GALASSIA PIRELLI, SPOSITO AND BONOMI CLOSE TO THE UNDERSTANDING
AND A PUBLIC COMPANY FUTURE LOOKS FOR PIRELLI
The formula is sophisticated and hermetic, as has always been the case for the operations of the Tronchetti galaxy.
It is therefore not surprising that the negotiation, although conducted in forced stages, has not yet concluded. But the stakes in the talks between Marco Tronchetti Provera and the Clessidra and Investindustrial funds are really high: an agreement which, starting from a new corporate box placed at the top of the chain of control, will change the entire future structure of the group that sells Pirelli tires all over the world In short, in addition to guaranteeing a not too painful divorce from the Malacalzas, the mechanism identified by Marco Tronchetti Provera and the Sposito-Bonomi couple, which own the private funds Clessidra and Investindustrial, must trace the medium-long term route of the Bicocca group , up to Marco Tronchetti Provera's exit from the scene, in not a few (but not even very many) years.
The operation involves several stages. The scheme of the agreement provides first of all that Tronchetti must bring his majority stake in the Mtp in a new box placed above this into which the two funds will enter with a capital injection that should amount to 40 million to have a share around 30% of the newco.
It will close like this, perhaps as early as Tuesday morning, phase 1 of the journey foreseen while the next one foresees the attempt of dialogue with the Malacalza family, present as shareholder in both Gpi and Camfin, to prevent them from opposing the dissolution of the various boxes that control the Pirelli group. And convincing the Genoese after the battle of the last few months won't be easy, not only for Tronchetti but not even for the more diplomatic Andrea Bonomi and Claudio Sposito.
Phase 2 will be conditioned by the evolution of the relationship with the Malacalzas, present as shareholder in both Gpi and Camfin, to prevent them from opposing the dissolution of the various boxes that control the Pirelli group. And here two possible scenarios open up.
If the situation is not resolved, Claudio Sposito (Clessidra) and Investindustrial (Bonomi) will in any case receive a remuneration of around 10% per annum for the entire duration of the investment. After the first two years, however, there will be windows in which the funds will be able to sell their shares on MTPs while, at a later stage, Sapa will have a call.
In the case of an agreement with the Malacalzas, on the other hand, the funds will acquire the Camfin shares, thus acquiring the majority of the partnership with Tronchetti which, however, will be recognized as managing Pirelli for a certain number of years. In the meantime, Gpi and Camfin will merge and, at a later stage, a further shortening of the chain could be made with the merger into Pirelli. Tronchetti will have the right to find a third investor to whom to sell the funds' shares and, perhaps, his own as well.
This is the plan which the Malacalzas will probably oppose. As long as the Genoese family remains in the Gpi (cancellation of the agreements scheduled for January 20, expiry of the agreements in July) it will be able to oppose the takeover bid on Camfin. And then? The share in the hands of Malacalza, 26,5%, is not sufficient to prevent mergers, unless some allies proceed with the purchase of securities prohibited by contract to the Malacalzas, who could dispose (should they reach a third of the capital) of a blocking minority, but nothing more.
Basically, Tronchetti seems to have succeeded in countering the trap of the former Genoese allies. But at what price? At the end of the long process started with Bonomi and Sposito, Tronchetti will have only 5% of Pirelli. Too little to ensure a future for the family dynasty (where, in truth, two of the three children started careers away from Bicocca). But at the top of the pyramid there could always be the 44,5% controlled by the current trade union pact. Provided that the company knows how to successfully face years that don't promise to be easy. In perspective, therefore, Pirelli will certainly be a public company, in any case capable of expressing a hard core in command, which in the future will have to choose a president-manager worthy of Mtp, the man who saved the group after the misadventures from the early 2008s and which, from 65 to today, the years of the worst crisis, has been able to multiply the value of Pirelli by three. And also the luck of the Malacalzas. For this reason, with the agreement under discussion these days, a delicate mission begins for Tronchetti at the age of XNUMX: the search for who will succeed him in a few years. It's easy to think that the "chosen one" will come out of the shortlist of five managers who make up the management committee today.
