Categoria: PRESS RELEASE

BonelliErede assisted Munters Group, air treatment and climate control solutions, in its agreements to acquire Geoclima, an Italian company that produces air- and water-cooled chillers.

The acquisition, financed through existing credit lines, will be completed in the second half of 2024. It aligns with Munters Group’s strategy to expand into new markets and broaden its product portfolio, accelerating the development of energy-efficient data centre cooling solutions.

Ughi e Nunziante provided assistance to Geoclima with partner Giovanni Maria Marini, assisted by associate Francesco Antimiani. The selling party was also advised by Avvalor Corporate Solution for the financial aspects.

Ughi e Nunziante has assisted the French group Chabé, leader in tailor-made mobility and serving clients from different sectors such as hotels and luxury brands, companies and event agencies, in the acquisition of a majority stake in Palazzi Agency S.r.l., the operating company of the Palazzi Group active in the management of exclusive services for logistics and events, assisted by BonelliErede.

Through this investment, Chabé expands its geographical presence, expanding its offer and expertise throughout Italy from its operational centres in Rome and Milan.

Ughi e Nunziante assisted the acquiring company and coordinated the transaction with a team composed of Partner Pietro Orzalesi, Senior Associate Agostino Frau and Associate Federico Catalfamo for corporate aspects, Partner Marco Lanzani, Senior Associate Filippo Bodo and Associate Cecilia Pozzetti for labour law aspects, and Partner Barbara Pizzoni and Senior Associate Linda Favi for tax profiles.

On the buyer side, transalpine firms also collaborated:

• Winston & Strawn, with Partners Grine Lahreche and Sophie Nguyen for corporate aspects related to reinvestment and Partner Ariane Berthoud for finance aspects related to financing;
• BM&A, in the person of Partner Laurent Peny with Pauline Bouvier and Marine Laffin, for financial due diligence;
• Hogan Lovells, followed the financing aspects of the transaction, which was provided by a consortium of French banks with a team composed of Partner Sabine Bironneau Loy, Senior Associate Isabelle Rivallin and Associate Quentin De Donder for the French side and Partner Carlo Massini, with associates Giuliana Borzì and Isoken Obayagbona, for the Italian side.

Lazard Next acted as financial advisor with Managing Director Olivier Lemaire, Vice Presidents Louis Ghesquière-Dierickx and Julien Fauconnier, and Mathilde Errera.

The selling side, Palazzi Management, relied on the assistance and coordination of BonelliErede, which acted with a team composed of Partner Daniele Gambirasio, Senior Associate Diane Vallaud and Associate Francesco Boccacci, who handled the corporate aspects, as well as Pomanti e Avvocati Studio Legale and Studio Signori respectively with Attorney Pietro Pomanti, Partner Simone Amati and Associate Gabriele Lalicata as advisors.

The Vendors were assisted, for the French law aspects related to reinvestment, by the transalpine law firm Bredin Prat with partners José Maria Pérez and Samuel Pariente and associates Thomas Bernard and Jessica Chartier.

LCA, with Equity Partner Davide Valli, Senior Sssociate Luca Alfonso Liberti and Associate Giancarlo Aiello, followed the aspects related to the cancellation of the bond listed on the third market in Vienna and issued by Palazzi Management and the cancellation of the related guarantees, in the interest of an institutional investor as underwriter.

Studio Davide Franco, with Partner Daniele Franco, acted as financial advisor to the Palazzi Group.

Ughi e Nunziante has assisted Bertone, the historic Italian brand renowned for its craftsmanship, innovation, and design, in activities related to the launch of its hypercar, the Bertone GB110, which was officially presented at Top Marques Monaco last week.

The Bertone GB110, a limited edition designed for collectors and enthusiasts, represents a milestone in luxury automotive engineering and design. This model is a tribute to the legacy of founder Giovanni Bertone and the historic company, founded in Turin in 1912, celebrating its 110th anniversary.

