Paola Leocani | White & Case LLP International Law Firm, Global Law Practice
Paola Leocani
Paola Leocani

Paola Leocani

Partner, Milan

T +39 020 068 8350

T +39 347 441 0318 (mobile)

E paola.leocani@whitecase.com

in LinkedIn profile

A top-tier debt capital markets lawyer, Paola Leocani is regularly ranked as a leading individual in the Italian market. Chambers Global 2016 reported that Paola is “an excellent debt capital markets lawyer” and “she handles a variety of matters including retail bond issues and liability management transactions”. She is “excellent on the theoretical side but also has practical experience in dealing with the topic,” as reported by Chambers Global 2015. Chambers Global 2014 notes that Paola “regularly advises on high-profile mandates” and that “she is pretty much leading the market”. She has been recognized as leading individual by The Legal 500 in both 2015 and 2016 editions.

Overview

Widely recognized as one of the top capital markets lawyers in Italy, Paola focuses on debt and securitized derivatives (certificates, covered warrants and credit-linked notes), liability management transactions, regulatory matters and equity capital markets.

Her reputation as a thought leader in her field has made Paola a valued resource for corporate issuers and domestic and international banks. A respected authority on capital markets issues, she regularly consults with key players in the Italian market, including the Italian Stock Exchange, the Italian Securities and Exchange Commission (CONSOB), the Bank of Italy, the Italian government and a range of influential industry associations.

Clients look to Paola both for her thorough grasp of the Italian financial and regulatory landscape, and her track record of masterminding some of the most innovative capital markets deals of recent years. Ranked as "standout" in the Financial Times' 'FT Innovative Lawyers 2013', she was also described by Chambers 2011 as "a star for domestic issuances and innovative deals". At Italian benchmark publication Legal Community's 2014 awards, which recognized excellence in the finance and tax sectors, Paola received the "Special Jury Prize Award for Innovation."

Paola's reputation as a legal innovator, with significant experience of debuts and first issues, has led to her advising numerous Italian issuers on their debuts on the Eurobond market (for example Snam, Pirelli and Banca IMI), as well as most corporate issuers and financial institutions on their offers and listings in Italy.

Paola's innovative flair is matched by the breadth of her debt practice. As well as helping clients to navigate complex Italian regulatory issues, she has significant experience advising domestic and foreign entities on their Italian offerings and securities listings. She has been involved in the establishment of almost all the retail programs and standalone offers for foreign and Italian financial institutions (such as UniCredit, all the banks belonging to the Intesa Sanpaolo Group, Goldman Sachs and Merrill Lynch). She has also been involved in every corporate issuer's debut on the Italian retail market, and has worked on numerous pilot deals, such as those launched by Atlantia/Autostrade per l'Italia, General Electric and Enel, as well as the pivotal retail deals for Finmeccanica, Fiat and Italenergia.

Paola had an important role in the process that brought the approval of crucial capital markets reforms, such as those allowing unlisted companies to issue bonds directly through a favorable corporate and tax regime, as well as the reform on liability management transactions. Paola has been the only legal practitioner promoting the reform of liability management transactions in Italy, and who has been involved in the preparation of the CONSOB Issuers Regulation regarding these transactions (tender and exchange public offers and consent solicitations). This complex reform has aligned Italian market practices with those employed internationally, making possible the execution of high profile liability management transactions.

Bars and Courts

  • Italian Bar

Education

  • PhD, Civil Law, Catholic University
  • JD (Juris Doctor), Catholic University, Milan

Languages

  • Italian
  • English
  • French

Experience

Retail Bond – Primary offers through the Italian Stock Exchange, 2014

Represented BNP Paribas in connection with the public offer of three securities under its ‘Passported Programme’, and distributed through SeDex, the Italian Stock Exchange’s electronic market of ‘securitised derivatives’, in accordance with the new financial instruments distribution model. This transaction represented the first ever public offer of certificates by an issuer other than the Italian Treasury, following the distribution model of BTP Italia.

MTN Programme, 2014

Represented Eni S.p.A. and eni finance international SA in connection with the annual update of its €15 billion EMTN Programme.

Retail Bonds – Republic of Italy, 2013 – 2014

Represented Italian banks in six issuances of BTP Italia, the Italian inflation-linked bond by the Italian Ministry of Economy and Finance. The fifth and sixth of these bond issuances represent the largest bond issuances in Europe to date.

