It closes the short parable of Gima Tt, a company founded in 2012 and listed on the Milan Stock Exchange since 2017, created by the family vacchi, (formerly Ima's majority shareholder) to take care of the tobacco division, also in view of the establishment of Philip Morris in the Bologna area, for the production of Iqos, the combustionless cigarette.
Last night, surprisingly, the two companies announced the merger. Ima will incorporate the subsidiary and the extraordinary shareholders' meetings for the approval of the project will be held by 31 August 2019. Once all the steps have been completed, Gima will vanish as it appeared. Objective: to reduce group costs and the volatility of the share, whose value has practically halved in one year.
"All the ordinary shares of Gima Tt will be canceled and exchanged with ordinary shares of IMA - reads a note - with the exception of the ordinary shares of Gima Tt owned by IMA on the date of completion of the merger, which will be canceled without share swap. Therefore the merger will lead to the extinction of Gima Tt”. Whoever has one hundred Gima shares will be able to have 11,4 of them with a nominal value of 0,52 in exchange, without cash adjustments. The exchange ratio implies a premium of 8,5% on the closing price of Gima Tt shares on yesterday's date and of 6,8% on the weighted average price of the previous month. Ima, also yesterday, closed at a price of 73,65. After this bolt from the blue, today the shares are effervescent: at the moment Gima is gaining 4,91%, while Ima is losing 2,38%. According to Equita, the operation entails a modest dilution of earnings per share for Ima, around 2% for this year and next year, and no impact on the valuation, which according to experts remains 76 euros per share.
To deal with the swapo Ima will increase its capital by a maximum of approximately 2,1 million euros. The main shareholder of IMA after the merger will still be the family holding company, Sofima, with 51,53%. The remaining 48,47% will be in the hands of the market.
But what what prompted the Vacchis, protagonists of the Bolognese packaging valley, to take this step?
The press release released yesterday says that, by reuniting the satellite with its planet, "the intention is to create a company with a larger free float, both in terms of capital percentages and in absolute value", thus making the shares more attractive and tradable. Gima's (former) shareholders will derive the greatest benefits from this, given that their "shares have recently undergone, beyond limited dynamics connected to specific events, a progressive thinning of the average exchange value, accompanied by an increase in volatility of stock market prices”. It should be remembered that in June 2018 Gima shares on the Stock Exchange were worth 18 euros, against 7,7 yesterday (8,12 at the moment).
Furthermore, the intention is to “reduce the operating costs linked to the maintenance of two listed companies and simplify the shareholding structure and the corporate governance structure, with the consequent creation of synergies to the benefit of all shareholders; allow management to devote themselves fully to the operational management of the tobacco division, minimizing distracting elements attributable to the recent volatility that has occurred in the sector, which was unpredictable at the time of the listing of Gima tt in 2017. In this regard, it is believed that this volatility, with clear repercussions in the significant stock swings of Gima can be better managed through the merger”.
