As a main shareholder in RCS MediaGroup SpA, the Italian entrepreneur, together with the other shareholders in the Italian publishing group, reached an agreement today with European investment house Investindustrial to form a new company. Named International Acquisitions Holding S.a.r.l., it will launch a takeover bid to buy RCS with the goal to strengthen and develop the group internationally.
Investindustrial, founded by Italian financier Andrea C. Bonomi, took control of the Sergio Rossi firm from Kering in December. It also has stakes in Aston Martin, B&B Italia and luxury lighting firm Flos, among others.
Through a personal holding, DI. VL Finanziaria di Diego Della Valle & C. S.r.l., Della Valle, chairman and chief executive officer of the Tod’s group, has a 7.32 percent stake in RCS. Mediobanca S.p.A. has a 6.25 percent stake, and is also the financial advisor of the operation. UnipolSai Assicurazioni S.p.A. has a 4.59 percent stake, followed by Pirelli & C. S.p.A. with a 4.43 percent stake.
The shareholders will channel their total stake of 22.6 percent into the new company that will launch a tender offer on the remaining 77.4 percent stake in RCS at a price of 0.70 euros, or $0.79 at current exchange rate, per share, in cash. This is at a 68.4 percent premium compared with April 7, the date preceding an offer to buy RCS by Cairo Communication S.p.A, and at a 17 percent premium compared with the end of trading last Friday.
At the end of the operation, which is valued at 282.7 million euros, or $320 million, Investindustrial and RCS shareholders will have a 45 and 55 percent stake respectively. Of the latter, each shareholder will have a 13.75 percent stake.
In addition to accelerating the restructuring of RCS, the shareholders plan to create a multimedia and international group, with a specific focus on sports events and the expansion of the digital offer, and to channel investments on one of its main assets, the 140-year-old daily newspaper Corriere della Sera.
The shareholders are also planning to underwrite a capital increase of a maximum of 150 million euros, or $169.5 million, to invest in the growth and development of RCS.
RCS trading was suspended on the Italian Stock Exchange on Monday morning.
For years, Della Valle openly criticized the management of RCS, working to shake up the establishment. He repeatedly squabbled with Italian carmaker Fiat Chrysler Automobiles chairman John Elkann until the latter exited investments in RCS in March.