Advisors Involved in BF’s Acquisition of F.lli Martini

Herbert Smith Freehills Kramer, Advest, La Trust Company, Esiodo Società tra Avvocati, PwC Legal STA, GA‑Alliance and Chiomenti advised the selling shareholders, the purchaser BF International Best Fields Best Food Limited (BFI) and its parent B.F., Origine SGR on behalf of Origine Growth PE, and the lending banks in connection with the acquisition of F.lli Martini & C. The transaction saw BFI, a company controlled by B.F., complete the acquisition of F.lli Martini & C. through Sunflower, a vehicle controlled by Feed2Food Holding, itself controlled by BFI. The total consideration of €220 million was funded by a structure combining a €20 million reinvestment by certain sellers, a €10 million vendor loan from other sellers, €80 million of bank financing and a €110 million capital increase of Feed2Food Holding. The capital increase was subscribed for €50 million by BFI, €20 million by B.F. and €40 million through a convertible bond issued to a vehicle wholly owned by Origine SGR on behalf of the Origine Growth PE fund. Origine Growth PE’s investment was made through a dedicated financial instrument that, subject to the fulfilment of certain suspensive conditions and completion of customary activities for transactions of this nature, will permit the fund to acquire a minority stake in BF International. With completion of the acquisition, the BF Group strengthens its presence in the animal protein sector as part of an industrial plan focused on technological innovation, animal welfare and environmental sustainability. Herbert Smith Freehills Kramer represented the selling shareholders and the re‑investing sellers, and also participated in the acquirer's financing team, with a team composed by: partner Augusto Santoro and senior associate Cesare Saputo. Advest represented the selling shareholders as financial and tax advisor and also assisted the purchaser on financing, with a team coordinated by partners Pietro Boiardi, Giulio Saporito and Umberto Volontè. La Trust Company acted as strategic advisor to the selling shareholders. Esiodo Società tra Avvocati represented BFI in the acquisition with a team composed by: partner Marco Moretti, senior associate Piera Silvestri and associates Ilaria Rinaldo, Fausta Pasanisi and Francesco Toni. PwC Legal STA represented Origine SGR with a team composed by: partner Federico Loizzo, director Antonella Barbato and senior associate Mario Pietro Cascavilla for M&A matters; and partner Raul Ricozzi and senior manager Assia Andriani for financing‑related matters. GA‑Alliance represented the purchaser on the financing with an integrated Milan and London team led by partner Angelo Alfonso Speranza and coordinated by counsel Paola Sepe, with Milan participants lawyer Mario Emanuele Panu and Ms. Francesca Cattaneo, and London participants partner Luisa Bossi and associates Francesco Pizzal and Luca Ottiero; Herbert Smith Freehills Kramer also took part in the financing team. Chiomenti represented the lending banks with a team led by partner Davide D’Affronto and composed by counsel Fabrizio Nebuloni, associate Filippo Neri and junior associate Tancredi Falcone.

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Advisors Involved in BF’s Acquisition of F.lli Martini

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Advisors Involved in BF’s Acquisition of F.lli Martini

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