Everything is finally ready for the launch of the takeover bid on Atlantia by Edizione Holding, owned by the Benetton family, and Blackstone Infrastructure Partners, announced last April (see here a previous article by BeBeez). Yesterday evening, in fact, Schema Alfa spa, the vehicle company that will launch the offer (formerly Schemaquarantatre spa), announced that the expected authorization from the Bank of Italy for the purchase of an “indirect qualified shareholding stake of Telepass has arrived” (see the press release here).
In fact, we recall that among the conditions precedent indicated in the communication of the offer released last April, there was the “request for prior authorization from the Bank of Italy for the indirect acquisition of a controlling stake in Telepass Pay spa“. The latter is the payment company of the Telepass group, the group of automatic motorway toll payment systems, which in turn from 2020 is controlled as for a 51% by Atlantia and for the remaining 49% by Partners Group (see here a previous article by BeBeez).
We recall that at the end of March Telepass announced the acquisition of the French company Eurotoll from the Spanish group Abertis, in turn controlled (50% plus one share) by Atlantia. The operation, which was carried out jointly with FAI Service, a global partner for road haulage companies chaired by former banker Fabrizio Palenzona, further strengthened Telepass in the European market of toll services for heavy vehicles and will create a group with over one billion euros in revenues. All with the aim of a listing in 2024 (see here a previous article by BeBeez).
Now, having obtained the authorization of Bankitalia regarding the purchase of the indirect stake in Telepass by Schema Alfa, the Italian Markets Supervision Authority, Consob, will finally be able to approve the Offer Document on Atlantia which was filed at the beginning of May.
We remind you that, at the beginning of May, Holding Reti Autostradali spa (HRA), the investment vehicle controlled by CDP Equity (51%) and by Blackstone Infrastructure Partners (24.5%) and Macquarie Asset Management (24.5%) funds, finalized the acquisition of the 88.06% stake in Autostrade per l’Italia spa, held by Atlantia (see here a previous article by BeBeez). This was the first step necessary for the takeover machine to take off on Atlantia. Subsequently, last June the Italian Presidency of the Council of Ministers announced its decision not to exercise its Golden power (see here the press release of the time).
We also remind you that the takeover bid on Atlantia, of which the Benetton family already owns 33.1%, will be launched at 23 euros per share (net of the dividend) and that therefore, in the event of total acceptance of the offer, the maximum price to be disbursed will be approximately 12.7 billion euros, which will be financed for approximately 4.48 billions in equity and for 8.225 billions by a pool of banks. The offer will be launched by the newco Schema Alfa (BidCo), wholly owned by Schemaquarantadue spa (Holdco), which in turn is held 65% by Sintonia spa (100% controlled by Edizione spa) and the rest by Blackstone , through BIP-V Hogan (LUX) SCS (5.25%) and BIP Hogan (LUX) SCSp (29.75%).