Some case history by De Luca & Partners
Object
Legal Assistence to a leading client in the sale of online coupons for all the employment aspects following the acquisition of the client by a leading company in the Gift Card market.
Summary of matter
The client was purchased entirely by a company leader in Italy in the Gift Card market. The intervention of our firm was requested, on the one hand, to manage 70% of the transfer of individual employment contracts from the client to the company and, on the other, to manage the termination of employment relationships with the remaining employees. In particular, the termination of employment relationships has been implemented through collective redundancy procedures. Our firm played a central role in the choice of the types of operations to be carried out as well as in the timing of their implementation.
Object
Legal Assistence to a global investment firm specializing in mergers, acquisitions and management of companies in a wide range of business markets both during the due diligence phase and after the acquisition of a global target Group.
Summary of matter
The law firm assisted the client within the acquisition of a target Group. In particular, our firm analyzed all the labor issues related to all the companies of the target Group providing the client with all the necessary assistance during the due diligence phase either after the acquisition. In detail, the firm assisted the client during the due diligence phase, analysing all the employment contracts, the service agreements in place, the key employees’ contracts as well as all the MBO and LTI plans applicable to the employees involved into the transaction. The firm contributed also to the draft of the SPA and to the relevant execution. Once that the transaction has been executed, the Firm assisted the client managing all the employment aspects, with reference to the key employees’ contracts as well as to the implementation of the new MBO and LTI plans.
Object
The Firm assisted an international group – with 80 years of experience, in research, development, production and marketing of medical products for specific sectors – in the exclusive distribution operation leading to the acquisition of the Target company.
Summary of matter
This case involved analysing and conducting due diligence on all agency and distribution agreements entered into with the target, as well as on employment relationships with employees.
Object
The Firm assisted a Company belonging to an international Group operating in the luxury forniture sector in the reorganisation of several company divisions, implementing actions aimed at rationalising activities and professional profiles.
Summary of matter
The Firm prepared a feasibility study on the foregoing operation, defining timescales, identifying risk areas and possible solutions to be implemented to reduce the impact of the rationalisation of resources and activities for both the client Company and the workers. In that case, the Firm also prepared letters to initiate the procedure set out in art. 7 of Law No. 604/66 and conducted negotiations with the lawyers of the workers affected by the reorganisation with a view to securing a friendly settlement of possible disputes, also assisting and representing the Company before the ministerial bodies concerned.
Object
Our firm has assisted one of the main electricity suppliers in Italy in the acquisition of 70% of the share capital of the Target Company.
Summary of matter
Thus, the transaction led to acquiring the exclusive control of the Company and consolidates its position in energy services. Our law firm was assigned the task to provide support in the aforementioned acquisition, performing accurate Due Diligence about the Target Company in order to assess the critical elements and risks associated to said transaction and establish the strategic guidelines of the restructuring plan that will take place upon completion of the acquisition.