Ughi e Nunziante for the birth of Topic, a new player in the publishing sector

Ughi e Nunziante – Studio Legale has assisted the promoting partners in the incorporation, the related financing transaction, and the definition of the shareholders’ and commercial relationships of the new publishing house Topic, a publishing project promoted by Marco Bolasco, journalist and editorial director, and Giunti Editore.

The transaction is part of a project for the production of editorial and educational content on material culture and the food and wine sector.

In detail, the legal and corporate profiles were handled by the firm Ughi e Nunziante, with Partner Gianfranco Arpea.

The tax profiles were handled by Colella Scoyni La Barbera Studio Tributario Associato, with Partner Manfredi La Barbera.

Ughi e Nunziante integrates a team of eleven professionals and expands its presence in the North-East

Ughi e Nunziante – Studio Legale is pleased to announce the addition of a team of eleven professionals, including five partners.

With this lateral, the Firm continues and consolidates its growth in the practice areas of M&A, Labour, Restructuring and Tax, and creates a stable presence in the North-East, with the opening of a new office in Verona.

Joining the Milan office are partners Pietro OrzalesiMarco Lanzani and Barbara Pizzoni, together with senior associates Agostino Frau and Filippo Bodo, and associates Federico Catalfamo and Cecilia Pozzetti.

Leading the Verona office will be partners Simone Rossi and Giacomo Bonfante, who have always been active in Veneto. Joining them in Ughi e Nunziante are associates Maria Giulia Sperotto and Giacomo Rossetti.

The managing partner of Ughi e Nunziante, Roberto Leccese, said: ‘We enthusiastically welcome Pietro, Marco, Barbara, Simone, Giacomo and all the new professionals joining our team. We immediately found in them an uncommon harmony and homogeneity, in terms of background, values and vision, ideal for sharing and achieving ambitious goals. Their expertise, combined with their knowledge of the needs of the different markets in which they operate, will contribute significantly to the success of this phase of further development, to confirm us one step ahead of the demands of our clients and the market‘.

With this operation, the number of partners of Ughi e Nunziante rises to 27, with a total number of over eighty professionals.

 

Profiles:

Pietro Orzalesi has extensive experience in M&A, particularly in transnational transactions between France and Italy. Together with his team, he will strengthen the Corporate M&A practice and will be particularly involved in the French Desk.

Marco Lanzani is known for his ability to handle complex labour issues, often related to extraordinary transactions. His expertise extends to personnel organisation, business transfers, outsourcing and the management of industrial and labour relations. With her team she will strengthen the labour law practice.

Barbara Pizzoni will bring to the Lombardy office her expertise and experience in domestic and international taxation and in assisting companies and funds in complex tax audits and tax litigation.

Simone Rossi and Giacomo Bonfante will be in charge of the Verona office and, consistently with their professional background, will continue to assist financial institutions and industrial companies – with a particular focus on family-based ones – in debt restructuring and crisis management, as well as in financing, corporate governance, mergers and acquisitions.

Ughi e Nunziante with Consilium in the sale of GMM to Biesse

The Biesse Group, a Marche-based multinational specialising in technology for processing wood, glass, stone, plastic and metal, listed on the Euronext STAR Milan segment of the Italian Stock Exchange, has signed a contract for the acquisition of 100% of the shares of GMM Finance, the holding company at the head of the GMM Group, which includes, among others, the companies GMM S.p.A., Bavelloni S.p.A. and Techni Waterjet Ltd., as well as their respective Italian and foreign subsidiaries, which are active in the sectors of machine tools for processing stone, glass and other materials.
The GMM Group is established in 90 countries, operates six production plants in Italy and one in Thailand, and employs over 450 people. This is one of the most significant transactions in the history of the Biesse Group. The transaction is expected to close by 15 February 2024 and is subject to the fulfilment of certain conditions precedent in line with normal market practice for this type of transaction.

The selling shareholders are Consilium Private Equity Fund III (managed by Consilium SGR p.A.) with 75% and FGL Holding (of the founding shareholders) with 25%. The transaction, which is in line with Biesse’s strategic plan, aimed at growth also through external lines, will increase the portfolio generated by machinery for processing stone, glass and other materials by integrating the company’s technologies in these specific segments.

The Sellers were assisted in the legal aspects by Ughi e Nunziante with a team coordinated by partner Amon Airoldi, senior associates Deniz Kivage and Pietro Pastorello and trainee Francesco Antimiani, and by Russo De Rosa Associati with a team coordinated by associates Leo De Rosa and Alessandro Manias and comprising Niccolò Cappellini and Concetta Letizia Scimè for the tax profiles.

Ughi e Nunziante for Partech Venture’s round in Smartpricing

Ughi e Nunziante, with a team composed of partners Antonello Lupo and Amon Airoldi and associate Alessandro Corbò, assisted Smartpricing, a platform that exploits artificial intelligence to automate the pricing strategies of operators in the hospitality sector, in the €13 million Series A investment round by Partech Venture.

This is Partech’s first investment in Italy, and the round saw the participation of Techshop with Gianluca D’Agostino (lead investor of the seed round in 2022), Azimut Digitech Fund with the help of FNDX. The founders of Bending Spoons also joined the round.

