White & Case Advises JP Morgan on Voluntary Tender Offer for All the Ordinary Shares in ASTM by NAF 2

Global law firm White & Case LLP has advised JPMorgan Chase Bank (JP Morgan) on the voluntary tender offer for all the ordinary shares in ASTM S.p.A. by NAF 2 S.p.A. (NAF 2).

The aim of the takeover bid, launched at a price of €25.60 per share for a total maximum consideration of more than €1.7 billion, is the delisting of ASTM. The financing was underwritten by JP Morgan, which has also committed to refinancing ASTM’s existing debt, if necessary. The financing will be syndicated as customary for this kind of transactions.

NAF 2 is a vehicle wholly owned by Nuova Argo Finanziaria S.p.A. which, in turn, is 60 percent controlled by Aurelia S.r.l. (which is owned by the Gavio family) and 40 percent by Mercure Investment S.a.r.l. (Mercure Inverstment). Mercure Investment is wholly owned by Mercure Holding S.c.a. which, in turn, is controlled by the Ardian Infrastructure IV fund. 

The multijurisdictional and multi-practice team that advised JP Morgan was led by partners Michael Immordino (London & Milan) and Iacopo Canino (Milan). The team that advised on the financing transaction was led by partners Iacopo Canino (Milan) and Richard Lloyd (London) together with associates Tiziana Germinario, Francesco Mozzone (both Milan) and Seamus Herrick (London) and lawyer Beatrice Bertuzzi (Milan). White & Case also advised JP Morgan on the Italian, English and US regulatory aspects of the transaction with a multijurisdictional and cross-practice team led by partners Michael Immordino (London & Milan) and Ferigo Foscari (Milan) that also included partner Ingrid York (London) and counsel Nathaniel Crowley (Hong Kong).

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