M&A - CORPORATE & COMMERCIAL
On what concerns commercial contracts and M&A transactions, Studio Legale Padovan has recently provided assistance to:

- a world renowned Italian fashion designer, on the acquisition of a interest in a company active in the fashion sector for an undisclosed amount.

- an Italian cosmetics company, on the negotiation of a testimonial agreement with a world famous football player, for an undisclosed amount.

- an Italian development finance institution that promotes the activities of Italian businesses abroad, on a wide range of corporate and commercial matters relating to their entry strategy for the Indian market.

- an Italian food producer of world renown on a wide range of corporate and commercial matters relating to their entry strategy and their local operations in the Indian market, including the incorporation of a wholly owned subsidiary for the manufacture and distribution of the company’s products in the Indian market.

- an Italian charter airline carrier, on a wide range of corporate and commercial matters relating to their entry strategy for the Indian market.

- a group of foreign private investors on the acquisition of a luxury real estate complex in the Region of Liguria, valued in excess of EUR 20 million.

- an Italian company operating in the frozen and refrigerated fish industry on the debt restructuring of their Italian operations.

- a major Italian construction company on the debt restructuring of their Italian operations.

- an Italian company active in the area management of entertainment and hospitality real estate assets, in connection with the restructuring of their contract portfolio in relation to certain assets located in Bologna.

- a leading Italian steel mill producer, in their capacity as supplier, on the negotiation and drafting of a supply agreement in India for steel equipment, components and engineering services, to the Indian steel company.

- an Italian financial institution on an export finance transaction regarding the purchase of steel production machinery by the Brazilian subsidiary of a Italian steel processing group, for a value of approximately EUR 25 million.

- a US company that is a world leader in the chemical sector, in their capacity of seller, on the divestment of their interest in a an Italian subsidiary to a consortium of US and Dutch companies, for an undisclosed amount.

- an Italian producer of machinery for the furniture and carpentry industry that is listed on the Italian Stock Exchange, on the reorganization of their business operations in India.

- a leading Italian construction group, in their capacity as seller, on the disposal of their interest in a Bulgarian company operating in the gas sector to an Italian construction and gas distribution group, for an undisclosed amount.

- a leading Italian producer of machinery and equipments for the stell industry, in the purchase of a minority stake in a Saudi Arabian company active in the area of steel production for an undisclosed amount.

- the managing officers, on a management buy-out of an Italian company operating in the area of water-proof layers production for a value of circa EUR 15 million.

- a group operating in the IT sector on the sale of an IT consulting business to an Italian news media agency, for an undisclosed amount.

- an Italian publicly traded company operating in the IT sector on the sale of a subsidiary to an Israeli IT company, for an undisclosed amount.

- an Italian construction and real estate development company, on a real estate acquisition in Prague, for an undisclosed amount.

- an Italian company active in the trading of oil and gas on a number of Joint Venture and Cooperation Agreements with its business partners in the Mediterranean basin.

- one of the largest Italian Consultancies on its expansion into the Turkish market.

- a leading French entertainment company on the corporate governance of its subsidiaries in Italy and on the restructuring of its portfolio in the country.

- a company active in the sector of mechanical equipments on the establishment of a branch office in India.

- one of the leading Italian steel manufacturers on the redrafting of its general conditions of sale and on a number of individual international sale contracts.

- one of the largest Italian banks on the legal status of “Promissory Notes” under Turkish Law.

- a medium sized Italian trading company on its real estate investments in Brazil.

- a leading French financial advisor on managing its interests on a large Italian banking institution.

- a major US hotel owner on the restructuring of its Italian business and on certain construction contracts for their properties in Italy.

- a large Austrian bank on Italian legal provisions on guarantees and securities.

- one of the leading Italian architects on his contracts with property developers in the UAE.

- a company active in the production of mechanical equipment on drafting and negotiating a supply agreement with a Russian company.

- one of the largest Turkish retail operators on its prospective acquisition of a listed Italian company.

