(Tiper Stock Exchange) – Vimi Fasteners, leading company in the design and production of fasteners with a high engineering content for the industrial, automotive, oil & gas, aerospace and other sectors, announces that, today, the contractually established conditions precedent relating to the acquisition of 100% of the share capital of Filostamp, a company active for more than 40 years in the production of screws and bolts and specialized in the creation of fixing systems for specific customers.
The total consideration for the Transaction is equal to Euro 10 million, of which Euro 5.1 million (the “First Tranche”) will be paid, upon fulfillment of the condition relating to the Demerger, to the current shareholders of Filostamp, i.e.: Silvio Donato, Marido Donato, Lorenzo Donato and Donato Società Semplice (the “Seller Partners”). Payment of the First Tranche will be made in cash, using the resulting funds
the intercompany loan granted to the Company by the controlling shareholder Finregg.
The remaining Euro 4.9 million will be paid to the Selling Shareholders in n. 3 tranches to be disbursed over the next 4 years: the second tranche, for an amount equal to Euro 900,000.00, will be paid, in a lump sum, on expiry of the 12th month following the Closing date; (ii) the third tranche, equal to Euro 2,000,000.00, will be paid, in a lump sum, on 30 April 2025; the fourth tranche, for an amount equal to Euro 2,000,000.00, will be paid in a lump sum, on 30 April 2027.
The Consideration is not interest-bearing or subject to discounting, therefore its nominal amount will not change over time.
In carrying out the Transaction and its preliminary phases – reads a note – the Company was assisted by Scouting Capital Advisor as financial advisor, by Studio Bergomi & Associati for tax due diligence activities, by Deloitte & Touche SpA for financial due diligence activities and by Starclex – Studio Legale Associato Guglielmetti for due diligence activities and legal assistance. Filostamp made use of the support of Studio Rebuffi for accounting and tax activities, and of Studio Associato Fieldfisher of Turin for legal support.