Paola Leocani

Partner

Milan

T +39 02 7250 5570
M +39 347 4410 318
paola.leocani@simmons-simmons.com

General Experience

Paola heads the Debt Capital Markets group in the Milan office. She has almost 20 years’ experience in advising Italian and international clients on securities transactions and regulatory matters with a particular focus on debuts, and first-in-kind transactions. This has led her to advise numerous Italian issuers on their debuts on the Eurobond market as well as on the Italian retail market, on several pilot deals such as recently the first Project Bond issued by an Italian Corporate Issuer (Autostrade Brescia Padova), and the first Project Bond issued in the water sector (Metropolitane Milanesi), as well as the first and only Equity Linked issued in Italy (ENI).

She regularly advises on high profile cross-border liability management transactions, having assisted offerors and dealer managers in hundreds of transactions. Her representative deals in this area include transactions involving SNAM, Pirelli, Autostrade per l’Italia - Atlantia, Kedrion, Piaggio, Intesa Sanpaolo, Mediobanca, Barclays, Credit Suisse, Banca Popolare di Vicenza, Banco Popolare, Banca Popolare dell'Emilia Romagna, General Motors, Bank of Ireland, Anglo Irish Bank, RBS, Iberdrola, B.A.T., the Greek Republic and the Republic of Argentina.

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Recent Work
  • represented Banca IMI S.p.A., as Lead Manager, in connection with the issuance by Metropolitane Milanesi S.p.A. of €100m 3.15% Senior Secured Amortizing Fixed Rate Notes due 2035, to qualified investors outside the United States, including intercreditor arrangements and the sharing of security with the European Investment Bank. The first Project Bond in the water sector launched in Italy
  • represented Banca IMI, as Lead Manager, in connection with the issuance by utility company Quadrifoglio S.p.A. of €50m 2.70% notes due 2024 addressed to qualified investors outside the US. The notes are listed on the Irish Stock Exchange
  • represented the arrangers and the dealers on the update of 2017 2i Rete Gas €3.5bn EMTN Programme
  • represented BNP Paribas, Monte dei Paschi di Siena Capital Services as dealers, Banca Aletti and ICCREA Banca as co-dealers, in connection with the issuance by the Republic of Italy of approximately €5,2bn BTP Italia bonds
  • represented Banca IMI, as lead manager, in connection with the offer addressed to retail investors in Italy of USD 447,568,000m Notes issued by the International Bank for Reconstruction and Development (part of the World Bank group).
Prior to joining Simmons & Simmons in October 2016
  • represented ENI on the 2016 update and upsize of its €20bn EMTN Programme, and several issuances under the Programme
  • represented the arranger and the dealers on the establishment, and several issuances under SNAM the Programme, as well as on the 2016 update. The establishment of the programme was awarded "Best debut corporate bond issuer" by Euroweek - Bond Award
  • represented BNP Paribas, Citigroup, Goldman Sachs International, J.P. Morgan and Société Générale as solicitation agents in the context of SNAM consent solicitation. This is the first Liability management exercise in which a single meeting for different series of notes has been utilized in Italy
  • represented the dealers and co-dealers on the issuances by the Republic of Italy of BTP Italia bonds linked to Italian inflation, including the fifth and the seventh BTP issuances, which are the largest ever debt offerings in Europe to date
  • represented ENI in connection with the issue of €400m non-dilutive equity-linked bonds (i.e. not giving any rights to the holders of the bonds on shares of ENI). The transaction represented the first equity-linked synthetic bond deal launched in Italy
  • represented Pirelli in its three consent solicitations carried out in 2015 and 2016 aimed at amending terms and conditions of certain series of notes issued by companies of the Pirelli group. The 2015 consent solicitation has been awarded as Finance Deal of the Year by IFLR
  • represented the joint lead managers on the issuance by Autostrada Brescia Verona Vicenza Padova of €600m senior secured notes. This deal is the first project bond issued by an Italian company
  • represented Banca IMI, Unicredit and BNP Paribas as lead managers on the €1.5bn inaugural retail bond issued by Cassa Depositi e Prestiti, a joint-stock company under the control of the Republic of Italy.
Focus Areas
  • retail debt and derivative securities offerings and listings carried out on the basis of prospectuses approved by CONSOB (the Italian securities regulator) or approved by foreign competent authorities and passported into Italy
  • Eurobonds, including establishment and update of EMTN Programmes, Standalone Issuances, European Private Placements, Covenanted Eurobonds and Project Bonds
  • Liability Management Transactions (i.e. tender and exchange offers, consent solicitations carried out on the basis of both international or domestic documentation)
  • regulatory matters
  • equity capital markets deals, including IPOs, recapitalizations, rights issues, convertible and exchangeable bonds, equity linked, block trades and privatizations.
Background

Before joining Simmons & Simmons in 2016 Paola worked in the capital markets department at top international law firms.

She is regularly ranked as a band 1 and leading individual by major legal directories including The Legal 500, and Chambers Global which reported that Paola is "an excellent capital markets lawyer," say clients, who explain: "She handles matters perfectly, she's reliable, extremely knowledgeable and fully dedicated to clients." “and “she handles a variety of matters including retail bond issues and liability management transactions” andis an excellent debt capital markets lawyer. She is noted for being a "leading lawyer" and "good at finding solutions", is “excellent on the theoretical side but also has practical experience in dealing with the topic,” and “regularly advises on high-profile mandates” and that “she is pretty much leading the market”. She is ranked in band 1, as “Standout”, in the Most Innovative Law Firms in Finance category (FT Innovative Lawyers 2013/2014). Paola received the “Special Jury Prize Award for Innovation” by Italian benchmark publication, LegalCommunity.

Simmons and Simmons, has been Awarded Debt Capital Markets Law Firm of the Year in Italy at the Legalcommunity Finance Awards 2017.

Paola regularly consults with key players in the Italian market, including the Italian Stock Exchange, the Italian Securities and Exchange Commission (CONSOB), the Bank of Italy, the Italian Government and a range of influential industry associations. She had an important role in the process that brought the approval of crucial capital markets reforms, such as those allowing unlisted companies to issue bonds directly through a favourable corporate and tax regime.

Paola has been the only legal practitioner promoting the reform of liability management transactions in Italy, and has been involved in the preparation of the CONSOB Issuers Regulation regarding these transactions.