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Paolo Zamberletti

Partner
+39.02.3030.291
Fax +39.02.3030.2933

Paulo Zamberletti is a partner of the firm’s Energy Infrastructure and Resources department and is responsible for the firm’s energy practice in Italy. He is based in the Milan office.

Mr. Zamberletti joined K&L Gates in May 2016. Prior to joining the firm, he has worked for more than 7 years as a partner in another major international firm and for 6 years as a senior associate in a London magic-circle firm.

Mr. Zamberletti has over 18 years' experience in M&A, joint venture and other corporate transactions, in drafting and negotiating commercial agreements, in advising clients on regulatory matters and in providing support to litigation teams in connection with a variety of corporate and energy related disputes.

Energy

Mr. Zamberletti has in-depth experience in the energy sector, with particular focus on oil & gas (including LNG), power and renewables.

In this sector, he provides assistance to clients on transactional and commercial matters, and supports litigation teams in connection with energy-related disputes.

His experience includes assistance on the corporate and regulatory aspects of a number of projects for the construction and management of LNG regasification terminals, including the offshore Rovigo regasification terminal, the largest currently in operation in Italy. In this area, he has considerable experience, among others, in drafting the relevant regasification/access code.

He also assists clients in the drafting and negotiation of long-term, take-or-pay LNG and gas sale and purchase agreements, LNG master spot agreements and EFET agreements for the sale and purchase of gas and power, ISDA agreements as well as on various other matters relating to the trading of energy commodities.

Mr. Zamberletti also advises major operators in connection with price review cases under long-term, take-or-pay LNG and gas supply agreements. Assistance on these matters includes giving advice in connection with price review negotiations, drafting of settlement/amendment agreements and providing support to the litigation teams in connection with the relevant arbitration proceedings.

He has deep knowledge of the regulatory framework applicable in the gas and power sector in Italy, and has repeatedly advised clients in connection with appeals against resolutions of the Autorità per l'energia elettrica il gas e il sistema idrico (the Italian energy regulatory authority) on a variety of power and gas trading, storage, balancing, transportation and distribution matters.

Corporate M&A

Mr. Zamberletti routinely advises industrial players, institutional investors and international organizations in a variety of M&A and joint venture transactions and corporate reorganizations. He provides assistance on both domestic and cross-border transactions spanning across a variety of industry sectors, including the energy, manufacturing, financial, health care and record management sectors.

His experience includes advising industrial clients and institutional investors (both domestic and international) in structuring and negotiating M&A transactions in the renewables sector, with particular reference to solar and wind projects, as well as in the oil&gas sector.

Mr. Zamberletti advises a major international organization in its equity investments in financial institutions and small-medium size companies in the Balkans area, East Europe and Turkey.

He also provides to its clients advice and opinions on matters related to corporate law.

Professional Background

Prior to joining K&L Gates, Mr. Zamberletti was a partner, for over 7 years, at another primary international law firm based in Milan, where he was involved, inter alia, in several M&A and joint venture transactions as well as in a variety of energy related projects and transactions.

Prior to this experience, Mr. Zamberletti was a senior associate in a London magic-circle firm, where he worked for 6 years dealing with the same type of transactions.

Additional Information

Mr. Zamberletti has been named among the most reputable corporate lawyers in Italy by the Legal 500 EMEA.

He is the author of several articles on energy matters, with particular reference to the oil & gas sector.

He often speaks at conferences on energy-related matters, including the upcoming tenders for the gas distribution service in Italy.

He co-authored the Italian section of the 2016 Chambers Oil & Gas Global Practice Guide.

