(Finance) – Planesysa company headed by the Grossi family which holds 85.758% of the capital of Greenthesisa company listed on Euronext Milan and active in the integrated management of the waste cycle, e PATRIZIAa company active in investments in the global real estate and infrastructure market through European mid-market strategy infrastructure funds, have stipulated a purchase and sale and investment contract on the basis of which PATRIZIA will acquire an indirect minority stake in Greenthesis.
Following the transaction, a public takeover offer will be promoted (OPA) mandatory aimed at delisting of the company’s shares, based on a Greenthesis valuation (equity value) of approximately 340 million euros.
“We believe that this operation – they commented Andrea and Simona Grossi (reference shareholders of Planesys) – founded on the assumption of maintaining the majority of the capital in the hands of our family and the management direction, and with a purely strategic content, is an appropriate choice for allow the Greenthesis group to develop more quickly and flexibly – with the help and support of one of the main European infrastructure funds – aiming for overall development and growth that can position Greenthesis among the main European operators in the environmental services sector in a modern and sustainable way”.
The operation involves: PATRIZIA purchasing one from Planesys participation equal to approximately 28.33% of the share capital of Greenthesis (net of treasury shares) at a price equal to 2.25 euros per share, cum dividend, with simultaneous transfer of the overall shareholdings held in Greenthesis, equal to approximately 88.33% of the share capital (net of treasury shares), to a newly established company (NewCo); NewCo promotes a mandatory takeover bid on the remaining Greenthesis shares with the aim of achieving the revocation of the shares from Euronext Milan.
The price of the takeover bid is equal to 2.30 euros per share (plus interest), cum dividendand incorporates a premium of 149.7%, 144.9% and 144.1% over the arithmetic average of the stock price of the last month, the last 3 months and the last 6 months respectively.
In the context of the operation, PATRIZIA hired a binding commitment to provide NewCo with the liquidity necessary for the payment of the tender offer price for a total of approximately 40 million euros through the subscription of a cash capital increase reserved for it. Therefore, following the operation, the share capital of NewCo will be 60% owned by Planesys and the remaining 40% by PATRIZIA.
“We are incredibly excited to strengthen our position in the European circular economy with the investment in Greenthesis, which is not only Italy’s leading independent operator in waste management, but is also a highly complementary partner to PATRIZIA’s growing platform for manufacturing of energy from waste – he commented Matteo AndreolettiHead of Infrastructure Equity for Europe and North America by PATRIZIA – With future communities and societies characterized by the drive towards low-carbon economies, innovative green energy solutions that support the global energy transition will offer exciting investment opportunities investments that will allow investors sustainable returns in the long term”.