YOOX in €105 Million Initial Public Offering, the Only Italian IPO in 2009

Cleary Gottlieb acted as U.S. and English counsel to YOOX S.p.A. in the initial public offering of 27,980,309 ordinary shares. The offering was the only initial public offering by an Italian issuer completed in 2009. The offering consisted of a primary and secondary offering to the public in Italy and to institutional investors in and outside of Italy pursuant to Regulation S and Rule 144A. The shares were listed on the Mercato Telematico Azionario – STAR Segment, managed by the Borsa Italiana S.p.A. Goldman Sachs and Mediobanca acted as Joint Global Coordinators for the offering.

The deal priced on November 30 and initially closed on December 3. The initial public offering price was set at €4.30 per share. The issuer sold 6,240,000 ordinary shares and the selling shareholders sold 21,740,309 ordinary shares (including over-allotment shares).

As a result of the IPO, YOOX’s private equity investors cashed out. The YOOX IPO has been one of the very few initial public offerings in Europe in recent months, and the first in Italy (other than small IPOs outside of the main Italian market) since the 2008 IPO of MolMed, in respect of which Cleary Gottlieb also acted as issuer’s counsel.

YOOX is a global internet retailing partner for leading fashion and design brands. It has established itself amongst the market leaders with the multi-brand stores yoox.com and thecorner.com, as well as with numerous mono-brand stores. YOOX has logistics centers and offices in Europe, the United States and Japan, and delivers goods in 57 countries in the world.