DLA Piper, Latham & Watkins and Legal Business Euro Elite leader Gianni, Origoni, Grippo, Cappelli & Partners all picked up mandates as Italian infrastructure company Atlantia launched a €16.3bn bid to acquire its Spanish rival Abertis.
The offer comprised an all-cash bid that values Abertis at €16.50 per share or a share alternative structure. The merger will be the largest foreign acquisition by an Italian company since utility company Enel bought Spain’s Endesa in 2007 and would create the world’s biggest operator of toll roads.
DLA and Gianni Origoni advised Atlantia as Spanish and international legal advisers respectively, while Latham advised the lending banks, BNP Paribas, Intesa Sanpaolo and UniCredit.
Credit Suisse and Mediobanca are acting as financial advisers to Atlantia, while Goldman Sachs also provided Atlantia with extra opinion on the fairness of the consideration from a financial point of view. Abertis did not have a legal adviser at the time of writing, as the ‘friendly’ takeover bid is still being debated among its shareholders, notably its main investor CriteriaCaixa.
The DLA team was led by corporate partner Iñigo Gomez-Jordana, who has acted for Atlantia since 2007, including on its takeover of Spanish company Itínere Infraestructuras’ infrastructure assets in 2008. Gianni Origoni’s team on the deal was led by corporate and founding partner Francesco Gianni.
The merger would help to tackle the key weakness of both Atlantia and Abertis, which is a concentration of assets in their respective markets.
Gomez-Jordana said: ‘This deal is a reflection of the market conditions today and increasing pressure from the large infrastructure groups, which are also looking to merge, but also large private equity funds investing in this space.’
In the past, Abertis has been advised by firms including Clifford Chance (CC), Freshfields Bruckhaus Deringer and Ashurst. CC advised on the company’s disposal of part of its airport portfolio in 2015, while Ashurst advised on a €495m investment in its Chilean toll road business, as well as Abertis’ €948m acquisition of the 50% interest in Chile’s Autopista Central toll road last year.
According to a recent report from alternative assets industry data provider Preqin, private investment in infrastructure assets soared last year to a record $413bn, as fierce competition for roads, airports, ports and power plants pushed prices higher. Although the total deal value rose from $362bn to $413bn in 2016, the volume of deals held steady at 1,772, showing that there is still a surplus of money chasing too few projects.
georgiana.tudor@legalease.co.uk