Ughi e Nunziante with Equasens for the acquisition of ADV

Ughi e Nunziante Studio Legale, assisted Equasens Group, a leading healthcare software publisher, listed on Euronext Paris (Compartment – A) in the acquisition – in partnership with ARZ Haan – of the entire share capital of the German company ADV. Following the transaction, ADV become PHARMAGEST Germany through a holding-company 94%-held by Equasens and 6%-held by ARZ Haan.

This operation marks a significant milestone in Equasens’ growth strategy, as the company was already present in Germany through its subsidiary MultiMeds, focusing on medication compliance.

Ughi e Nunziante was appointed by Equasens for managing the ADV acquisition-related aspects and the joint venture agreement with ARZ Haan, with a team comprising Partner Amon Airoldi and Associate Pietro Pastorello. The firm also collaborated with Wuertenberger for legal due diligence and German law aspects, represented by Partner Marc Winstel, and with Mundhenke & Partner for tax due diligence, led by Partners Thomas Habermann and Gunnar Goldenbaum.

Equasens also sought legal assistance from Martini Manna Avvocati, represented by Partner Rocco Lanzavecchia, for intellectual property and information technology matters.

Ughi e Nunziante with Chaos in the acquisition of AXYZ Design

Ughi e Nunziante Studio Legale, with a team composed of partner Amon Airoldi and senior associate Pietro Pastorello, advised Chaos in the acquisition of the Italian company AXYZ design, a leading developer of 3D/4D animation software designed to add realistic people and crowds to architectural visualizations.

Chaos, a portfolio company of TA Associates, a global private equity firm, and LEA Partners, a technology focused private equity firm, develops 3D visualization technology for architecture, engineering, construction, media and entertainment, product design and manufacturing, creating intuitive and powerful workflows for participants across the entire design spectrum. Chaos is now the largest global 3D visualization company with more than 700 employees worldwide.

The sellers have been supported by legal advisor Eloy Gomez Paulada and the accounting and tax advisor Studio Dorighelli, with Emiliano Dorighelli.

 
 

Ughi e Nunziante with Zeus Packaging Group in the acquisition of Cima Paper

Ughi e Nunziante – Studio Legale assisted Zeus Packaging Group, a leading global packaging solutions company based in Ireland, in the acquisition of a 70% stake in Cima Paper S.p.A., a company specializing in the paper and cardboard sector.

With the acquisition, Zeus will strengthen its production capacity, optimize existing Italian operations and expand Cima’s reach throughout Europe.

Ughi e Nunziante, with a team led by partner Giuseppe Coco, along with associates Riccardo Maraga for labour profiles and Giuseppe Nasello for corporate profiles, assisted Zeus in all aspects related to due diligence, SPA negotiation, and post-closing relationships with the sellers.

The sellers were assisted by lawyers Matteo Frigerio and Francesco Arlati.

Ughi e Nunziante with PM & Partners in the acquisition of the majority stake of Italtergi

Ughi e Nunziante assisted PM & Partners Sgr, management company of the PM & Partners III fund, in acquiring the majority shareholding of Italtergi, a European leading company in the design and production of complete wiping systems, primarily for off-highway vehicles and other special applications.
Ughi e Nunziante’s team was composed of Partner Amon Airoldi and Associate Deniz Kivage for corporate law profiles as well as Partner Gianluigi Pugliese and Associate Anna Vanni for financing aspects.

Read more about the transaction and all the advisors involved.

Ughi e Nunziante in Italiana Assicurazioni’s acquisition of majority stake in insurtech Plurima Servizi Assicurativi

Italiana Assicurazioni, a Reale Group company, has completed the acquisition of 78% of the share capital of the digital broker Plurima Servizi Assicurativi SRL, innovative startup participated by Digital Magics and CDP Venture Capital, which are thus exiting the investment three years after entry.

Plurima is a startup founded in 2017 in Palermo, Italy. Operating since 2019, it manages and distributes insurance products through a platform meant for intermediaries to simplify bureaucratic procedures offering a wider range of insurance products.

Ughi e Nunziante – Studio Legale assisted the selling parties with Partner Giuseppe Coco and Associate Giuseppe Nasello.

The buyer (Italiana Assicurazioni) was assisted by Studio Legale Pavesio e Associati with Negri-Clementi, with a team composed of Partner Marco Tessera Chiesa and Associate Carolina Ceretti, for corporate law aspects, in coordination with Partner Vittorio Torazzi and Associate Stefano Resta, for labour law profiles.

E*finance consulting Reply with Partners Antonio Orlando and Matteo Vergani acted as advisor for business model and technology aspects.

Ughi e Nunziante with D’Amico in the reverse stock split operation for all the company’s shares

Rome, 26 June 2023 – Ughi e Nunziante – Studio Legale assisted d’Amico International Shipping S.A., a d’Amico Group company operating in the product tankers sector and listed on the Milan Stock Exchange since 2007, in the operation of reverse stock split of the company’s shares in the ratio of one to ten, as well as for the authorization to the board of directors to the capital increase and in the launch of a new share buyback program.

Following the reverse stock split, the company’s share capital amounts to USD 62,053,278.45, divided into 124,106,556 shares with no par value.

Ughi e Nunziante, with a team led by Partner Giuseppe de Falco and Associates Ledia RexhoAlessandro Corbò and Erika Forino, assisted the company for all Italian law profiles.

Luxembourg law profiles were handled by the Luxembourg firm Linklaters.