Firm / Organisation

CP-DL Capolino Perlingieri & Leone

Current View:

This content is provided by CP-DL Capolino Perlingieri & Leone.

Milan Managing Partners: Giancarlo Capolino-Perlingieri; Dante Leone
Number of partners: 5
Number of lawyers: 15
Languages: English, French, German, Italian

Firm Overview:
CP-DL Capolino-Perlingieri & Leone is a boutique-law firm highly focused on private equity. The firm assists (i) Italian and international fund managers on all aspects of their investments in Italy (mainly mid-market acquisitions), from deal structuring (including the financing of leveraged buy-out transactions) to the implementation of the exit strategy, (ii) fund sponsors or investors in the fund raising process (advice to sponsors includes structuring of investment funds and regulatory matters), (iii) institutional and family office investors in their investments in PE and VC funds and (iv) managers of venture capital portfolio companies in their fund-raising and growth needs. Originally founded in 2006 in Italy, CP-DL Capolino-Perlingieri & Leone has been expanding its practice to include other EEA jurisdictions through its office in Switzerland and is now competing with established and internationally recognized law firms in the private equity practice.

Main Areas of Practice:

Corporate/Private Equity M&A:
Assisting international clients in all corporate extraordinary transactions, including leveraged buy-outs, public-to-private deals and equity financing, ongoing corporate matters, structure of governance assets, regulatory and antitrust requirements and technology transfer connected issues. Examples of Recent Assignments Include:
■ Advising an Italian foundation active in clinical research aimed at developing therapies for selected diseases (mainly rare/genetic diseases) in the structuring of a joint-venture with a private equity fund, whereby the Italian foundation shall act as exclusive advisor for the scouting of eligible investments by the fund. In the context of such joint-venture, the foundation will invest, together with the fund, in newly established vehicles specifically incorporated for the purpose of developing clinical treatments for specific diseases
■ Advising an Italian leading telecommunication company, and certain of its shareholders — leading international private equity funds — in connection with certain transactions aiming at strengthening the (equity and debt) financial resources of the Italian telecommunication company. Advice included the structuring of long term credit facilities and of securities in connection thereto with the European Investment Bank and other Italian lenders, as well as of a loan issued in the form of notes subscribed by US and European institutional investors and listed on the Third Market of the Vienna Stock Exchange, and the drafting and negotiation of the relevant finance and security documents
■ Advising an Italian fintech company, operating in the field of credit rating and registered with ESMA as a Credit Rating Agency, and its shareholders in connection with the tender procedure for selecting prospective investors for the acquisition of a majority participation. Advice included the organization of the sale process, the preparation of the virtual data room and vendor due diligence, as well as the contractual arrangements for the prospective investment
■ Advising an Italian company active in the turnaround business, coinvested by a Swiss-based private equity investor, in negotiating and drafting the relevant agreements in connection with the acquisition of an Italian company active in the production and manufacturing of luxury furniture
■ Assisting the shareholders in a Russian company — operating in the business of cooperating with the representations of the competent Italian public bodies based in Russia to issue the visa documents for giving access to Italy to Russian citizens — in connection with the possible investment by a prominent Europe-based company
■ Assisting the shareholders in an Italian company operating in the business of study and design of hardware and software related to safety systems and in particular biometric scanners, in connection with the drafting and negotiation of the agreements for the sale of 100% of the shares to a global leading company in the business of digital security and the post-closing matters
■ Advising the shareholders in an Italian start-up company operating in the field of genome editing for the cure of genetic/rare diseases, in connection with a seed investment by the first biotech accelerator in Italy, through the subscription of a reserved share capital increase
Key Contact: Giancarlo Capolino-Perlingieri
Tel: +39 02 890 50 320
Email: [email protected]

Funds/Investment Management/Venture Capital:
Assisting international clients in connection with the structuring of European, US and offshore-based investment funds as well as relevant regulatory and corporate matters regarding the management, offering and governance of private equity, venture capital, hedge and other alternative and harmonized funds. Examples of Recent Assignments Include:
■ Advising a group of Swiss private equity managers in connection with the investment activity of its private equity funds of funds, mainly focused on the investment in turnaround private equity funds and single opportunities. Our firm provides comprehensive legal support, including in relation to due diligence, mergers & acquisitions, fund structuring, debt and equity financings, as well as compliance with regulatory requirements throughout the European Union and the United States
■ Advising managers of a US private equity fund in connection with their marketing and placement activities in the European Union and Switzerland
■ Advising VC investors and managers with respect to the organization, fund raising and restructuring of new ventures, in the technology and internet sectors, in several EU jurisdictions as well as in Switzerland
■ Advising family offices and other institutional investors in connection with new VC investments, including with respect to terms, governance and type of appropriate investment instruments
■ Advising VC managers in connection with joint ventures and other strategic alliances, new rounds of financing and other extraordinary debt and equity transactions
■ Advising a prominent Swiss family office that invests globally in innovative and high growth companies in connection with its investments in a number of EU, US and Asian private equity funds as well as with the restructuring of certain of the aforementioned investments. Advice included legal due diligence and legal support in the drafting and negotiation of transaction documents, tax and restructuring documentation and other corporate documentation. Additionally, we provided legal services in connection with regulatory matters
■ Advising the above mentioned prominent Swiss family office in connection with the structuring of two newly established Luxembourg-based funds. Advice included the drafting of the governing documents of the newly-established funds and support with respect to various international fund-raising matters and marketing restrictions, including the negotiation with the leading investors in the funds
Key Contact: Dante Leone
Tel: +41 43 508 4988
Email: [email protected]