Milbank LLP has advised the initial purchasers on the recently completed €1.28 billion debut bond offering by So.Fi.M.A. Società Finanziaria Macchine Automatiche S.p.A. (“SOFIMA”) in connection with its public-to-private takeover bid for I.M.A. Industria Macchine Automatiche S.p.A (“IMA”), a global leader in the design and assembly of complex automated machinery for the product filling and primary packaging of pharmaceuticals, cosmetics, tea, coffee, other food products and tobacco. SOFIMA is controlled by funds advised by BC Partners LLP and the Vacchi Family.
SOFIMA issued €830 million aggregate principal amount of 3.75% Senior Secured Fixed Rate Notes due 2028 and €450 million aggregate principal amount of Senior Secured Floating Rate Notes due 2028. The proceeds of the offering (some of which have been placed in escrow subject to the satisfaction of certain conditions) will be used to repay amounts outstanding under SOFIMA’s bridge facility, fund the purchase of IMA shares (including pursuant to the takeover offer), repay certain existing indebtedness of IMA, repay certain fees and expenses and fund certain working capital needs and cash on the balance sheet. The offering closed on December 29, 2020.
Milbank also advised the lead arrangers and lenders in providing committed bank and bridge financing to support the mandatory tender offer (“MTO”), as announced earlier this year.
This transaction adds to Milbank’s bank and bond track record in Italy, which has recently included the financing of doValue’s acquisition of FPS, Bain Capital’s acquisition of Fedrigoni and follow-on acquisitions, Carlyle’s acquisition of Forgital, Carlyle’s and Investindustrial’s acquisition of the International Design Group, Bain Capital’s acquisition of Italmatch and follow-on acquisitions and the acquisition of Pasticceria Bindi S.p.A. by Forno d’Asolo S.p.A. (a BC Partners portfolio company), as well as Unifrutti’s debut bond offering and the recent issuance of senior secured notes by the Pro-Gest Group to Carlyle Global Credit.
The Milbank team included European Leveraged Finance/Capital Markets partners Apostolos Gkoutzinis, Suhrud Mehta, Alexandra Grant and Randy Nahlé, associates Varun Natteri Mangadu, Danielle Brown, Francesca Mosely and Andrea Sorace, trainee solicitor Eugenia Lau and law clerk Kristian Sutt. The team also included New York Tax partner Andrew Walker and associate Samantha Rocco as well as London Tax associates James Seddon, Steve Quinn and Cosmos Fung.