Isoclima S.p.A.’s Unitranche Financing

Ashurst assisted Barings, as arranger and underwriter, and Molinari Agostinelli and Mayer Brown advised Isoclima. White & Case advised Crédit Agricole FriulAdria as lender on the financing.

Barings and its affiliates acted as underwriters of unitranche notes issued by Isoclima S.p.A., an Italian company majority-owned by private equity firm Stirling Square Capital Partners, to finance the acquisition of production plants and other assets in the US.

The proceeds of the initial notes have also been used to refinance certain financial indebtedness of the issuer, while future taps will support further acquisitions and investments. Upon issuance, the notes have been admitted to trading on the Vienna Stock Exchange.

BNY Mellon acted as paying agent, notes trustee, and security agent in respect of the notes, while Crédit Agricole Friuladria provided a super senior revolving credit facility to Isoclima.

Crédit Agricole FriulAdria acted as lender on the extension of a super senior revolving credit facility entered into by Isoclima to finance its working capital needs.

Isoclima is a global leader in the production of high-performance glass and transparent solutions, with production plants in Europe, Mexico and the US. The recent acquisitions are aimed at strengthening Isoclima’s position in the field of ballistic transparencies, as well as expanding into a new market segment and establishing local production capabilities in a region that is key to achieving the group’s growth targets.

The Ashurst cross-border team was led by Milan banking partner Mario Lisanti (Picture), supported by Luca Chieffo (counsel). Milan-based tax partner Michele Milanese advised Barings on the Italian tax aspects of the transaction. English law advice was provided by a Madrid-based team composed of Nick Pawson (partner), Sam Tetlow (senior associate), and Fátima Nieto (associate), while US law advice was provided by a NY-based team composed of Michael Neary (partner), Matt Haist (counsel), and Nathan Huynh (associate), as well as by London-based US securities partner Jeffrey Johnson. Banking partner Fabien Debroise advised on the Luxembourg aspects of the deal, supported by Anna Kozakiewicz (associate).

A separate Ashurst team, led by London-based partner Malcolm Charles and Milan-based counsel Annalisa Santini, advised BNY Mellon.

The White & Case team in Milan that advised on the transaction consisted of partners Iacopo Canino and Gianluca Fanti together with associate Stefano Bellani and lawyer Angelo Salis.

Molinari Agostinelli’s team was coordinated by partner Marco Leonardi (in the photo in the center), supported by associates Giorgia Gentilini and Alessandro Pallavicini.

Mayer Brown advised Isoclima for the aspects of English and American law, with cross border teams led by finance partner Robert Flanigan, corporate partner Phil Brandes and tax partner Jason Bazar, while KPMG, with country head and deal advisory m & a tax Stefano Cervo, supported by the m & a and international tax manager Enrico Spinelli, provided assistance to Isoclima in relation to the Italian tax aspects of the transaction. Debt advisor of the operation was Fineurop with a team consisting of Umberto Zanuso, Francesco Panizza and Michela Agostini.

Involved fees earner: Malcolm Charles – Ashurst; Luca Maria Chieffo – Ashurst; Fabien Debroise – Ashurst; Matthew Haist – Ashurst; Nathan Huynh – Ashurst; Jeffrey Johnson – Ashurst; Anna Kozakiewicz – Ashurst; Mario Lisanti – Ashurst; Michele Milanese – Ashurst; Michael Neary – Ashurst; Nick Pawson – Ashurst; Annalisa Santini – Ashurst; Sam Tetlow – Ashurst; Stefano Cervo – KPMG; Jason Bazar – Mayer Brown; Philip Brandes – Mayer Brown; Robert Flanigan – Mayer Brown; Giorgia Gentilini – Molinari Agostinelli; Marco Leonardi – Molinari Agostinelli; Alessandro Pallavicini – Molinari Agostinelli; Stefano Bellani – White & Case; Iacopo Canino – White & Case; Gianluca Fanti – White & Case; Angelo Salis – White & Case;

Law Firms: Ashurst; KPMG; Mayer Brown; Molinari Agostinelli; White & Case;

Clients: Barings; BNY Mellon; Crédit Agricole Friuladria; Isoclima S.p.A.;