Ferigo Foscari

Partner, Milan

Biography

Clients describe Ferigo as “Tremendously smart, extremely careful and thoughtful”. “He is a very good leader. He’s very commercial …and shows deep involvement”. An “exceptionally smart guy”, “an outstanding lawyer” and a “brilliant negotiator”. Other sources note that in the equity arena, “he is a notch above everyone else.”
Chambers & Partners Global

Overview

Ferigo Foscari is a top-rated Italian qualified lawyer with approximately 25 years of experience in securities and mergers and acquisitions. Ferigo is based in Milan.

CAPITAL MARKETS

Ferigo's extensive capital markets experience covers advising issuers and investment banks in both equity and debt offerings. In the ECM area, he has advised on a broad range of IPOs, secondary offerings and block trades. In the DCM area, he has significant experience in Eurobonds, Euro Private Placements, covenanted Eurobonds, EMTN and GMTN programs for Italian issuers.
Ferigo is ranked in Band 1 in ECM by Chambers Global/Europe 2021 and is recognized as a Hall of Fame lawyer in ECM by The Legal 500 2021. He's also recognized as a leading lawyer by the same legal directory in DCM. Ferigo is highly regarded in ECM, DCM and M&A by IFLR1000 2021.

CORPORATE M&A

Ferigo is a leading lawyer in mergers and acquisitions transactions and has a strong public M&A expertise and experience.

Ferigo is recognized as a highly regarded lawyer for M&A according to IFLR1000 and he is recommended by The Legal 500 2021 for his Commercial Corporate and M&A and Private Equity experience. Ferigo was ranked among the 20 most active M&A lawyers of Italy, according to Mergermarket and was included in the top 20 M&A layers in Italy by Italian benchmark publication LegalCommunity (in particular for his public M&A expertise). In 2021 Ferigo was ranked among the most active lawyers for Mid Market and Large deals at the Milano Finanza Legal Awards 2021.

Bars and Courts
Italian Bar
Education
JD
University of Bologna
Italy
Languages
Italian
English
French

Experience

Equity Capital Markets

SECO's €160 million IPO, 2021
Advised Goldman Sachs International and Mediobanca - Banca di Credito Finanziario S.p.A., as joint global coordinators and joint bookrunners, and Mediobanca - Banca di Credito Finanziario S.p.A., as sponsor, in connection with the initial public offering of SECO S.p.A. on the STAR segment of the Milan Stock Exchange, in which approximately 40.45% of the company's ordinary shares were offered, for a total amount of approximately €160 million.

Moncler's €400 million block trade, 2021
Advised Ruffini Partecipazione S.r.l. in connection with the placement of 8,200,000 ordinary shares of Moncler S.p.A. corresponding to a total amount equal to approximately €400 million. The placement was carried out through an accelerated bookbuild offering to institutional investors.

Philogen's €76 million IPO, 2021
Advised Philogen S.p.A. in connection with its initial public offering on the main market of the Milan Stock Exchange for a total amount of approximately €76 million.

GVS's €570 million IPO, 2020
Advised GVS S.p.A. in connection with its initial public offering on the Milan Stock Exchange, in which 40.0 percent of the company's ordinary shares were offered, for a total amount of approximately €570 million.

Sanlorenzo's IPO, 2019
Advised Banca IMI, Bank of America Securities and UniCredit Corporate & Investment Banking, as joint global coordinators and joint bookrunners, in connection with the initial public offering of Sanlorenzo S.p.A. on the STAR segment of the Milan Stock Exchange.

Piovan's €157 million IPO, 2018
Advised UniCredit Corporate & Investment Banking and Goldman Sachs International, as joint global coordinators and joint bookrunners, in connection with the initial public offering of Piovan S.p.A. on the STAR segment of the Milan Stock Exchange. UniCredit Corporate & Investment Banking also acted as sponsor.

GIMA TT's €385 million IPO, 2017
Advised GIMA TT in connection with its initial public offering on the Milan Stock Exchange, in which approximately 35 percent of the company's ordinary shares were sold for a total amount of approximately €385 million.

