NB, Apax take over Engineering Ingegneria Informatica

Amedeo Goria
11 July 2016

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NB Renaissance and Apax Partners have acquired all remaining ordinary shares in Engineering Ingegneria Informatica, an Italian software developer.

As part of the completion of the mandatory tender offer, the GPs acquired a 24% stake in the business at a share price of €66, equating to a total value of €175.3m.

Prior to this latest transaction, the GPs owned a combined 73.45% stake in the business, which increased to 97.45% post-offer. By acquiring more than 95% of the company's shareholding, the investors were allowed to buy the remaining 2.55% stake in order to de-list the business.

According to a statement, Apax invested in the business via its Apax VIII vehicle, which closed on $7.5bn in 2013.

Debt
A syndicate of Italian lenders, including Banca Imi, BNP Paribas and UniCredit, provided credit facilities to support the transaction.

Previous funding
The company listed on the FTSE segment of the Italian stock exchange in 2000. In June 2013, One Equity Partners acquired a 29.9% stake in the business for €116.6m from the management team.

In February 2016, NB and Apax acquired a 37.1% stake and launched the tender offer. Subsequently the GPs increased their stake up to 44.3% in April 2016 and then acquired a 29.1% stake from One Equity Partners, totalling a 73.45% stake.

Company
Founded in 1980, Engineering provides software and IT services, including business integration, outsourcing and consulting.

Headquartered in Padua, the business employs a staff of 8,100 across Italy, Belgium, Norway, Serbia, Latin America and the US. The company posted a turnover of €877m in 2015 with a €105.5m EBITDA.

People
NB Renaissance – Fabio Cané, Stefano Bontempelli (partners).
Apax Partners – Giancarlo Aliberti, Gabriele Ciparrone (partners).
Engineering Ingegneria Informatica – Michele Cinaglia (founder, chair); Paolo Pandozy (CEO); Armando Iorio (CFO).

Advisers
Equity (Apax Partners) – Clifford Chance (M&A); Gianni Origoni Grippo Cappelli & Partners (tax).
Equity (NB Renaissance) – Gatti Pavesi Bianchi Studio Legale Associato (legal); Gianni Origoni Grippo Cappelli & Partners (tax).
Company – Freshfields (legal); Banca Imi (M&A); Legalitax (tax).
Debt – Linklaters (legal).