- the second largest Italian Bank on the establishment of a representation office in Turkey.

- a company active in production and selling of soles in Polyurethane on establishing a Joint Venture in India.

- an Italian holding company active in distribution of prescription frames and sunglasses on incorporating its Turkish branch and structuring the corporate relationship with its local partner.

- a company active in the area of engineering services on restructuring its activities in UAE.

- an Italian holding company active in the sector of fluid power components and mechatronic systems on incorporating a subsidiary in India.

- a company active in the production and sale of indoor wood flooring on the establishment of a Joint Venture in India with a local partner.

- a company active in the provisions of engineering services for mechanical and electrical installations on the establishment of a branch office in the UAE.

- a leading Italian construction group on the establishment of a Joint Venture with a Turkish company.

- a leading Italian company active in the IT sector on the incorporation of a Joint stock company in Turkey.


PROJECT FINANCE
In the area of Project Finance, Studio Legale Padovan has recently provided assistance to:

- a leading Italian construction group, in its capacity as general contractor, on the financing and construction of a hydroelectric power plant in Uganda (on a project finance basis) valued at approximately USD 500 million. The Firm’s assistance included the negotiation and drafting of the EPC Contract with a number of counterparties, including Bujagali Energy Limited, Uganda Electricity Transmission Company - UETC, International Finance Corporation (World Bank Group), European Investment Bank, African Development Bank, The Netherlands Development Finance Corporation (FMO) and DEG (KfW banking group), and the provision of assistance in connection with the project finance structure.

- a leading Italian steel mill producer, in its capacity as general contractor, on the financing and construction of a steel mill plant in Brazil on a project finance basis. The financing involved SACE and the project was valued at approximately USD 850 million. Assistance included the coordination of a legal due diligence on legal and local issues, negotiation and drafting of project documents, and financing documents (including the security package), with a number of counterparties, including Dongkuk Steel Mill Co, Ltd., the Korean industrial conglomerate.

- a leading Italian construction group, in its capacity as general contractor, on the financing and construction of three hydroelectric power plants in Ethiopia with an approximate aggregate value of USD 1.6 billion. Assistance included the negotiation and drafting of the EPC Contract with a number of counterparties, including Ethiopian Electric Power Corporation (EEPCO), the Ethiopian power utility incumbent and the provision of assistance in connection with the project finance structure.

- a leading Italian construction group, in their capacity as general contractor, on the financing and construction of a hydroelectric power plant in Sierra Leone, on a project finance basis, with an approximate value of USD 250 million. Assistance included the coordination of a legal due diligence on local and international issues, the negotiation and drafting of the Concession Contract, the Power Purchase Agreement, the Security Package and other corporate documents with a number of counterparties, including the Government of Sierra Leone (Ministry of Energy), the National Power Authority, the World Bank and the Mediocredito Centrale (Unicredit-Capitalia banking group), and provision of assistance in connection with the project finance structure.

- a leading Italian construction group, in its capacity as general contractor in the construction of a highway in Bulgaria with an approximate value of USD 1.0 billion. Assistance included the negotiation and drafting of the construction agreement with a number of counterparties including the Bulgarian Government (Ministry of Transportation).

- a leading Italian construction group, on the construction of a commercial harbour Nigeria on an EPC basis, with an approximate value of USD 50 million. Assistance included the negotiation and drafting of the EPC agreement.

- a leading Italian construction company on the selection and legal due diligence of three hydroelectric projects in Tajikistan with an approximate value of USD 700 million.

- a leading Italian construction company on incorporating a branch in Malaysia and on their joint venture agreements with local partners, aimed at the construction of a hydroelectric power plant with an approximate value of USD 300 million.

- a leading Italian construction company in their capacity as leader of a construction consortium bidding for the light railway system in Saint Petersburg in Russia with an approximate value of USD 1 billion. The Project is going to be financed on a project finance basis by a consortium of national and international banks.


