Our innovative approach relies on technical excellence and deep-rooted understanding of industry dynamics. As just one example, we deftly identify the best solutions for dealing with regulatory restrictions, such as foreign control and cross-media ownership restrictions. We also identify and assess risk areas and create appropriate contractual mechanisms to protect client investments and lay the groundwork for any future regulatory changes. We structure pricing mechanisms calibrated to sector specifics (e.g., earnouts linked to clinical trial outcomes for pharma investments).
We work closely with our clients throughout negotiation and execution of private equity transactions. Our expertise in Italian and international investment funds allows us to prepare and manage investments, such as acquisition of majority and minority stakes, including by using financial leverage. We determine the best protection for investors, implement efficient governance solutions, and assess the legal and economic implications of negotiation options.
We also have a strong track record with complex public M&A deals and equity capital markets, including public offerings, IPOs, and capital increases for listed companies.
We offer high-level services for dealing with any issues stemming from investment and management of portfolio companies.
During divestment, our experience comes into play in drafting bid documents and analyzing various options, such as stapled W&I insurance. We also help clients pick among potential buyers and negotiate with the counterparties once selected, as well as outlining reinvestment structures and solutions.
Since 2008, the firm has periodically conducted research on the bylaws of private equity portfolio companies. This research analyzes typical private equity contractual clauses (including drag and tag along clauses, governance rules, and reserved matters). In 2010, Portolano Cavallo published in issue 24 of the Quaderni AIFI series (available here for AIFI members).The firm was also recognized by the Financial Times in its Innovative Lawyers Report 2011 as one of the most innovative law firms in Europe.
In 2017, the firm became the first in Italy to use Artificial Intelligence to analyze documents related to M&A transactions, thus streamlining (buy-side and vendor-side) due diligence and making the process more efficient. This provides our clients with a significant tactical advantage.
Our professionals are regular speakers at conferences and events in Italy and around the world organized by such groups as the American Bar Association (ABA), Association Internationale des Jeunes Avocats (AIJA), and International Bar Association (IBA).
As in other practice areas, in the Private Equity area we employ a unique approach that yields outstanding results.