Because Atlantia is tempting
Atlantia: facts, numbers and analysis. The article by Emanuela Rossi
Atlantia: the announcement of the launch of the takeover bid on the holding company controlled at 33.1% by Edizione, the corporate box attributable to the four branches of the Benetton family, is approaching.
A defensive move, supported by the US Blackstone fund, to prevent hostile offers from institutional investors and the sector ( such as that of the Spanish group Abertis allied with various funds ) interested in a listed company that is about to receive an 8 billion euro check for the sale of 88% of Autostrade, of which half, approximately 4 billion, by Cassa Depositi e Prestiti (controlled by the Ministry of the Economy and owned by the banking foundations).
THE NUMBERS OF THE OPA ON ATLANTIA
What will be the numbers of the takeover bid? A valuation between 18 and 19 billion. A shareholder bonus of around 30% compared to the stock's performance in the last six months. For a takeover bid on Atlantia included in a price range between 22 and 23 euros per share, slightly above yesterday's closing on the stock market at 21.72 euros, Corriere della Sera wrote today.
THE OUTLINE OF THE TENDER OFFER
The scheme with which the operation will take place should be that of a newco 60% controlled by Edizione and 40% owned by Blackstone but also open to the current long-term shareholders of Atlantia such as the CRT foundation and the Singapore Gic sovereign fund.
THE EDITION ARCHAE FOR ATLANTIA
It is tempting to many and the reason is quite logical. The next sale of Autostrade per l'Italia to Cassa Depositi e Prestiti and the American funds Blackstone and Macquarie will bring over 8 billion to the holding led by Carlo Bertazzo and this is the move of the Iberian group Abertis , in alliance with Gip and Brookfield, which is opposed in fact, to that of Blackstone, which is favored by Edizione-Benetton, the largest shareholder of Atlantia with 33% of the capital. After all, it was Bertazzo – in an interview with Sole 24 Ore – who announced that the holding would invest 10 billion by 2024, "5 billion for external growth and another 5 as operational investments of the subsidiaries".
THE STAGES OF ATLANTIA
Meanwhile, the Atlantia shareholders' meeting is scheduled for April 29 which – according to what is indicated in the list filed by Sintonia, the Benetton holding – will confirm Bertazzo in the role of CEO and will elect Giampiero Massolo, former director of the Dis and current president of Fincantieri and ISPI.
THE SALE OF ASPI
As we said, the sale of Aspi is a succulent business that will bring 8.2 billion to Atlantia's coffers. The closing of the transaction is expected within 30 working days from 31 March when the registration by the Court of Auditors of the Interministerial Decree approving the Addendum and the economic and financial plan took place and therefore all the conditions precedent provided for by the contract for the sale by Atlantia of 88% of Aspi to the consortium which includes Cdp Equity and the Blackstone and Macquarie funds.
BECAUSE ATLANTIA MAKES THROAT
Certainly, as the Confindustria newspaper wrote, the date of May 5 must be circled in red on the calendar, the last day for the consortium led by CDP to settle the account to take over Autostrade per l'Italia. “A billionaire dowry – writes Il Sole 24 Ore – which is evidently the real objective of this, certainly not unexpected, interest in Atlantia”. An interest revived by what is happening on the stock market: until a few days ago the holding capitalized less than 15 billion, which becomes just under 7 if the 8.2 billion from the sale of Aspi are removed. A "discounted" valuation considering that the holding has control of Abertis, the first motorway operator in the world, toll roads in Chile, Brazil and Poland, Rome airports, Nice airport, Telepass, Getlink and the package of shares in Hochtief ". In short, assets that all together are worth approximately 6.5 billion in revenues and a gross operating margin of 4 billion. And so from March 7 began the "unstoppable rise in prices" of the stock. Therefore, Il Sole notes, "what sparked the interest of the funds and suddenly accelerated the maneuver were a portfolio full of assets to be valued, a lot of liquidity arriving and the need to prevent the stock from swelling again driven by who knows what speculations ".
WHAT ANALYSTS SAY ABOUT THE CONTEST FOR ATLANTIA
As always happens in the case of large financial transactions, analysts have practiced formulating scenarios on what may happen and for sure – writes Radiocor – we start from three certainties, namely the fact that it will not be easy to scale Atlantia in a hostile way; that you need a high premium; that Perez's move jeopardizes Abertis' coexistence with Atlantia.
For Equita "given the position of Edizione (which owns 33% of Atlantia) and of the other historical shareholders (Gic with 8.2%, Crt with 4.5% and HSBC with 5%), we should reach an agreement with these shareholders in the event of an offer on the share ". The price should be around 20.5 euros which includes "a 5% premium on our sum of the holding shares for the significant buyback that we expect will be carried out, even with a probable partial offer on the market".
Akros analysts are also skeptical of any type of hostile offer, because – given the participation of the Benettons – any hostile offer would be a "challenge" but at the same time underline how an aggregation or "combination" with Acs would bring further synergies on the motorway business of the Latin America, which Atlantia controls both directly and through Abertis.
Even according to Banca Imi, the press agency continues, Acs's offer could have an industrial rationale because it would allow the Spanish group to regain full control of Abertis, but Acs itself "would need strong support from financial partners to make the deal feasible given its cash position.
In the short term, Atlantia will have over 8 billion cash inflows for UBS thanks to the sale of Aspi and "a large component of its value, approximately 45% of the Nav, is cash, which could greatly limit the potential upside of the share". Even according to the Swiss bank, however, a hostile offer would be a problem for Edizione. For Acs, on the other hand, “it would allow us to go up to Abertis and go from 51% to 67% of Hochtief”, another infrastructural giant.
It is then Bestinver's turn according to which, "in the event of a war for the control of Atlantia, the Benetton family would have a clear advantage, as it already holds 33% of the capital, but its eventual success would leave the Abertis problem open. , of which Acs is a 50% shareholder ". In the event of an acquisition, according to Bestinver, "we believe that an offer for Atlantia that wants to have some chance of success cannot be made for less than 23 euros per share (+ 21% on the last stock market close), corresponding to a equity value of 19 billion ".
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/economia/atlantia/ on Sun, 10 Apr 2022 08:18:25 +0000.