McDermott Will & Schulte, a global law firm

McDermott Will & Schulte assisted Bending Spoons, a leading technology company headquartered in Milan, as tax advisor in connection with the launch of its initial public offering of ordinary shares and its application to list on the Nasdaq Global Select Market under the ticker symbol “BSP.”

The transaction provides for the offering of a total of 57,971,015 ordinary shares, of which 34,398,640 are being offered by Bending Spoons and 23,572,375 by certain selling shareholders, at a price of $29.00 per share. Bending Spoons and the selling shareholders have also granted an over-allotment option (so-called greenshoe) for the purchase of an additional 8,695,652 ordinary shares at the offering price. Bending Spoons’ market capitalization at the commencement of trading is approximately $20.5 billion and the share offering amounts to a total of $1.68 billion.

Bending Spoons’ IPO represents the largest listing of an Italian company in the United States without the use of a foreign-incorporated holding company and without the use of so-called American Depositary Receipts, certificates issued by U.S. financial institutions representing shares.

McDermott advised Bending Spoons on the tax aspects of the transaction with a cross-border team led by partners Andrea Tempestini and Giuseppe Mazzarella and composed of partner Carlo Maria Paolella, counsel Mauro Pisano and associates Paolo Santamaria and Filippo Trova. The London team included partners Rob Marshall and Alex Jupp, while the US team included partners William R. Pomierski and Richard Call.

The proposed offering represents a strategic step for Bending Spoons, whose main businesses include AOL, Brightcove, Eventbrite, Evernote, Harvest, komoot, Remini, StreamYard, Vimeo and WeTransfer, and marks the company’s planned entry onto the U.S. public markets.

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