Global law firm White & Case LPP has advised on the merger of Italiaonline S.p.A. and its subsidiary Seat Pagine Gialle S.p.A (Seat).
The merger will take place through the reverse merger by incorporation of Italiaonline into Seat, and represents the completion of a wider integration between Seat and Italiaonline. The merger's strategic goal is to create the leading company in the Italian digital advertising market for large organizations, and for local marketing services for small and medium sized enterprises.
GoldenTree and Avenue Funds assigned 53.9 percent of Seat's ordinary shares to Italiaonline, as a result of which Italiaonline came to hold 54.34 percent of Seat's ordinary shares, and launched a mandatory public tender offer in cash over for all Seat's ordinary shares. At completion of the tender offer, Italiaonline became the holder of 80.23 percent of Seat's ordinary share capital.
The merger will be completed during the first half of 2016, following approval from the extraordinary shareholders' meetings of Seat and Italiaonline that will be called on March 8, 2016.
The White & Case team which advised on the transaction was led by partners Ferigo Foscari (Milan) and Michael Immordino (Milan & London) and included associates Piero de Mattia, Alessandro Seganfreddo, Pietro Magnaghi and Riccardo Maggi Novaretti (all Milan).
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