Gruppo Campari annouced the signing of an agreement for the sale of 100% of the share capital of Azienda Vinicola Tenute Sella & Mosca spa and 100% of the share capital of Teruzzi & Puthod srl (download here the press release). Rumors about a sale have been on the market for more than one year (see here a previous post by BeBeez).
The acquiror is Terra Moretti Distribuzione srl, a company specialized in the distribution and sale of wines, controlled by Terra Moretti spa (in turn controlled by the Moretti family) and Simest spa. Terra Moretti Distribuzione srl will be participated also by N.U.O. Capital, an investment company recently promoted by the Cheng/PAO family from Hong Kong led by ceo Tommaso Paoli.
As for Terra Moretti spa, its is controlled by Holding Terra Moretti srl, as well as the Bellavista wineries in Franciacorta (Brescia) just in front of the hotel Relais&Chateaux L’Albereta, where chef Gualtiero Marchesi headquartered is flagship restaurant and Henri Chenot headquarted his Espace Vitalité.
Holding Terra Moretti also controls Moretti family’s real estate and construction activities (see here an analysis by Leanus son Terra Moretti consolidated financial statements, after free registration and login).
The business sold consists of the Sella & Mosca and Teruzzi & Puthod trademarks, as well as the vineyards, vinification and production plants, inventory and real estate assets.
The overall deal consideration is 62 million euros on a cash free/debt free basis. The structure of the deal foresees a cash payment of 57 millions to be transferred at the closing and the remaining amount to be corresponded with a deferred payment in 4 years time guaranteed by a pledge on Teruzzi & Puthod shares, with maturing interests.
In the fiscal year ended 31 December 2015, the two companies registered overall net sales of 21.4 million euros and overall ebitda pro-forma of approx. 3.2 millions. The overall deal consideration corresponds to an expected multiple of 13.9 times the overall pro-forma ebitda expected in 2016 (corresponding to approx. 4.4 millions).
The closing of the transaction is expected before the end of 2016. Mediobanca acted as financial advisors to Gruppo Campari on this transaction. Clifford Chance acted as legal advisors.
Based in Sardinia, Sella & Mosca is one of the most important wineries in Italy and one of the largest estates in Europe (with 550 hectares of vineyards). It is engaged in the vinification of still and sparkling wines, with an increasing presence in premium wines segment, including red wines such as Marchese di Villamarina, Tanca Farrà, Cannonau and Terre Rare; and white wines Monteoro, Vermentino di Gallura, Terre Bianche and Torbato.
Teruzzi & Puthod is the most important winery in the San Gimignano area (Tuscany), and is a prestigious brand for Vernaccia di San Gimignano. The product range comprises premium wines including Terre di Tufi, Arcidiavolo and Peperino.
After the disposal of Sella & Mosca and Teruzzi & Puthod, which entered into Gruppo Campari’s portfolio in 2002 and 2005 respectively, Gruppo Campari completed the exit from the Italian still wines business. This commitment started in 2015 with the disposal of the Italian winery Enrico Serafino srl.