In a May 2 2017 decree the Ministry for Economic Development started the extraordinary administration procedure for Alitalia pursuant to Law 39/2004 and appointed Luigi Gubitosi, Stefano Paleari and Enrico Laghi as commissioners to lead the company throughout the procedure. The main purpose of the extraordinary administration is to implement a recovery plan meant to preserve existing employment levels through the following alternative strategies:
- the company's financial restructuring;
- the sale of the business as a whole, implying the continuation of the activity; or
- the sale of the business, assets and contracts part by part with the continuation of its activity as well.
Concurrently, with Decree-Law 55/2017 the government granted Alitalia a €600 million loan at a market interest rate to be repaid within six months. The loan will be used to meet Alitalia's daily financial needs and guarantee the continuation of flight operations during the implementation of a recovery plan that will likely result in the commissioners selling the airline.
As a first step of this process, on May 17 2017 the commissioners published a call for expressions of interest from prospective bidders that complied with financial and honourability requirements to be eligible for the acquisition of Alitalia's business. A further requirement to be considered was the nationality of the potential buyer, as according to EU Regulation 1008/2008 more than 50% of an EU-licensed air carrier must be owned by EU nationals.
The same nationals must also have effective control of the company, which is usually deemed to be the means to make key management decisions. Therefore, non-EU entities that wished to invest in Alitalia could not own a stake exceeding 49.9% of the airline's entire share capital of the airline, nor exercise an effective control over its business.
The timeframe to submit expressions of interest expired on June 5 2017 and, based on unofficial information reported in the media, the commissioners have received more than 30 expressions of interest – either for the entire aviation business or a portion thereof (eg, specific aircraft, contracts and slots). According to rumours inside the air transport industry, the prospective bidders may include major international airlines which are competitors of the target company, including Delta Air Lines, Air France, British Airways, Turkish Airlines, Air China and Ryanair, in addition to private equity firms, such as TPG, Cerberus and Indigo Partners.
Following a detailed evaluation of the various expressions of interest – with a focus on the economic offer and proposed preservation of employment levels – the commissioners have selected 15 entities which are eligible to participate in the second phase of the sale process. Accordingly, from June 26 to July 21 2017, the selected entities will be granted access to a data room of Alitalia in order to carry out the necessary due diligence and decide whether to submit a non-binding offer. The data room contains no sensitive and confidential information that could bring undue advantages to Alitalia's competitors.
The non-binding offers must be delivered within the conclusion of the due diligence process (July 21 2017). Thereafter, the commissioners will decide which recovery plan will be best for the extraordinary administration of Alitalia among the abovementioned options (ie, financial restructuring or the sale of the business as a whole or part by part). Should the commissioners decide to sell the company, the collection of binding offers is expected to take place in October 2017.
This article was first published by the International Law Office, a premium online legal update service for major companies and law firms worldwide. Register for a free subscription.
For further information on this topic please contact Laura Pierallini at Studio Legale Pierallini e Associati by telephone (+39 06 88 41 713) or email ([email protected]). The Studio Legale Pierallini e Associati website can be accessed at www.studiopierallini.it.