Retail Bonds – Financial Institutions (Domestic Stand-Alone Documentation), 2004 – 2014

Paola assisted almost all the foreign and Italian issuers targeting the Italian market on the basis of stand-alone prospectuses approved by CONSOB, in connection with hundreds of public offers and listings, including those carried out by foreign issuers through Poste Italiane (the largest Italian distributor), such as Goldman Sachs, The Royal Bank of Scotland, Deutsche Bank AG, Banca IMI, Credit Suisse, Barclays, Merrill Lynch, Morgan Stanley and UniCredit.

Retail Bonds – Financial Institutions (Domestic Programmes and Related Supplements) – 2004 – 2014

Paola helped several Italian and foreign banks establish their Italian domestic bond programmes, certificates and covered warrants – working on the very first prospectuses approved by CONSOB, thereby setting the market standard. She advised, among others, Merrill Lynch, Bank of America, Citigroup, Morgan Stanley, BNP Paribas, Barclays, Credit Suisse, Bayerische Hypo-und Vereinsbank, KBC, UBS, RBS, Crédit Agricole, Société Générale, UniCredit, the banks belonging to the Intesa Sanpaolo Group, BNL, Banca Apulia Cariparma, and Credem.

Liability Management Transactions – 2003 – 2014

Paola regularly advises on high-profile cross-border liability management transactions, having assisted offerors and dealer managers in hundreds of cutting edge transactions. Her representative clients in this area include Piaggio & C.S.p.A., Intesa Sanpaolo, Mediobanca, Barclays, Credit Suisse AG, Banca Popolare di Vicenza, Banco Popolare, Banca Popolare dell'Emilia Romagna, General Motors, Bank of Ireland, Anglo Irish Bank, RBS, Iberdrola and B.A.T.

MTN Programme, 2013

Represented Banca IMI, BNP Paribas, J.P. Morgan and UniCredit in connection with the establishment of Snam's €8 billion EMTN programme. This deal was named "Best debut corporate bond issuer" by Euroweek – Bond Award.

Eurobond, 2013

Represented Banca IMI, UniCredit and Barclays in connection with the debut Eurobond issue by Linea Group Holding S.p.A., of €300 million 3.875% Guaranteed Notes due 2018.

MTN Programme, 2013

Represented the arranger and dealers in connection with the establishment of Pirelli & C. S.p.A. and Pirelli International plc’s EMTN programme and the subsequent annual update.

MTN Programmes, 2013

Represented Intesa Sanpaolo S.p.A., Intesa Sanpaolo Bank Ireland p.l.c. and Société Européenne de Banque S.A. in the updates of their EMTN programme.

Retail Bond – Corporate Bond, 2012

Represented Banca IMI, BNP Paribas and UniCredit as joint global coordinators and bookrunners, in connection with the €1 billion public offering of fixed-rate bonds for retail investors issued by Atlantia S.p.A. and guaranteed by Autostrade per l'Italia.

Retail Bond – Corporate Bond, 2010

Represented BNP Paribas, Banca IMI and UniCredit as lead managers in connection with a multijurisdictional offer launched by ENEL S.p.A. in Italy, France, Belgium, Luxembourg and Germany of €3 billion Fixed Rate Notes due 2017 and €1.3 billion Floating Rate Note due 2017.

Retail Bond – Corporate Bond, 2010

Represented GE Capital European Funding, the worldwide largest corporate issuer, in connection with the first ever public retail offer launched by a corporate Issuer on the basis of documentation passported into Italy, and with the first ever dual listing on the London Stock Exchange and Milan Stock exchange.

Direct to Retail

Paola has assisted all foreign issuers, including Barclays, Bank of America, Merrill Lynch, Citigroup, RBS and UBS, in connection with their "direct listing" of notes sold directly by the issuer as secondary market transactions to retail investors, through the Italian Stock Exchange.

Speaking Engagements

Respected for her cutting-edge knowledge of her field, Paola is a sought-after speaker at professional conferences, and lectures widely on the latest market developments. Her most recent engagement was at the Euromoney Italy Conference held in Milan on 18 September 2014.

Awards & Recognition

Ranked Band 1 in Debt Capital Markets in Italy, Chambers Europe/Global 2016.

Leading lawyer in Debt Capital Markets, The Legal 500 2016

Ranked Band 1, "Standout", in the Most Innovative Law Firms in Finance, FT Innovative Lawyers 2013

"Special Jury Prize Award for Innovation" by Italian benchmark publication, LegalCommunity, 2014.