Fourth acquisition for the Central Institute of Italian Popular Banks since the entry of the Advent International, Bain Capital and Clessidra sgr funds into the capital in 2015 which brought Paolo Bortoluzzo (ex Vodafone) to the helm in the role of CEO and Franco Bernabè as president. The subsidiary CartaSì has signed an agreement for the acquisition of DB Cards Acquiring from Deutsche Bank spa for 30 million euro. The operation had been in the air since last summer, although it was expected to cover a wider perimeter.
The details of the acquisition are described in a joint note by ICBPI and the parent company Mercury UK HoldCo intended for bondholders, which also states that part of the deal is a five-year marketing and distribution agreement (extendable for another five) under which Deutsche Bank will continue to serve existing DB Cards customers in exchange for a management and distribution fee.
DB Cards Acquiring represents the merchant acquiring business of Deutsche Bank in Italy, which has around 15 merchants and 19.300 POSs connected. ICBPI estimates that, including synergies and cost savings, DB Cards Acquiring would have contributed approximately €5,5 million to pro-forma adjusted EBITDA of the group for the 12 months that ended on 30 September last at 216,4 million (from 200,2 million in ebitda a year earlier), against commissions and revenues from services which amounted to 642,49 million (from 619,7 million).
At the same time as the signing of this agreement, Mercury BondCo yesterday priced 600 million euros of new senior secured bonds maturing in 2021 and structured as Pik toggle notes, i.e. they envisage a share of interest to be paid in cash at 7,125% per year and a share of interest to be paid capitalized on maturity (Pik) at 7,875% per year. Moreover, these are much better conditions than those obtained last December on the occasion of a private placement again for 600 million euros. On that occasion, the bonds, again in the form of PIk toggle notes, paid a variable coupon equal to the 6-month Euribor rate plus 8,75% and Pik interest equal to the 6-month Euribor rate plus 9,5%.
