Gianni & Origoni, Pedersoli Studio Legale, Shearman & Sterling, King & Wood Mallesons (KWM) and Linklaters advised luxury yacht maker Ferretti Group on its dual listing on the Euronext Milan, raising EUR265 million (USD288.4 million).
The IPO marks the first Hong Kong-listed company to achieve a dual listing in Italy as Ferretti Group finished its initial listing in Hong Kong more than a year ago, raising HKD1.91 billion.
Although Ferretti International Holding, a subsidiary of China’s state-owned Weichai Group and the majority shareholder of Ferretti Group, reduced its stake in the listing by up to 28.75% to promote share liquidity on the Euronext Milan, the company still maintains its role as the largest shareholder of Ferretti Group.
Gianni & Origoni acted for the Ferretti Group, led by a co-founding partner Francesco Gianni, New York-based managing partner Fabio Ilacqua and partner Mariasole Conticelli.
Shearman & Sterling advised Ferretti Group on its ordinary shares trading on the Euronext Milan and concurrent secondary institutional offering. Its team included capital markets partners Emanuele Trucco, Pawel Szaja and Tobia Croff.
KWM advised Ferretti Group and Ferretti International Holding on Hong Kong law, led by Candy Chan, the lead partner of the equity capital markets practice in the city’s office. The firm’s Hong Kong-based banking and finance practice partner Minny Siu and its broader financial regulatory team counselled the Hong Kong Securities and Clearing Company and Computershare.
Xu Ping, KWM’s partner and head of corporate practice from the Beijing office, acted as Weichai’s PRC counsel.
Goldman Sachs, JP Morgan and UniCredit acted as joint global co-ordinators and joint bookrunners on the deal. Equita and Berenberg were also joint bookrunners.
Linklaters provided legal advice to the joint global co-ordinators and joint bookrunners. Capital markets partner Ugo Orsini led the team, with support from capital markets partners Luis Roth and Lipton Li, antitrust and foreign investment partner Lucio D’Amario, corporate partners Alex Bidlake and Donnelly Chan, financial regulation partner Carl Fernandes and tax partner Michelle Lo.
Pedersoli Studio Legale’s partners Andrea de’ Mozzi and Ascanio Cibrario handled the tax issues on the deal.
Italy and the EU have implemented a share dematerialisation regime unlike Hong Kong, which required the intermediaries to co-ordinate the Hong Kong and Italian stakeholders and regulators.
The transaction finally solved the challenge of the different stages of stock dematerialisation reforms in Europe and Hong Kong. It created the first case of a Hong Kong stock dematerialisation, and ensured cross-border settlement through the analysis of securities trading, clearing and settlement protocols in the Hong Kong and EU markets.