leasing receivables.
- Advised Cassa Depositi e Prestiti on the update of a €10bn debt issuance programme.
DLA Piper's typical work includes the issuance, distribution, subscription and listing of securitised derivatives, plain vanilla and structured bonds, project finance bonds, asset-backed securities, and collateralised-debt-obligations. The team is particularly active in the mini-bond market and has a robust structured finance practice. Luciano Morello heads the Italian DCM and structured finance practice; in 2019, he was also nominated leader of the firm's capital markets and structured investments practice stream for EMEA and Asia Pacific.
‘Excellent availability and flexibility in relation to commercial proposals.‘
‘The very professional team is always available and prepared technically. It is also always ready to consider commercial considerations.‘
‘It has deep knowledge of financial markets and instruments, as well as a concrete understanding of the regulatory environment.‘
‘The team has the ability to predict the market and solves problems.‘
‘The lawyers stand out for meeting deadlines, supporting clients, understanding market needs, achieving goals, and building valuable relationships and partnerships with the main financial sector’s players.‘
‘Each lawyer gives excellent support, and the team is absolutely focused and committed to getting deals done, no matter what. It is very commercial and follows clients’ needs in the most suitable way.‘
‘Luciano Morello has great knowledge of the bond market, and not only does he lead a team of talented lawyers but he is also on top of every aspect of a deal. He always gives the impression that clients are well represented and in good hands.‘
- Advised a NewCo, belonging to the Meyer Bergman group, on the issuance of guaranteed secured floating rate notes.
- Acted for Banca Akros on the renewal of two Italian issuing platforms for the offer and listing in Italy of certificates.
- Assisted Banca IMI with the set-up of a pan-European issuing platform for the offer of plain vanilla bonds and structured bonds in over 15 different EU jurisdictions.
Pavia e Ansaldo
Pavia e Ansaldo's team head Mario Di Giulio is regularly sought out by major international banks to advise on Italian DCM matters, where the banks act as agent or trustee. Di Giulio splits his time between the Rome and Milan offices, and is highly regarded for securitisation and structured finance transactions. The practice also assists with the issuance of covered bonds and derivative financial instruments.
Banca di Credito Cooperativo di Roma
Bank of New York Mellon
Deutsche Bank (London Branch)
Deutsche Trustee Company
- Advised Bank of New York Mellon Corporate Trustee Services on the amendment of transaction documents, surrounding a securitisation transaction carried out in 2009.
- Acted for Deutsche Trustee Company on a €500m securitisation transaction.
- Assisted Iccrea BancaImpresa with its negotiations with TTI Italia, a special purpose securitisation vehicle, for the transfer of receivables, which arose out of non-performing mortgage loans, non-performing leasing agreements and non-performing hedging agreements.