Ifis Bankthe bank controlled by the family Furstenberg Fassioannounced today the launch of a takeover bid on illimity Bankthe institute founded by Corrado Passera, in view of delisting and an aggregation, which aims to create a bank specialized in financing for SMEs and private individuals and with a solid positioning in the NPL market.
The terms of the offer
Banca Ifis has announced a100% voluntary takeover and exchange offer of illimity Bank shares listed on the Euronext Milan market. In particular, Banca Ifis recognizes a consideration in cash and shares which expresses a unit value equal to 3.55 euros for each illimity share, which recognizes a premium of 5.8% on the value of the stock at the close of yesterday 7 January 2025. A rather small premium which lends itself to a possible upward adjustment to ensure the success of the operation. This fee is made up of: 0.1 shares of Banca Ifis of new issue for each share of illimity Bank and one cash component equal to 1,414 euros.
In case of success of the offer, the operation – which provides for the subsequent merger by incorporation of illimity Bank into Banca Ifis – pwill be able to allow the Banca Ifis Group to accelerate its growth path and consolidate its leadership in the Italian specialty finance market, expanding the base of SME customers, entering new businesses and new segments and continuing its leadership in NPLs. The business combination will express a greater industrial value than the two separate entities, following the cost and revenue synergies that the two post-merger groups will generate, in addition to the economies of scale.
The operation will be able to count on one strategic, sustainable and long-term industrial visionand on stable governance guaranteed by the reference shareholder, La Scogliera SA which, despite falling below the 50% threshold for the first time, intends to maintain control of the Group. The operation will create value for all its stakeholders – shareholders, customers, employees, the banking system.
Benefits and costs
Financially, the operation will bring various benefits starting from synergies overall estimated at around approx 75 million deuros per year, before taxes. These are made up into revenue synergies for 25 million euros and cost synergies, estimated at approximately 50 million euros per year, before taxes.
The integration between the two Groups will also determine a greater diversification and stabilization of the collection profilethrough the expansion of the depositor base. One also confirmed particularly solid capital endowmentestimated at a pro-forma CET1 Ratio above 14%.
The integration costs functional to the development of synergies are estimated overall at approximately 110 million euros and will be incurred during 2025.
Consistent with La Scogliera strategy
The operation “is consistent with the long-term vision of the controlling shareholder of Banca Ifis”, explains a note from The Cliffkey shareholder of Banca Ifis, adding that “it will allow the Group to accelerate growth, strengthen its solidity, maintain levels of profitability and efficiency, while at the same time playing a leading role in the consolidation phase of the sector necessary to face a macro-economic context which will be characterized by growing competitive pressure and an increasingly complex and continually evolving regulatory framework, as well as by a lower level of interest rates than that recorded in recent years”.
“Banca Ifis – it is underlined – will be able to strengthen its own leadership position in specialty finance in those most profitable market segments in which the Bank has grown and specialized in its successful journey of over 40 years: Corporate & Commercial Banking and Npl (Non-performing loans).
Benefits also for illimity shareholders
THE advantages of the operation – explains Banca Ifis – they will also move on the current shareholders of illimity Bank who, by joining the shareholder structure of Banca Ifis, will benefit from the proven execution ability, superior volumes and profits and a high-remuneration progressive dividend policy, as demonstrated by the dividend base of the latest industrial plan, and with one of the highest payout ratios of the Italian market.
Currently, Ifis are present in the capital of the bank Banca Sella Holding with a 10% stake, FermION Investment Group Limited of Andrea Pignataro at 9.4%, Fidim Srl of Rovati family at 7.7%, Tensile – Metis Holdings Sarl at 7.3%, AMC Metis at 6.3% and the founder Corrado Passera with 4%.
