Italian department store Gruppo Coin inked the agreement with Investitori Associati, Pirelli RE, Deutsche Bank and Borletti family, shareholders of Rinascente / Upim S.r.l., for the all-share acquisition of Upim. Gruppo Coin is one of the leading retailers in Italy representing OVS Industry and Coin. With key player Upim, Coin promises to take the Italian apparel retail industry by storm.
The acquisition will enlarge the current format of Gruppo Coin by adding complementary locations and will further consolidate its presence in the Italian fashion segment. It will also improve the Group’s operational leverage by optimising available resources and competences.
Upim’s current shareholders who will own 7.5 per cent in Gruppo Coin’s share capital agreed not to sell the stake for 24 months. The lock-up period will commence from the execution date of the contract. Within 90 days upon expiry of the lock-up period, the majority shareholder of Gruppo Coin will have the right to purchase back the 7.5 per cent stake for a total consideration of 70 million.
The agreement among the parties also states that before the completion of the transaction Upim’s net financial position as of 30th September 2009 will be reduced by Euro 52.5 million and some agreements with other creditors will be reached to further reduce the net financial position. Carpaccio Investmenti S.p.A., major shareholder of the Group, will grant to Gruppo Coin a shareholder loan equal to 26.5 million and some managers of Gruppo Coin will underwrite a reserved capital increase of Gruppo Coin for a total amount of Euro 8.5 million.
Upim, with 2008 sales of ca. Euro 430 million, is active in the Italian apparel retail market with 135 directly operated stores and over 200 franchised stores under the Upim brand as well as 15 stores under the BluKids brand. The transaction is subject to the approval of the antitrust authority and to Gruppo Coin and Upim lending banks. Closing of the transaction is expected by January 2010.
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Image: Coin Flagship Milan