Centerbridge-backed Farmafactoring buys PE-owned Depobank

Alessia Argentieri
14 May 2020

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Banca Farmafactoring (BFF), a listed company backed by Centerbridge Partners, has acquired Banca Depositaria Italiana (Depobank), which is controlled by Advent International, Bain Capital and Clessidra.

The GPs own a 91% stake in Depobank via their holding company Equinova. The remaining shares are owned by other Italian banks.

According to the deal, BFF will acquire a 76% stake in Depobank, for a cash consideration equal to the excess capital above the 15% CET1 ratio of Depobank at the closing date.

Depobank will be merged and incorporated into BFF, and Equinova will own a stake of 7.6% in the combined entity.

Milan-based BFF provides financial services to public administrations and agencies across Europe. The group operates in Italy, Croatia, the Czech Republic, France, Greece, Poland, Portugal, Slovakia and Spain. It is also active in Germany, the Netherlands and Ireland with online services. It reported consolidated adjusted net profit of €98.8m in 2019, with a 10.9% group CET1 ratio.

Previous funding
Apax Partners acquired BFF in late 2006. Subsequently, Centerbridge bought a controlling stake in the company in April 2015 from Apax, in a deal valuing the company at around €500m. The deal awarded Apax with returns of between 5.4-5.6x.

The company was listed on the Italian stock exchange in April 2017 with a market cap of around €800m. The float included the sale of a 31.16% stake owned by Centerbridge, which reaped total proceeds of €250m.

Centerbridge currently controls a stake of around 22% in the company.

Company
Milan-headquartered Depobank, formerly known as the Central Institute of Italian Popular Banks (ICBPI), was established in 1939. It became part of the Nexi group and subsequently spun off in 2018.

Depobank provides securities services, depositary bank services, fund administration and transfer agent services to asset managers, fund managers, investment firms, payment institutions, banks and public agencies.

The company employs 363 staff and serves around 400 clients. It manages €71bn through its depository operations and €143bn through its custody and securities administration services. Depobank reported adjusted net profit of €20m in 2019.

People
Banca Farmafactoring – Massimiliano Belingheri (CEO).
Depobank – Paolo Tadini (managing director).

Advisers
Acquirer – Mediobanca (corporate finance); Legance (legal); PwC (financial due diligence); Bain & Company (operational due diligence); Di Tanno & Associati (tax).
Vendor – JP Morgan (corporate finance); BonelliErede (legal); Carbonetti e Associati (financial due diligence); Boston Consulting Group (operational due diligence); Pirola Pennuto Zei & Associati (tax).