Banca Farmafactoring's €250 million IPO, 2017
Advised Banca Farmafactoring in connection with its initial public offering on the Milan Stock Exchange, in which approximately 30% of the company's ordinary shares were sold for a total amount of approximately €250 million.

UniCredit's €13 billion rights issue, 2017
Advised the underwriters in connection with UniCredit €13 billion rights issue. This transaction represents the largest rights issue in Italian history.

Technogym's €162 million IPO, 2016
Advised the underwriters (JP Morgan, Goldman Sachs and Mediobanca) in connection with Technogym's €162 million IPO. 

 

Debt Capital Markets

Intesa Sanpaolo's US$1.5 billion Yankee bonds issuance, 2021
Advised Intesa Sanpaolo S.p.A. on a US$1.5 billion issuance of Yankee bonds under its recently updated US$50 billion Medium Term Note Programme. The issuance consists of US$750 million 4.198% subordinated notes due 2032 and US$750 million 4.950% subordinated notes due 2042, issued pursuant to Rule 144A under the US Securities Act.

Aeroporti di Roma's €500 million sustainability linked notes issuance, 2021
Advised Credit Agricole CIB and BofA Securities, as structuring advisors and joint bookrunners, and Barclays, Goldman Sachs, IMI-Intesa, Mediobanca, Société Générale and UniCredit, as bookrunners, in connection with the €500 million 1.750% fixed rate senior unsecured sustainability linked notes due 2031 issued by Aeroporti di Roma S.p.A. This is the second sustainability linked bond issued by an Italian issuer and the first globally in the airport sector.

Amissima Vita's €80 million bond issuance, 2021 
Advised Morgan Stanley, as sole lead manager, in connection with Amissima Vita S.p.A.'s issuance of €80 million fixed rate resettable subordinated notes due 2031. The notes have been listed on the Global Exchange Market managed by Euronext Dublin and offered and sold pursuant to Regulation S under the US Securities Act.

Atlantia's €1 billion bond issuance, 2021
Advised Atlantia S.p.A. in connection with its issuance of €1 billion 1.875% notes due 2028. The notes have been listed on the Global Exchange Market managed by Euronext Dublin and offered and sold pursuant to Regulation S under the US Securities Act.

Acea's €900 million first green bond issuance, 2021
Advised Acea S.p.A. in connection with its first €900 million green bond issuance in two tranches. The first tranche of €300 million 0% fixed rate notes is due 2025. The second tranche of €600 million 0.25% fixed rate notes is due 2030. The notes have been issued under Acea's €4 billion EMTN Programme, listed on the Luxembourg Stock Exchange and offered and sold pursuant to Regulation S under the US Securities Act.

Autostrade per l'Italia's €1 billion high yield bond issuance, 2021
Advised Autostrade per l'Italia S.p.A. in connection with its issuance of €1 billion 2% notes due 2030. The notes have been listed on the Global Exchange Market managed by Euronext Dublin and offered and sold pursuant to Regulation S under the US Securities Act.

Banco BPM's €350 million bond issuance, 2020
Advised Banco BPM S.p.A. in connection with its €350 million Callable subordinated Tier 2 notes due 2031. The notes have been issued under Banco BPM's €25 billion EMTN Programme, listed on the Luxembourg Stock Exchange and offered and sold pursuant to Regulation S under the US Securities Act.

ASTM's €3 billion EMTN Programme, 2020
Advised Mediobanca S.p.A. and UniCredit Bank AG, as arrangers and dealers, in connection with the Italian and English law aspects of the establishment of the ASTM S.p.A. €3 billion EMTN Programme.

Enel's €6 billion SDG 7 Affordable and Clean Energy Target ECP Programme, 2020
Advised Citigroup Global Markets Limited, as arranger, in connection with the update and modification of the Enel Group's Euro-Commercial Paper (ECP) Programme into a Sustainable Development Goal (SDG) 7 (Affordable and Clean Energy) Target ECP Programme, for a maximum total value of €6 billion.

