Shearman & Sterling Represents Morgan Stanley Principal Investments and Morgan Stanley Real Estate Special Situations Fund in Sale of Minority Interest in KOS S.p.A

Shearman & Sterling represented GSS III Iceberg B.V., a company jointly owned by Morgan Stanley Principal Investments Netherlands B.V. and Morgan Stanley Real Estate Special Situations Fund III, L.P. (Iceberg), in its sale of its entire equity interest in KOS S.p.A. (KOS), a company controlled by CIR – Compagnie Industriali Riunite S.p.A. (CIR), to Alf Participations 2 S.à.r.l. (Alf), an affiliate of AXA Investment Managers Private Equity Europe S.A., in the context of a broader transaction whereby Alf acquired 41.1% of KOS.

KOS (formerly HSS) is the parent company of a leading healthcare group in Italy, operating in the healthcare and social services sector. KOS is organized into three business areas: nursing homes, rehabilitation and hospital management. KOS manages 60 facilities in central and northern Italy, for a total of 5,600 beds, plus approximately 400 under construction, which provide rehabilitation services and assistance to the elderly.

CIR, established in 1976, is a holding company listed on the Italian Stock Exchange, of a leading Italian industrial group active in the energy (Sorgenia), media (Espresso), automotive components (Sogefi), healthcare (KOS), and financial investments sectors. CIR is controlled by COFIDE – Gruppo De Benedetti, the holding company in which Carlo De Benedetti and his sons Rodolfo, Marco, and Edoardo hold a 52% stake.

Principal M&A attorneys involved in the transaction were partner Domenico Fanuele (Rome-Capital Markets/Mergers & Acquisitions) and associate Andrea De Pieri (Milan-Capital Markets/Mergers & Acquisitions). Other Shearman & Sterling attorneys involved in the transaction were partner Tobia Croff (Milan-Capital Markets/Mergers & Acquisitions), associates Marzio Ciani (Rome-Capital Markets) and Emanuele Trucco (Milan-Capital Markets/Mergers & Acquisitions) and international trainees Marco Barbi (Milan-Mergers & Acquisitions), Giorgio Ignazzi (Rome-Capital Markets) and Giulia Pecce (Rome-Capital Markets).

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