Three firms win roles on €46bn merger between Ray-Ban owner and French lens maker

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Cleary Gottlieb Steen & Hamilton, Italian law firm BonelliErede and French law firm Bredin Prat have secured advisory roles on a merger between Ray-Ban owner Luxottica and rival eyewear company Essilor.

Luxottica is the world’s biggest glasses maker and owns brands such as Oakley and Ray-Ban. Luxottica was founded in 1961 by Leonardo Del Vecchio.

The tie-up between Luxottica and French lens maker Essilor will create a company with a market value of €46bn (£40bn), a potential combined net revenue of €15bn (£13.16bn) and more than 140,000 employees.

Cleary is advising Essilor on the deal with a team led by Paris corporate partner Pierre‑Yves Chabert. The team also includes Rome M&A partner Giuseppe Scassellati Sforzolini, Paris-based capital markets partner John Brinitzer, Brussels competition partner Francois-Charles Laprevote and Paris tax partner Anne-Sophie Coustel.

Essilor is an ophthalmic optics company that designs, manufactures and markets lenses to improve and protect eyesight.

The transaction sees Delfin, which is a Luxembourg-based holding company owned by the Del Vecchio Family, contribute its entire stake in Luxottica – approximately 62% – to Essilor in return for newly issued Essilor shares. The newly created company will be called EssilorLuxottica.

Delfin is being advised by BonelliErede, which has approximately 350 lawyers working throughout Italy, Brussels, London and Africa. Corporate and M&A work is being handled by founding partner Sergio Erede and partner Stefano Cacchi Pessani. Partner Claudio Tesauro is advising on competition matters and partners Andrea Manzitti and Stefano Brunello are advising on tax matters.

French law firm Bredin Prat is also advising Delfin on the deal. The law firm has 165 lawyers in Paris and Brussels and specialises in corporate, M&A, litigation and arbitration. Partners Sebastien Prat and Florence Haas are leading the firm’s team on the deal.

Del Vecchio, chairman of Delfin and executive chairman of Luxottica, said: “With this agreement, my dream to create a major global player in the eyewear industry, fully integrated and excellent in all its parts, comes finally true. It was some time now that we knew that this was the right solution but only today are there the right conditions to make it possible.”

Cleary recently won a role advising on a deal that saw Banco Santander buy back a 50% stake in its asset management unit from US buyout houses Warburg Pincus and General Atlantic. Slaughter and May and Uria Menendez also won roles on the transaction.

The deal gives Santander full control of its asset management division, which has €170bn (£145bn) of assets under management and generates €1.1bn (£938m) of fee income.

Cleary advised Warburg Pincus and General Atlantic. Slaughters and its Spanish best friend firm Uria acted for Banco Santander.