Banca Farmafactoring's €1 billion EMTN Programme update, 2020 
Advised Banca Farmafactoring in connection with the update of its €1 billion EMTN Programme. The notes issued under the programme, will be governed by either English or Italian law and will be offered and sold pursuant to Regulation S under the US Securities Act.

Esselunga's €1 billion bonds issuances, 2017
Advised Esselunga S.p.A. in connection with its issuance of €500 million, 0.875% notes due 2023 and in connection with its issuance of €500 million 1.875% notes due 2027, issued pursuant to Rule 144A and Regulation S under the US Securities Act.

 

Public M&A

SICIT's €360 million VTO on all its shares, 2021
Advised SICIT Group, a leader in the production of biostimulants for agriculture and retardants for the gypsum industry, in connection with its €360 million voluntary tender offer on all its shares made by Circular BidCo S.p.A.

JP Morgan's €1.7 billion VTO on ASTM's shares, 2021 
Advised JP Morgan in connection with the voluntary tender offer for all the ordinary shares of ASTM S.p.A. for a total value of approximately €1.7 billion. The aim of the takeover bid is the delisting of ASTM S.p.A.

BC Partners and SOFIMA's €946 million MTO on IMA's shares, 2021
Advised BC Partners and SOFIMA in connection with the mandatory tender offer on all the outstanding shares of IMA S.p.A. for a total value of approximately €946 million.

Trilantic Capital Partners Europe's sale of Gamenet to Apollo Global Management IX, 2019
Advised TCP Lux Eurinvest S.a.r.l., an entity controlled by the private equity fund Trilantic Capital Partners Europe, in connection with the €111.8 million sale of 28.67% of Gamenet to Gamma Bidco, controlled by Apollo Global Management IX, L.P.

Libero Acquisition and Sunrise Investments' VTO on Italiaonline's shares, 2019
Advised Libero Acquisition and its subsidiary Sunrise Investments in connection with the launch of the voluntary tender offer for all ordinary and saving shares of Italiaonline S.p.A.

I.M.A. Industria Macchine Automatiche and GIMA TT's merger, 2019
Advised I.M.A. Industria Macchine Automatiche and GIMA TT in connection with the preliminary documents of the merger by incorporation of GIMA TT in its parent company I.M.A. Industria Macchine Automatiche.

2iTowers's acquisition of all EI Towers' outstanding ordinary shares, 2018
Advised Bank of America Merrill Lynch in connection with a fairness opinion to the board of directors of EI Towers S.p.A., in relation to the purchase by 2iTowers S.r.l. of all the outstanding ordinary shares of EI Towers S.p.A., listed on the Milan Stock Exchange.

Intesa Sanpaolo's €485 million mandatory conversion of its savings shares, 2018
Advised Intesa Sanpaolo in connection with the mandatory conversion of its 932,490,561 savings shares into newly issued ordinary shares of Intesa Sanpaolo at a conversion ratio of 1.04 ordinary shares for each savings shares for a total amount of €485 million.

CVC Capital Partners' €3 billion acquisition of Recordati, 2018
Advised an investment consortium led by CVC Capital Partners on the acquisition from the Recordati family of the holding company that owns a 51.8 percent stake in the Italian pharmaceutical group Recordati. The transaction is valued at approximately €3 billion (US$3.5 billion), representing a 100 percent equity value for Recordati of €5.86 billion, equivalent to €28.00 per share. 

YOOX's €2.7 billion VTO, 2018
Advised Bank of America Merril Lynch in connection with its fairness opinion issued to the Board of Directors of YOOX Net-A-Porter Group S.p.A. in the context of the €2.7 billion voluntary public tender offer for all the ordinary shares of YOOX Net-A-Porter Group S.p.A., listed on the Milan Stock Exchange.

Italiaonline and Seat Pagine Gialle's reverse merger, 2015
Advised Italiaonline and Seat Pagine Gialle (Seat) in connection with the €500 million reverse merger by incorporation of Italiaonline into Seat. This transaction represents the completion the acquisition of Seat (and the relevant mandatory tender offer) by italiaonline.

