PE firms sell €1.3bn of Nexi stock after SIA merger deal

PE firms sell €1.3bn of Nexi stock after SIA merger deal

Italian_Stock_Exchange_PA_575_375
Milan, Italy - 25 February 2020: A woman wearing a protective respiratory mask passes by the building of Borsa Italiana in Piazza Affari, Italy's stock exchange, as coronavirus fears hit global financial markets (Photo by Piero Cruciatti/Sipa USA) | Piero Cruciatti/SIPA USA/PA Images

Private equity firms Bain Capital, Advent International and Clessidra have completed a huge sell-down of stock in Nexi, days after the Italian payments company unveiled plans for a €4.6bn merger with Sia, a close rival.

BarclaysCitigroupGoldman SachsIntesa Sanpaolo and UniCredit were bookrunners on the transaction, which is one of the largest equity block trades in the EMEA region this year.

The €1.3bn sale consisted of 84m shares in Nexi, a 13.4% stake, at a final offer price of €15.50. That is a discount of 8.2% to the closing price of Nexi on Tuesday evening.

More than 140 investors participated in the transaction, according to a source close to the deal, which came a day after Nexi announced its tie-up with SIA, an Italian government-backed rival.

“It was a great trade and the announcement obviously is the major catalyst for the stock,” said the source close to the deal. “It has been that way since the last placement in May. Investors were expecting an announcement on the SIA merger and that came through on Monday this week.

“The sponsors negotiated a transaction that would allow them to sell 84m shares pre-closing so they are totally not locked in until after the closing of the merger,” he added.

During the pandemic, payments has reinforced its status as one of the hottest sectors in equity markets, alongside tech, biotechnology and renewables, as more consumers switch to contactless payments.

The industry has also been rapidly consolidating in Europe. The merger of SIA and Nexi will be the latest chapter in this phase of consolation.

SIA had considered an IPO but opted for a merger with Nexi instead. The two parties had been in talks for months and the expectation of a merger has helped stoke Nexi’s share price.

The stock is up more than 27% this year, and more than 77% since the IPO, giving Nexi a market capitalisation of €10.1bn.

Mercury Holdco, the vehicle through which Nexi’s private equity owners hold their stakes, is subject to a lock-up, which prevents them from selling shares for six months after the merger with SIA closes, the source close to the deal said.

The size of their remaining stake is in the mid-teens — enough for a couple more sales of a similar size to the one on Tuesday evening.

“They are locked up now until after the closing,” said the source close to the transaction. “It is six months after the closing.”

There have already been numerous sell-downs of stock in Nexi since the company’s €2bn flotation in Milan in April 2019. The last time Advent International, Bain Capital and Clessidra sold stock was in May this year.

Gift this article