Who accelerates and who brakes on the CDP-Aspi agreement
All the latest news – and parliamentary turmoil – on the ongoing agreement on Aspi (Autostrade per l'Italia)
The consortium formed by Cdp Equity wants to acquire Aspi, Autostrade per l'Italia in the hands of Atlantia, in turn controlled by the Benetton family.
On March 31, he presented the purchase offer, systemically putting an end to a long battle, but the enhancement of the company does not convince sectors of the Democratic Party in Parliament.
The Tci fund, Atlantia's 10% shareholder, is also holding back the sale, but for opposite reasons. All the details.
THE OFFER
On March 31, 2021, the consortium formed by Cdp Equity, Blackstone Infrastructure Partners and Macquarie Infrastructure and Real Assets submitted to Atlantia the final offer, for the purchase of the 88.06% stake held by Atlantia in Autostrade for Italy, or for the purchase of up to 100% of the same in the event of the exercise of the right of co-sale by the minority shareholders of Aspi.
OFFER RITOCCIA ON ASPI
The offer was revised with respect to that transmitted on February 24, 2021 and "is consistent with the approach of the members of the Consortium as long-term investors and in particular with that of Cdp, the first investor in the country's infrastructures and for years a shareholder of companies that manage strategic national networks (Snam, Terna, Italgas, and Open Fiber) ”, explains a joint note from the suitors.
THE PARLIAMENTARY QUESTION
Retouching, however, that does not convince the senator of the Democratic Party Luciano D'Alfonso, president of the Finance Commission who wonders if the purchase is taking place "with an overestimated compensation of several hundred million euros". Senators from Bruno Astorre, Tommaso Cerno, Valeria Fedeli, Andrea Ferrazzi, Mauro Laus, Roberta Pinotti, Gianni Pittella, Tatjana Rojc and Mino Taricco also signed the question.
In the question addressed to the Minister of Infrastructures and Sustainable Mobility Enrico Giovannini, in which we read: "From press reports it emerges that the proposal of 31 March formulated by the consortium led by Cassa Depositi e Prestiti for the 100% purchase of the Società Autostrade per l'Italia SpA, in addition to the valuation of the company estimated at € 9.1 billion, is based on the assumption of the recognition in favor of the shareholders of Atlantia of the compensation for lower revenues due to Covid of approximately 400 million. The total amount of the indemnity to be paid to the Concessionaire would therefore be approximately € 9.5 billion, net of the Concessionaire's net financial debt of € 8.8 billion from the 2020 financial statements ".
"However – continues the question – on the basis of simulations that I carried out for the period 2021-2038, applying the criteria referred to in article 9-bis of the single agreement between the grantor Anas Spa and the concessionaire Autostrade per l'Italia SpA an amount of compensation of approximately € 7.8 billion would emerge, again net of debt. Considering the enormous difference between the amount recognized by Cdp and that made by me, equal to approximately 1.7 billion euros of public resources, I ask the minister to know what acts have been put in place to quantify with certainty the compensation actually due to the Concessionaire and if it intends to check all the documentation ".
THE ENHANCEMENT (ACCORDING TO THE SUN 24 ORE) OF ASPI
According to what was reconstructed by Il Sole 24 Ore Radiocor Plus , the offer envisages a valuation of Aspi of approximately 9.3 billion. Valuation, explains the newspaper that "does not significantly differ from the lower limit of the estimated value range for 100% of the capital of the Atlantia advisor banks (9.3-9.5 billion), which, moreover, in their own evaluations have counted also the hypothetical Covid refreshments for the second half of 2020 and for 2021 (up to 300 million) ".
THE ASSESSMENT OF THE ADVISORS
The advisors, on the other hand, provided Atlantia with a valuation in two intervals: 9.5-11.5 billion with the dividend method and 9.3-11.5 billion with the cash flow method for an average of 10, 5 billion.
THE GUARANTEES FOR ASPI
On the guarantees front, on the other hand, the offer includes "a dispute management mechanism that allows for a timely and effective defense in court of the disputes subject to indemnification and allows Atlantia to be protected from liability for a significant amount". In practice, the new shareholders ensure a 25% share of any indemnities linked to indirect damages for Morandi, with a maximum intervention limit of 459 million.
THE ASSEMBLY
The go-ahead for the sale will be discussed at the holding's meeting, called for next May 31st. Following the shareholders 'resolution on the offer, "the Board will meet by 11 June (the latest validity date of the Offer in the event of approval by the Shareholders' Meeting) to make its final decisions on the matter", explains Atlantia in a note.
THE PROPOSAL OF THE TCI FUND
In these terms, the Tci fund, a 10% shareholder of Atlantia, expresses itself against the sale. Tci, in an interview with Corriere della Sera , affirms that to the sale of 88% he would prefer "a structure of the transaction in which the shareholding in Aspi is split with the simultaneous transfer to Cdp of the part attributable to the Benettons, leaving the capital of Aspi minority shareholders who want to stay ".
This solution, the fund is certain, would be voted 99% by the shareholders at the May 31 assembly.
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/smartcity/chi-accelera-e-chi-frena-sullaccordo-cdp-aspi/ on Wed, 05 May 2021 14:40:43 +0000.