Deal in Focus: Ambienta reaps €330m on IPC trade sale

Amedeo Goria
24 February 2017

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Italian environment-focused private equity house Ambienta has sealed its largest trade sale deal via the €330m exit of Venice-based cleaning machines manufacturer IPC Group. Amedeo Goria reports

After a holding period of two and a half years, Ambienta has sold Venice-based cleaning machines manufacturer IPC Group to US-listed corporate Tennant Company for €330m. The deal values the business at 11.9x its EBITDA value, with an additional €12m of annual cost synergies expected to be achieved by 2019.

In July 2014, the GP wholly acquired the business in a secondary buyout from the Italian fund manager Synergo with a €50m equity ticket provided via both its vehicles, Ambienta I and II – the only such case across the GP's portfolio. The deal also involved a refinancing of existing debt, provided by UniCredit, Intesa, UBI Banca, Banca popolare dell'Emilia Romagna, Banco Popolare, IKB and Banca Monte dei Paschi di Siena, according to unquote" data.

At the time of the secondary buyout in 2014, the transaction was based on the company's 2013 turnover of €170m and €27m EBITDA. Following the acquisition, the GP undertook a simplification of the group structure, according to a statement. Ambienta led mergers of the company's sister companies, with the aim of creating two divisions. Moreover, the fund manager appointed a new CEO, Federico De Angelis, with a strong track record of executing repositioning and growth strategies at large industrial corporations. It also injected new capital to bolster product development and support additional bolt-on acquisitions.

The deal marks the largest exit and the third trade sale for Ambienta

In the aftermath of the June referendum on the UK's EU membership, the GP backed the first add-on, supporting the acquisition of Manchester-based competitor Vaclensa to expand across the UK market. Following the merger, IPC saw its revenues increase from €174m in 2015 to €192m in 2016, with €28m in EBITDA, representing a 14% margin.

Headquartered in Portogruaro, near Venice, IPC produces commercial cleaning machines, including sweepers and scrubbers, vacuum cleaners, high-pressure washers, and equipment such as multi-purpose cleaning trolleys, window-washing systems, antibacterial microfiber mops and cloths. It operates under several brands, including IPC Forma, IPC Eagle, IPC Gansow, ICA, Vaciensa, Portotecnica, Sirio and Soteco, Euromop and Pulex.

Following its recent acquisitions, the business employs a staff of 1,000 and has four manufacturing plants and 11 offices globally. It sells 80% of its products across the European market, with the American continent representing 11% of its revenues, while China and India account for the remaining 9%.

The deal marks the largest exit and the third trade sale for the environment-focused GP, which recently sold industrial cooling systems producer Spig to US-listed Babcock & Wilcox Enterprises for €155m in May 2016.

A history of PE backing
The company was set up in the early 2000s as the cleaning division of Interpump Group, an Italian listed pumps producer. In 2005, the business sold an 82.7% stake to institutional investors BS Private Equity and Sofipa Equity Fund, the investment arm of Unicredit, and the company's management team in a deal valuing the business at €220m. As part of the deal, the vendor reinvested to take the remaining 17.3% stake.

One year later, Interpump sold its stake for €7.1m to BS, which in 2011 was ousted as owner by a consortium of its LPs led by HarbourVest Partners, Adams Street Partners and Dankse Private Equity.

The Italian GP Synergo took over BS's portfolio, which included two vehicles worth a reported aggregate value of €850m. It subsequently acquired Sofipa's 13.19% stake, with the vendor reaping €1.61m of proceeds, according to unquote" data, and ultimately became the sole shareholder in the business.

The latest transaction also represents the largest acquisition for Minneapolis-based Tennant, which aims to expand internationally, double its current market share across the EMEA region and boost its products portfolio to cleaning tools and supplies.

In 2016, Tennant posted $1bn in pro-forma revenues and $115m of adjusted EBITDA. Following the transaction, the US corporate expects its net debt position to range below the 3x multiple of its adjusted EBITDA value.

People
Ambienta - Mauro Roversi (partner, chief investment officer); Francesco Lofrini (principal); Andrea Venturini (associate)
Tennant Company – Chris Killingstad (chair, CEO).

Advisers
Acquirer – Goldman Sachs & Co (M&A); Baker & McKenzie (legal).
Vendor – RW Baird (corporate finance); Linklaters (legal); EY (financial due diligence, tax, ESG due diligence); Roland Berger & Partners (commercial due diligence).