Leonardo Graffi

Partner, Milan, London

Biography

Overview

CORPORATE M&A AND PRIVATE EQUITY:

Leonardo Graffi is a dual qualified lawyer (Italy and U.S.) and is recognized as a highly regarded corporate and M&A lawyer with extensive knowledge of the private equity sector. He has over 15 years of experience advising clients on the full spectrum of M&A transactions including joint ventures, cross-border and Italian public and private M&A deals.

Leonardo has advised strategic and private equity clients on several acquisitions/disposals of companies and businesses operating in a wide range of sectors, including banking, insurance, automotive, aviation, retail, pharmaceutical and high tech.

He is frequently called upon to work with companies and investment banks, especially in connection with complex, cross-border M&A and securities transactions.

His practice also covers commercial contracts, sanctions and golden power regulations.

Leonardo is recognized as highly regarded in M&A and Private Equity by IFLR1000 2020 and is recognized as a recommended lawyer in Corporate and M&A and Private Equity by The Legal 500 2021. Leonardo is also ranked as an Up and Coming lawyer in Corporate and M&A by Chambers Global/Europe 2021. In 2020 Leonardo was ranked among the 10 most active M&A lawyers of Italy, according to Mergermarket. In 2021 Leonardo 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
New York State Bar
Education
JD
University of Bologna
Italy
LLM
Harvard Law School
MA (Gammon Fellow), United States
Languages
English
Italian
French
Russian

Experience

M&A and Private Equity

BC Partners' acquisition of SOFIMA, 2020
Leonardo 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. White & Case also advised on the financing, capital markets and regulatory aspects of the transaction.

International Game Technology’s sale of Lottomatica to Gamenet, 2020
Leonardo advised International Game Technology PLC in connection with the agreement by its wholly-owned subsidiary Lottomatica Holding S.r.l. to sell 100 percent of the share capital of Lottomatica Videolot Rete S.p.A. and Lottomatica Scommesse S.r.l., to Gamenet Group S.p.A., a subsidiary of funds managed by an affiliate of Apollo Global Management Inc.

Takeda's divestments, 2019 and 2020
Leonardo advised Takeda Pharmaceutical Company Limited in connection with the divestments of select OTC and prescription pharmaceutical products in multiple transactions, including (i) the US$278 million divestment to Celltrion in Asia Pacific, (ii) the US$670 million divestment to Orifarm in Europe, including two manufacturing sites located in Denmark and Poland, (iii) the US$825 million divestment to Hypera Pharma in Brazil, Mexico and certain other Latin American countries, (iv) the US$660 million divestment to STADA in Russia, Georgia, and a number of countries from within the CIS, (v) the US$200 million divestment to Acino in a number of EMEA countries, (vi) the US$562 million divestment to Cheplapharm in Europe and Canada; and (vii) the US$322 million divestment to Hasten Biopharmaceutic Co. Ltd. in China.

CVC's acquisition of the Recordati Group, 2018
Leonardo advised an investment consortium led by CVC Capital Partners in connection with the acquisition from the Recordati family of the holding company that owns a 51.8 percent stake in the Italian pharmaceutical group Recordati and subsequent mandatory tender offer for approximately €3 billion (USD3.5 billion).

Goldman Sachs and Blackstone's investment in Prima Assicurazioni, 2018
Leonardo advised Goldman Sachs and Blackstone Tactical Opportunities in connection with their investment in Prima Assicurazioni, an online insurance firm specialized in the distribution of automobile insurance policies.

Muzinich's acquisition of Springrowth SGR, 2018
Leonardo advised Muzinich & Co Limited in connection with the purchase of 100 percent of the share capital of Springrowth SGR S.p.A. from its current shareholders.

Cloetta's sale of Cloetta Italia to Katjes International, 2017
Leonardo advised Cloetta in connection with its sale of Cloetta Italia to Katjes International.

Summit Partners' on the acquisition of DentalPro by BC Partners, 2017
Leonardo advised private equity fund Summit Partners and its portfolio company DentalPro in connection with the agreement for the acquisition of DentalPro by private equity fund BC Partners.

Infracapital and InfraVia's acquisition of Gruppo Investimenti Portuali, 2017
Leonardo advised Infracapital and InfraVia Capital Partners in connection with the acquisition of Gruppo Investimenti Portuali S.p.A., a leading container port operator in northern Italy holding majority and minority stakes in several container terminal concessions in major Italian ports.

I.M.A. and GIMA's acquisition of Komax Systems Rockford and Komax Systems Malaysia, 2016
Leonardo advised I.M.A. - Industria Macchine Automatiche and its subsidiary GIMA in connection with the acquisition of 100% of Komax Systems Rockford and 76% of Komax Systems Malaysia, companies based in Switzerland, the United States and Malaysia.

Cellnex Italia's acquisition of CommsCon Italia, 2016
Leonardo advised Cellnex Italia S.r.l., part of the Spanish group Cellnex Telecom - European telecoms and wireless communications infrastructure leading operator -, in connection with the acquisition of CommsCon Italia S.r.l., Italian company specialized in the design and implementation of GSM and UMTS.

Huvepharma's acquisition of a Sanofi's business unit, 2016
Leonardo advised Huvepharma in connection with the acquisition of a business unit of the French multinational pharmaceutical company Sanofi S.A.

De'Longhi Industrial's sale of DeLclima to Mitsubishi, 2015
Leonardo advised De'Longhi Industrial S.A. in connection with the €508 million sale of 74.97 percent of the share capital of DeLclima S.p.A., a listed Italian company active in the manufacturing and sale of chillers and heat pumps, to Mitsubishi Electric Corporation.

Publications

Inadempimenti e vizi di conformità nel diritto della vendita internazionale, Contratto e Impresa/ Europa, p. 345., 2013

La Special Purpose Acquisition Company, Giurisprudenza commerciale, vol. III, pp. 445-463., 2010

Spunti in tema di costituzione di fondi di private equity e attività di fund raising nell'ordinamento giuridico statunitense, Contratto e impresa/ Europa, p. 1041 ss., 2008

Securing Harmonized Effects of Arbitration Agreements Under the New York Convention, in Houston Journal of International Law 2006, Houston Journal of International Law, p. 663 ss.

Case Law on the Concept of "Fundamental Breach" in the Vienna Sales Convention, Revue de droit des affaires internationales / International Business Law Journal, pp. 338-349., 2003

Awards and Recognition

Corporate and M&A
Leading Individual: The Legal 500 2021
Up and Coming: Chambers & Partners Europe/Global 2021
Highly Regarded: IFLR1000 2020
Ranked among the 10 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

Private Equity
Recommended: The Legal 500 2021
Highly Regarded: IFLR1000 2020