Mr. Zamberletti has been for several years a member of the board of examiners of the Conflicts of Law course at the State University of Milan and a contributor to the "Rivista di Diritto Internazionale Privato e Processuale" (Private and Procedural International Law Review).
Energy

Mr. Zamberletti has advised, inter alia:

  • Various primary Italian and international operators in connection with joint venture projects in the gas/LNG sector, including a number of projects for the construction and management of onshore and offshore LNG regasification terminals in Italy (among which the offshore Rovigo terminal, the offshore Livorno terminal and the onshore Priolo terminal)
  • Two major Italian gas operators in various price review processes under long-term gas sale and purchase agreements. The advice included assistance during the related negotiations and arbitration proceedings as well as the drafting of the relevant amendment/settlement agreements
  • Various major Italian gas operators in the negotiation of long-term, take-or-pay LNG and gas sale and purchase agreements, LNG master spot agreements and EFET agreements for the sale and purchase of gas and power as well as ISDA agreements
  • Various Italian gas operators in connection with appeals against resolutions of the Autorità per l'energia elettrica il gas e il sistema idrico (the Italian energy regulatory authority) on a variety of power and gas trading, storage, transportation and distribution matters
  • An Italian gas operator in a litigation before Italian civil courts concerning certain gas transportation contracts for the import of gas from Algeria
  • A major Italian gas operator in a litigation before Italian civil courts concerning an agreement for the supply of natural gas to power plants
  • A listed Italian utility company in relation to a possible joint venture with a major international group active in the exploration, production and marketing of gas in Europe, including the negotiation of a long-term gas supply agreement
  • Certain shareholders of an Italian gas trading & supply company in relation to the drafting and negotiation of a framework agreement relating to the incorporation of the company and its business activities, the related shareholders’ agreement and the sale and purchase agreements for the supply of gas by such company to the retail companies belonging to its shareholders
  • An Italian gas trading & supply company in the negotiation of a revolving credit line to finance purchases of natural gas to be injected into storage
  • A major Italian utility group in the implementation of a corporate restructuring carried out to ensure compliance with Italian unbundling rules in the gas sector (spin-off of gas supply & sale activities from the concessionaire of relevant gas distribution activities)
  • An Italian gas distributor in connection with the structuring of a joint venture for participating to a public tender for the gas distribution service
  • Various power and gas retail companies in the review of their general terms and conditions of sale to ensure compliance with the applicable regulatory framework
  • An Italian client on the regulatory aspects relating to emission trading and the drafting and negotiation of agreements for the trading of emission allowances

Corporate

Mr. Zamberletti has advised, inter alia:

  • A European international financial organization in several equity investments in financial institutions and small-medium size companies in the Balkans area, East Europe and Turkey
  • Several Italian and international industrial clients and private equity firms on M&A and joint venture transactions in the renewable energy sector in Italy, with particular reference to solar and wind projects
  • An Italian gas operator in connection with the acquisition of 100% of a retail company active in the power and gas sector
  • A listed Italian utility company in the acquisition, through public tender, of a company active in the sale of gas to residential and industrial customers in Southern Italy
  • A Spanish group operating in the oil sector in relation to a potential acquisition of an oil plantation concession located in Southern Italy
  • The controlling shareholder of one of the main Italian A-Series soccer teams in a corporate reorganization connected to the refinancing of its existing indebtedness and the construction of a new stadium
  • A US group active in record management in relation to the sale of its activities in Italy
  • The owners of one of the main dental groups operating in Italy in connection with a corporate reorganization of the group and subsequent sale of a controlling interest in the same to a private equity firm
  • Various private equity funds in M&A and joint venture transactions concerning concessionaires for the construction and management of various hospitals in Italy
  • A German manufacturer of carbon-based products in relation to the termination of its activities in Italy and related winding-up of its Italian subsidiaries
  • A German group in the acquisition of an Italian company operating in the pharmaceutical sector
  • A French-based contact center facilities provider in the purchase of a majority participation in an Italian company operating in b2b telesales and marketing outsourcing services
  • London Stock Exchange in the integration with Borsa Italiana
  • A major Italian bank in its integration with a German bank
  • One of the main Italian real estate operators in a number of joint venture with real estate funds for the acquisition and development of real estate and non-performing loan portfolios
  • Clients in several transactions related to the entering into of buyer- and seller-side warranty & indemnity insurance policies