Ughi e Nunziante assisted Bertone both in legal matters related to the commercialization of the hypercar and in IP aspects, with a multidisciplinary team coordinated by partner Giuseppe Coco, supported by IP partner Daniela De Pasquale, senior associates Fabio Vignola and Francesco Santonastaso, and associate Andrea Gabrielli.

Ughi e Nunziante successfully defended Eurobet Italia s.r.l., a public gaming concessionaire company, in a case before the Supreme Court of Cassation against a company to which Eurobet Italia had entrusted the opening of betting outlets.

The Supreme Court adhered to the defence’s view on the interpretation of the codified rules on the termination and interpretation of contracts.

Eurobet Italia was defended by Of Counsel Prof. Salvatore Orlando with Senior Associate Carmelita Rizza.

Ughi e Nunziante successfully defended Honda Italia Industriale S.p.A. in two lawsuits brought against it by some former subcontractors for alleged abuse of economic dependence and pecuniary claims.

The former sub-suppliers’ claims were dismissed in their entirety by the Civil Court of Lanciano (CH) and the Civil Court of Appeal of L’Aquila (L’Aquila), fully upholding the previous first instance judgment of the Civil Court of Lanciano.

Honda Italia Industriale S.p.A. operates in Atessa, in the province of Chieti, the largest plant in Europe for Honda brand motorbikes.

Honda Italia Industriale S.p.A. was defended by Of Counsel Prof. Salvatore Orlando with Associate Flavio Rodi.

Ughi e Nunziante, with Of Counsel Prof. Salvatore Orlando and Associate Flavio Rodi, obtained for Honda Italia Industriale S.p.A. the confirmation, by the Court of Appeal of L’Aquila, of the mala gestio of a former Italian director and executive vice-president, already ascertained in first instance by the Court of Companies of L’Aquila, and the recognition of moral damages, denied in first instance, in the equitable measure of €1 million.

The Court of Appeal, in confirming the finding of mala gestio, justified the sentence also for non-pecuniary damages due to the gravity of the facts, defining the incident as ‘extraordinary and, in the specific regional context, even sensational’.

Honda Italia Industriale S.p.A. operates at Atessa in the province of Chieti the largest plant in Europe for Honda brand motorbikes.

Ughi e Nunziante announces the joining of Silvia Lazzeretti as partner in its Milan office. With her also associate Alessia Tafuro.

With this new lateral the litigation practice of Ughi e Nunziante is strengthened.
In fact, Lazzeretti boasts considerable experience, widely recognised by the market, in the field of litigation and arbitration, both domestic and international, with a focus also on financial, corporate and corporate governance issues, corporate crisis and insolvency.

The litigation practice, which has always been central and fully integrated with all the other practice areas of Ughi e Nunziante, counts more than 30 highly qualified professionals, including some of the most esteemed academics in the field, and specialises in handling complex cases, including cross-border cases.

Roberto Leccese, Managing Partner, commented: “the skills – technical and non-technical – required in litigation management are quite unique, and Silvia undeniably possesses them. We welcome her and Alessia“.

 

Hitachi Zosen Inova AG, a company active worldwide in the development of large waste-to-energy plants and renewable energy and biogas production systems, has acquired 85% of Schmack Biogas, a company previously controlled by PLC and active in the construction and management of biogas and biomethane plants.

Specifically, the transaction involved the sale of the entire 51% stake by PLC, while the two minority shareholders, Massimo Rossetto and Nicolò Cariboni, sold part of their shares and will remain in the company’s capital with minority stakes totalling 15%.

Ughi e Nunziante followed Nicolò Cariboni and Massimo Rossetto in all aspects related to the sale of a portion of their shares and assisted them in defining the agreements for the management of subsequent relations with the Hitachi Zosen Inova Group (as minority shareholders and in their role as managers of Target after the transaction). The team was coordinated by partner Pietro Orzalesi, with senior associate Agostino Frau. The labour law aspects were followed by partner Marco Lanzani and senior associate Filippo Bodo.