BANKING - FINANCE
In the area of Banking and Financial Services, Studio Legale Padovan has recently provided assistance to:

- an Italian top tier bank, in their capacity as issuer, on the securitization of asset-backed credits arising from mortgage transactions, with an approximate value of EUR 281 million.

- EIB (the European Investment Bank), in their capacity as investor, on the securitization of mortgage backed securities originated by Hypo Alpe Adria Bank., with Finanziaria Internazionale S.p.A. as lead arranger, with an approximate value of EUR 250 million.

- an Italian top tier bank, on a securitisation warehousing and repackaging transaction of its controlled entity acting as originator, with the participation of ABN Amro as lead arranger, with an approximate value of EUR 722 million.

- an Italian top tier bank, in its quality of borrower, on the EUR 275 million 3-year maturity loan facility syndicated by Dexia Capital Markets, Mediobanca and Rzb, acting as lead arrangers.

- the Italian subsidiary of a Dutch listed bank, in its capacity as lender, on an export finance transaction with an approximate value of EUR 6 million, covered by a guarantee issued by SACE, the Italian Export Credit Agency, concerning the purchase of a truck cargo fleet by a Turkish industrial and manufacturing company.

- the Italian subsidiary of a leading Dutch listed bank, in its capacity as lender, on an export finance transaction with an approximate value of EUR 5.8 million, covered by a guarantee issued by SACE, the Italian Export Credit Agency, concerning the purchase of industrial equipment to the production of glass wool materials by a Turkish industrial and manufacturing company.

- the Italian subsidiary of a leading Dutch listed bank, in its capacity as lender, on an export finance transaction with an approximate value of EUR 18.6 million, covered by a guarantee issued by SACE, the Italian Export Credit Agency, concerning the purchase of industrial equipment by a Russian industrial company.

- an Italian top tier bank, in its capacity as lender, on a shipping finance transaction with an approximate value of EUR 30 million.

- an Italian financial institution in its capacity as lender and guarantor, on a shipping finance transaction concerning the construction and financing of an oil-tanker ordered by an Italian oil-shipping company based in Genoa. Assistance included the structuring of the security package and the construction contractual documentation and the negotiation of the same with a number of players including Zagrebcka Banks, the Croatian financial institution for an undisclosed amount.

- an Italian top tier bank, in its capacity as issuer, on the establishment and annual updates of their EMTN programme listed on the Luxembourg Stock Exchange. The programme, started in 2004 with an initial issuance of EUR 500 million, has a current value of around Euro 2 billion. Natixis is the lead arranger.

- an Italian top tier bank, on the negotiation of its global custody agreement with an Italian bank and major global banking groups, for an undisclosed amount.

- a leasing company in its capacity as originator on a warehousing and repackaging securitization transaction listed on the Ireland stock exchange with an approximate value of EUR 290 million.

- an Italian top tier bank on an the Securitization of mortgage receivables with an approximate value of EUR 380 million.

- an Italian bank, in its capacity as issuer, on the establishment of EMTN programme listed on the Luxembourg stock exchange for an amount of EUR 700 million.

- an Italian bank, in its capacity as issuer, on the establishment of EMTN programme listed on the Luxembourg stock exchange for an amount of EUR 600 million.

- a financial institution, in its capacity as issuer, on the issuance of notes in EMTN programme for an amount of EUR 60 million.

- a financial institution, in its capacity as borrower, on a Repurchase agreement (Repo) for an amount of EUR 60 million.

- an Italian bank, in its capacity as issuer, on the issuance of notes under an EMTN programme for an amount of EUR 250 million.

- an Italian bank, in its capacity as borrower, on a Syndicated Loan transaction for an amount of EUR 115 million.

- a Dutch bank, in its capacity as lender, on the establishment of securities (pledge) in a buyer credit for an amount of EUR 4 million.

- a Dutch bank, in its capacity as lender, on the establishment of securities (pledge) in a buyer credit for an approximate value of EUR 16 million.