The Benetton family is saying goodbye to Autostrade per l’Italia (ASPI). In a general meeting the shareholders of Atlantia, the Milan-listed infrastructure holding company 30.2% owned by Edizione Holding of the Benetton family, yesterday approved by a very large majority (86.7% of those present , which represented 70.4% of the capital) the offer presented by the consortium formed by Cdp Equity (which has 51% of the consortium), Blackstone Infrastructure Partners (24.5%) and the Macquarie European Infrastructure Fund 6 (24, 5%) (see the press release here). Thus putting an end to a saga that began almost three years ago, after the collapse of the Morandi bridge in Genoa managed by ASPI.
Among the voters in favor of the 9.3 billion euros offer (of which 200 millions are bank commissions) there is Edizione Holding, but also the Fondazione CRT (which owns 5.5% of Atlantia) and even the TCI fund, owner of a 10% stake in Atlantia, until yesterday tenacious opponent of the offer of the consortium led by Cdp Equity, assisted by Citi and Unicredit (for Cdp), Rothschild (for Macquarie) and Lazard for Blackstone. The persuasive action conducted by the proxy advisors (ISS, Glass Lewis and Frontis) also contributed decisively to the positive vote of the shareholders, who in recent weeks had all indicated to accept the offer of the consortium led by Cdp. The market also gave its green light, with the Atlantia stock which closed yesterday at 16.09 euro per share, up 2.84%.
We recall that the final offer presented by the consortium at the end of April, which later turned out to be the definitive one, provides for the purchase by the consortium of 88.06% of ASPI held by Atlantia and up to 100% in the event of co-sale by the minority shareholders of ASPI, i.e. Allianz Capital Partners, EDF Invest and DIF or the Appia consortium, which owns 6.94% of ASPI, and the Chinese fund Silk Road Fund (5%), in exchange it was then said of 9.1 billion euros for the whole of capital (see here a previous article by BeBeez).
The value of ASPI has been the subject of many discussions and negotiations. We recall that on March 31st, the previous binding offer of the Cdp-Blackstone-Macquarie consortium was sent to Atlantia for the purchase of the 88.06% stake held by Atlantia in Aspi or even for the purchase of up to 100% of ASPI itself, in case of exercise of the right of co-sale by minority shareholders (see here a previous article by BeBeez).
A new offer for ASPI had then cleared up, sent in early April by the Spanish construction group ACS, led by Florentino Perez (also known for being the president of the Real Madrid football team) and partner of Atlantia in the Spanish group of Abertis highways (see here a previous article by BeBeez). ACS’s offer provides for a valuation of 10 billion euros for the Atlantia subsidiary, well above the 9.1 billions offered by the consortium made up of CDP Equity, Macquarie and Blackstone.
The CDP Equity-Blackstone-Macquarie consortium had previously submitted three other proposals to Atlantia, all of which were returned to the sender. The latest, binding, was filed at the end of February (see here a previous article by BeBeez). The consortium had already submitted two preliminary offers, both in October 2020 and both rejected by Atlantia because the economic terms were not sufficient (see here a previous article by BeBeez). The two previous preliminary offers are said to have valued ASPI 8.5 – 9.5 billion euros, while the binding offer is said to have valued Aspi as mentioned above 9.1 billion, which is much less than what Atlantia and its shareholders estimated. , which instead value Aspi 11-12 billions, using a RAB based method (see here a previous article by BeBeez).
In particular, the latter is the figure deemed appropriate by the hedge fund TCI, as said before a 10% shareholder of Atlantia (see here a previous article by BeBeez). Moreover, that valuation was already lower than the 14.8 billion euros on the basis of which the last operation on the capital of ASPI was carried out in 2017, when the consortium formed by Allianz Capital Partners, EDF Invest and DIF, on the one hand, and Silk Road Fund, on the other hand, had bought 11.94% of the capital (see here August’s 2017 press release and here April 2017’s press release). Intermonte in an independent assessment some time ago estimated 100% between 10.9 and 11.9 billion.
The positive shareholders vote to the Cdp-Blackstone-Macquarie consortium implies a valuation of just over 2.4 billion euros for Edizione’s stake. This figure compares with the equivalent of approximately 2.5 billion paid out for Autostrade at the time of privatization in December 1999.
Now it’s up to Atlantia’s Board, which will meet on 10 June, to take the operational decisions resulting from the decision on the shareholding (see the press release here).
