What Ion and Fsi will do with Cerved
The Castor (Ion) Opa on Cerved goes to port. Facts, numbers and scenarios. Emanuela Rossi's article
Wind in the sails for the Bolognese financier Andrea Pignataro who manages to get his hands after Cedacri also on Cerved, a group active in services and financial information. At the end of the takeover bid, which began in mid-July and was relaunched at the end of August, the holding company Ion Investment – flanked by Maurizio Tamagnini's FSI fund – raised 78.9% of the capital and imposed a merger in Castor BIdco, the vehicle with which he carried out the offer.
HOW THE CASTOR (ION) OFFER ON CERVED WAS CONCLUDED
At yesterday's close, therefore, the shares delivered to the offer went over 78% – the "minimum essential" threshold was set at 66.67% – and, including the debt, the commitment of Ion and Fsi is 2 , Approximately 6 billion euros. Pignataro, always together with Fsi, had already paid out about 1 billion in March to take over Cedacri . As Il Sole 24 Ore points out , the holding company Ion Investment, in addition to Cedacri and now Cerved, also heads the Acuris group, with the brands Mergermarket, Debtwire, Unquote. In 2017, however, together with Carlyle, he had recapitalized Dealogic, a data provider on the international market for mergers and acquisitions. Now, writes Ansa , taking over Cerved and Cedacri – which in 2020 generated almost 900 million in revenues and over 300 million in ebitda – Ion is a candidate for a leading role in Italian fintech.
THE RELAUNCH OF CASTOR BIDCO
To convince the shareholders, as mentioned, the August relaunch when Castor Bidco reported that the price of the takeover bid went from 9.50 euros to 10.20 euros per share: therefore, the increased consideration incorporated a premium by 44.9% with respect to the official price of the shares on March 5, the last trading day before March 8, the date of announcement of the takeover bid, and a premium of 53.6% with respect to the weighted arithmetic average of official prices registered by the shares in the twelve months preceding the announcement date. Castor Bidco had also changed the condition on the minimum threshold: from a stake in Cerved's share capital equal to at least 50% plus one share to a stake of 80%. Furthermore, the subscription period for the offer had been extended from 31 August to 9 September.
On the occasion, the Cerved board – chaired by Gianandrea De Bernardis – had informed that it had taken note of the relaunch of the takeover bid, highlighting that the new price "is within the range of congruity indicated in the issuer's press release, albeit in the lower part of these range ". In particular, the ranges of financial advisors ranged from € 9.7 to € 12.1 for Ubs, € 10 to € 11.7 for Morgan Stanley and € 10.2 to 14.1 for Mediobanca.
THE NEW CERVED
Now, as Corriere della Sera writes, a new chapter is opening for the former Italian public company. From an industrial point of view, writes the newspaper, “the idea is to make Cerved a data company not only for banks and not only in Italy but present in Europe. In this context, the NPL business in Italy and abroad will also be enhanced and consolidated ". From the point of view of the market, it should be noted, the company remains listed “but Pignataro aims at delisting. There are two ways in the medium term: merger with withdrawal to shareholders, or a new public offer ". It should be remembered that the FSI fund will invest 150 million in Cerved in exchange for equity instruments.
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/economia/che-cosa-faranno-ion-e-fsi-con-cerved/ on Fri, 10 Sep 2021 08:39:26 +0000.