Trilantic to buy Passione Unghie in SBO from Orienta

Ero Partsakoulaki
25 July 2022

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Trilantic Europe is set to acquire a majority stake in Passione Unghie, an Italian nailcare e-commerce company, from Orienta Capital Partners; founders and the exiting sponsor will retain minority stakes.

The GP is investing via the Trilantic Europe VI Europe fund, which held a final close on EUR 925m in November 2021 with a strategy to acquire majority stakes in mid-market European companies operating in the consumer, industrials, TMT, healthcare and business services sectors, according to Unquote Data.
The deal includes a unitranche financing led by Eurazeo and HIG Capital, Giacinto d'Onofrio, partner at Trilantic Europe, told Unquote.

Mergermarket first reported that Orienta had entered exclusive talks with Trilantic in June. As reported, first-round bids in the sponsor-heavy auction run by Jefferies came in at EUR 250m-EUR 270m, with Passione Unghie marketed off EUR 24m EBITDA on EUR 60m revenue for 2022.

The opportunity for the investment resulted from a theme-driven search coupled with Trilantic Europe's previous expertise in the cosmetics sector. The company also exhibited a strong fit with the GP's strategy of supporting digitally focused companies, according to a press release.

Looking ahead, the company will mostly look to grow organically, said d'Onofrio. Its priority is to continue to grow in the nail-treatment sector with the same 100% online B2B model in Europe, France, Germany, the UK and Spain.

"Organic growth means that we believe the company is well positioned to grow in other European countries while continuing to grow in Italy," said d'Onofrio. "We can envisage to have a different perimeter, not limited to nail products but developing other cosmetic products to same clients, which is the second leg of the potential growth."

Passione Unghie is also looking to use its own website and 100% digital presence for other cosmetics as well, according to the partner.

Orienta Partners acquired a majority stake in the company in 2019, alongside Equita, which provided a mezzanine credit facility to support the acquisition via its Equita Private Debt Fund and co-invested alongside the GP, according to Unquote Data.

The company went from EUR 17m to EUR 43m in turnover since 2019, according to a press release.

Company
Founded in 2011 by Christiana Asekun and Fabio Covioli and based in Vicenza, Passione Unghie is an Italian 100% digitally native nailcare brand selling its products through proprietary e-commerce. It offers on offering of over 1,900 stock keeping units (SKUs), with its catalogue being updated with around 30 new launches per month. The company's primary focus is on UV based products, with semi-permanent, nail builders and gel polish being the core products. It operates in Spain, France, Germany and the UK.

People
Trilantic Europe − Giacinto d'Onofrio (partner).
Passione Unghie − Christiana Asekun, Fabio Covioli (founders).
Orienta Capital Partners − Mario Gardini (partner).

Advisers
Equity − LMCR / Studio Legale; Lincoln International; BCG; EY; ERM; Foglia & Partners.
Vendor and Company – Jefferies; Shearman & Sterling; Roland Berger; EY.