M&A Science
Cross-Border M&A: How to Do Deals in Italy with Mauro Sambati and Donato Romano
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Mauro Sambati, Partner – Gianni & Origoni
Donato Romano, Partner – Gianni & Origoni
In 2022, the Italian government ordered a 2018 deal undone. A Hong Kong company owned by a Chinese conglomerate had bought 75% of an Italian drone maker without complying with Italy's Golden Power rules, and the shares went back to the original seller.
Mauro Sambati and Donato Romano, partners at Gianni & Origoni, explain what foreign buyers need to get right in Italy. They cover how Golden Power reviews now stack on top of EU merger control, and why clearance belongs in the SPA as a condition precedent instead of a post-closing filing. They also explain why lockbox structures now rival closing accounts, why Italian earnouts stay simple and short, and how strict labor rules shape any restructuring plan. Plus: how Japanese, Korean, UK and US buyers negotiate differently, and why time spent building trust with founders is time invested.
Mauro's point about running regulatory analysis alongside financial and legal diligence, and Donato's about putting the Golden Power filing on the transaction checklist, describe the problem DealRoom Diligence was built for. Every request, owner and finding sits in one place, so a regulatory filing doesn't get lost between workstreams. Reduce your due diligence time by 50% by centralizing your diligence process. Click here to learn more.