T.I.P.

 
 

Activity

Tamburi & Associati offers assistance in:

  1. Acquisition of companies, shareholdings, stakes, corporate affiliates and brands.
  2. Assignments of companies, shareholdings, stakes, corporate affiliates and brands.
  3. Planning and execution of public offerings.
  4. Establishing the opportunity, means, characteristics and timeframes for a stock market listing.
  5. Defining optimal financial and corporate structures for private and public companies.
  6. Privatization and enhancement of public companies.
  7. Assessments, appraisals, fairness opinions, corporate evaluations, shareholdings, corporate affiliates and brands.
  8. Opinions and feasibility studies relating to corporate rationalization, restructuring, integration and investment development projects.
  9. Solutions to shareholding situations where there are differences among the shareholders and/or succession issues.

 

1. Acquisition of companies, shareholdings, stakes, corporate affiliates and brands.

Tamburi & Associati’s work typically involves the following steps:

  • analysis of the specific sector, the asset structure and those aspects that are most critical for success;
  • screening of acquisition possibilities within and outside the defined business sector;
  • analysis of selected target companies from a manufacturing, commercial, economic and financial viewpoint;
  • preparation of a summary of the main features and characteristics of the target companies selected through the initial screening;
  • performing and coordinating the necessary – or useful - due diligence in order obtain complete information of the businesses concerned;
  • preparation of general or specific estimate reports regarding the value of the economic capital of the companies/affiliates/brands selected;
  • initiating contact with the owners of the chosen companies and – in the event of a positive response – starting negotiations;
  • negotiation of the essential terms of the transaction using legal and tax specialists; finalizing the specific contractual terms of the agreements taking account of the findings of the corporate analysis, assessments, due diligence and the expectations of the other party;
  • coordination of all the stages after an agreement has been reached (closing, accounting checks, fulfillment of obligations, etc.).

 

2. Assignments of companies, shareholdings, stakes, company branches and brands

Tamburi & Associati’s work typically involves the following steps:

  • analyzing the competitive situation and defining the essential elements taking into account the market, technology, external events which influence the business and the actions of the main competitors;
  • analysis of the main reasons for the assignment and the related implications in terms of the proposed transaction;
  • analysis of the potentially interested counterparts and verification of the best opportunities likely to be offered by other businesses in the same sector, in related or complementary sectors, and/or by institutional investors, private equity operators, investment funds, and merchant banks;
  • preparing a summary of the main features and characteristics of the business to be sold;
  • initiating contact with selected counterparts in accordance with the client;
  • if necessary, preparing a data room and coordinating the stages of due diligence with respect to documents, systems and all matters concerning the businesses involved in the transaction;
  • initiating negotiations, if the counterparts have shown interest, and preparing the sales contract and all the documentation needed to do all further analyses necessary;
  • coordination of all the stages after an agreement has been reached (closing, accounting checks, fulfillment of obligations, etc.).

 

3. Planning and execution of takeover bids

Tamburi & Associati’s work involves the following steps:

  • assisting the offering company with the preliminary set up of the transaction, necessary timeframes, the related advantages and with the selecting the intermediary and the other professional figures needed to complete the offering;
  • negotiating the commissions and fees related to the transaction;
  • establishing the offering share price in cooperation with the offering company;
  • preparing the offering documentation in cooperation with the other consultants;
  • coordinating the various stages of the transaction and assisting the offering company in the various stages of discussions/verifications, including with the governing authorities.

 

4. Establishing the opportunity, means, characteristics and timeframes for a stock market listing

Tamburi & Associati’s work involves the following steps:

  • assisting company shareholders in analyzing the feasibility and convenience, necessary timeframes, related advantages and in selecting the sponsoring bank, the global coordinator, the specialists and the other figures needed to complete the transaction;
  • assisting in the negotiation of the essential terms of the appointment in order to create the best conditions with respect to cost, quality, completeness of the service and completion times;
  • coordinating the work of legal and tax consultants, independent auditors, sponsoring bank, global coordinator and other persons involved in preparing the prospectus;
  • helping the company and all the other various consultants involved to prepare all the additional informative documentation needed for the purpose of the filing with the Italian Stock Market and CONSOB (the stock market governing authority);
  • assisting the company in assessing the economic and timing proposals made by the global coordinator, as well as establishing with the global coordinator the underwriting structure, the division of responsibilities and shares among the members of the company, their economic incentives, the final scale of the offer, the related timeframes, offers to employees, final allocation of the shares and any activation of the green shoe;
  • helping shareholders negotiate the final offering price with the global coordinator/sponsor.

 

5. Defining optimal financial and corporate structures for private and public companies

  • creation of business and financial plans for obtaining financing, finalizing recapitalization plans and admitting new partners;
  • preparing debt consolidation plans;
  • preparing employee shareholder and stock option plans;
  • identifying minority partners with both industrial and financial standing.

 

6. Privatization and enhancement of public companies

Tamburi & Associati establishes and puts into place privatization plans for industrial and commercial companies, as well as companies operating in public services.

Tamburi & Associati also offers assistance in preparing feasibility studies relating to corporate transformations, dispositions, alliances, integration and attracting investors.

We have set up a databank of companies operating in the public utilities sector, which we constantly and carefully monitor.