Airport of Florence and Airport of Pisa merger, 2015
Advised Corporación América in connection with the mandatory offer for the entire share capital of Aeroporti di Firenze S.p.A., the voluntary offer for the entire share capital of Società Aeroporto Toscano Galileo Galilei S.p.A. and the following merger of entities which became "Toscana Aeroporti".

 

Strategic M&A

Angelini Pharma's up to US$960 million acquisition of Arvelle Therapeutics, 2021
Advised Angelini Pharma in connection with the acquisition of Arvelle Therapeutics, a biopharmaceutical group headquartered in Switzerland focused on developing innovative treatments for patients with central nervous system disorders, for up to US$960 million.

De'Longhi's US$420 million acquisition of Capital Brands Holdings, 2020
Advised De'Longhi Group in connection with the acquisition of 100 percent of Capital Brands Holdings, LLC for expected consideration of US$420 million.

BC Partners's €1.4 billion acquisition of SOFIMA, 2020
Advised BC Partners in connection with its acquisition of a 19 percent stake of SOFIMA, the holding company that controls IMA S.p.A. for a total value of approximately €1.4 billion. 

Esselunga majority shareholders' €1.8 billion purchase of Esselunga stake, 2020
Advised the controlling shareholders of the leading Italian food retailer Esselunga in connection with the €1.83 billion acquisition of a 30 percent share of Esselunga from its minority shareholders.

Esselunga majority shareholders' €435 million sale of an interest in La Villata, 2020
Advised the controlling shareholders of Esselunga in connection with the €435 million sale of 32.5 percent interest in the real estate company La Villata S.p.A. to a financial investor.

Angelini's sale of few products marketed under registration by Sanofi, 2019
Advised Angelini S.p.A. in connection with a competitive auction for the sale and purchase of the assets related to the products BoxaGrippal tablets 200mg and 400mg, BoxaGrippal suspension and Heumann Teas, marketed or under registration by Sanofi S.A. in Germany and Austria.

FIMER's acquisition of ABB's solar inverter business, 2019
Advised FIMER S.p.A., a leader in the inverter market for the renewable energy, in connection with the acquisition of ABB's solar inverter business.

Nestlé Italiana's sale of a business unit under the Buitoni brand to Pastificio Rana, 2017
Advised Nestlé Italiana S.p.A. in connection with its sale of a business unit dedicated to the production of stuffed pasta and sauces operating under the Buitoni brand and located in Italy (Cuneo) to Pastificio Rana S.p.A.

Mercedes-Benz Italia's sale of Mercedes-Benz Milano, 2017
Advised Mercedes-Benz Italia in connection with the sale of Mercedes-Benz Milano, an Italian company active in the sector of the sale of motor vehicles, spare parts, accessories and related services, to Merbag Holding AG, a Swiss-based leading operator in the automotive sector.

Global Cellnex Italia's acquisition of CommsCon Italia, 2016
Advised Global Cellnex Italia S.r.l., part of the Spanish wireless communications infrastructure leading operator Cellnex Telecom, in connection with its acquisition of CommsCon Italia S.r.l., Italian company specialized in the design and implementation of “small cells” technology solutions.

Speaking Engagements

Ferigo regularly speaks at industry conferences and seminars.

Awards and Recognition

Capital Markets: Equity
Leading Lawyer (Band 1): Chambers & Partners Global/Europe 2021
Hall of Fame: The Legal 500 2021
Highly regarded: IFLR1000 2021

Capital Markets: Debt
Leading Lawyer (Band 4): Chambers & Partners Global/Europe 2021
Leading Individual: The Legal 500 2021
Highly regarded: IFLR1000 2021

Corporate and M&A 
Recommended: The Legal 500 2021
Highly regarded: IFLR1000 2021
Ranked among the 20 most active M&A lawyers in Italy, Mergermarket 2020
Ranked among the most active lawyers for Mid Market and Large deals at the Milano Finanza Legal Awards 2021
Ranked among the top 20 M&A lawyers in Italy, LegalCommunity 2014 and 2015
Leading lawyer (Band 2): Public and Large M&A – Italy – TopLegal

Private Equity
Recommended: The Legal 500 2021