we receive e we publish the following press release issued by N.B. Aurora.
The Board of Directors of NB Aurora SA SICAF-RAIF (“Aurora”) examined and approved the Condensed Half-Year Financial Report as of June 30, 2024.
Status as of June 30, 2024
As of June 30, 2024, Aurora's NAV is equal to Euro 330.419.687 (+1,1% compared to the pro-forma figure as of March 31, 2024, after the distribution of the ordinary and extraordinary dividend in May 2024), which corresponds to Euro 13,4573 per share calculated as the ratio between the NAV and the total number of shares (24.553.115). The permanent capital vehicle, listed in Italy on the Euronext MIV Milan – Professional Segment market organized and managed by Borsa Italiana SpA, closed the first half of the year with a net result of Euro 4.584.678.
Relevant events
On February 14, 2024, completed, generating a capital gain, the sale of the entire shareholding held in Dierre Group, a leader in Italy in advanced technology and high aesthetic impact protections and components for industrial automation, through the controlled vehicle D Club Srl to the Alto Capital V Fund managed by Alto Partners SGR. The overall value of the transaction is approximately Euro 108,5 million, of which approximately Euro 44,2 million relating to the funds managed by Neuberger Berman AIFM S.à rl, of which approximately Euro 21,5 million pertaining to Aurora. At the same time, Aurora has reinvested in the company together with the co-investment funds a total amount of approximately Euro 10,2 million, of which approximately Euro 7,4 million pertaining to Aurora, remaining a shareholder together with the founder and President Cav. Giuseppe Rubbiani.
On April 29, 2024, the Aurora General Assembly approved the distribution of an ordinary dividend and took note of an extraordinary (relating to the capital gain generated by the aforementioned sale of the Dierre Group subsidiary) approved by the Board of Directors, for a total of Euro 32.641.199,94 and corresponding to Euro 1,130000 per listed class A share. The General Meeting of Aurora also appointed the new members of the Board of Directors, on the basis of the list approved by the Board of Directors, as follows: Francesco Moglia, Director; Fereshteh Stein-Pouchantchi, Director; Patrizia Polliotto, Director, with the qualification of independent according to the Self-Regulatory Code adopted by Borsa Italiana SpA; Alessandro Spada, Director, with the qualification of independent according to the Self-Regulatory Code adopted by Borsa Italiana SpA; Serena Gatteschi, Director, with the qualification of independent according to the Self-Regulatory Code adopted by Borsa Italiana SpA
In a press release issued on 29 April 2024, it was announced that a agreement between NB Europe Limited and NB Renaissance relating to the reorganization of their joint venture activities in the direct private equity business (“Reorganization Agreement”). Pursuant to the Reorganization Agreement, Neuberger Berman AIFM S.à rl will spin off part of its investment management activities, including, inter alia, Aurora, NB Aurora Co-Investment and NB Aurora Co-investment II, to a new Luxembourg entity regulated by the CSSF. In addition, all Aurora special shares and the 45.000 Aurora Class B shares will be transferred to a vehicle of NB Renaissance and to members of the Aurora team, respectively. The completion of the aforementioned reorganization is subject to the satisfaction of, inter alia, certain conditions precedent, which are expected to occur within the current calendar year, and in any event by 31 December 2025.
On May 15, 2024, it was the sale has been finalized, generating a capital gain, of the entire shareholding (held indirectly through the vehicle First Club Srl) in Club del Sole, leader in Italy in the Camping-Village sector, to The Equity Club. The overall value of the sale of the entire shareholding (including Aurora's co-investment funds and some co-investors) was approximately Euro 109 million, of which approximately Euro 35,3 million pertaining to Aurora. At the same time, Aurora together with the co-investment funds and some co-investors reinvested in the group a total amount of approximately Euro 61 million, of which approximately Euro 38,3 million pertaining to Aurora, through the subscription of a capital increase intended to support the further development project of the Club del Sole Group. On the same date, the Board of Directors of Aurora also confirmed the Director Francesco Moglia as Chairman of the Board of Directors and determined the composition of the Control and Risk Committee of Aurora as follows: Patrizia Polliotto (Independent Director), as Chairman; Alessandro Spada (Independent Director); Fereshteh Stein-Pouchantchi (Director).
On 17 June 2024 Aurora, together with the co-investment funds, executed through the Blu Club Srl vehicle, a capital increase in BluVet, the Italian leader in the management of excellent clinics, for a total amount of Euro 3,5 million, of which Euro 1,4 million is Aurora's responsibility.
Events after June 30, 2024
As per Aurora press release dated July 4, 2024, Aurora's Investment Committee, as determined by the Italian branch of Neuberger Berman AIFM S.à rl, is composed of: Patrizia Micucci, Fabio Cané, Marco Cerrina Feroni, Giacinto d'Onofrio and Marco De Simoni. All members of Aurora's Investment Committee are members of the senior investment team of Neuberger Berman Group.
On August 1, 2024, Aurora has strengthened its commitment towards the subsidiary PHSE Srl, a market leader in the temperature-controlled transport and distribution of pharmaceutical products, biotech products, clinical studies and biological samples, committing to make new financial resources available to the group - up to a total maximum of Euro 30 million including its own co-investment funds - to support its further process of strategic acquisitions and long-term growth path.
On August 1, 2024, the Shareholders' Meeting of Rino Mastrotto Group approved the payment of a dividend and the distribution of reserves to its shareholders for a total amount of 124 million Euros, of which 6,9 million Euros are due to Aurora.
After the end of the semester it was reorganization started of NB Aurora Holdings S.à rl (“Aurora Holdings”) with the aim of dissolution without liquidation. This reorganization consists of the demerger of Aurora Holdings into newly created entities and the subsequent merger of these entities into Aurora and NB Aurora Co-Investment Fund II, the two being shareholders of Aurora Holdings. The reorganization is deemed to be effective at least one month after the publication of the joint draft demerger and merger plans, which occurred on 6 and 9 August 2024, respectively.
Portfolio Analysis as of June 30, 2024
Il aggregate turnover of the companies currently in the portfolio, based on the balance sheet as of 31 December 2023 (latest available public data), amounts to approximately Euro 2,9 billion (+2,2% compared to 31 December 2022). In general, in the first half of 2024, in addition to the implementation of two divestment operations (and simultaneous reinvestment) which respectively generated a capital gain, the activity of the Aurora investment team focused on the management and growth of the value of the investee companies which continue to demonstrate a positive performance despite the complex economic and geopolitical context at a global level characterised by the Ukraine-Russia conflict, tensions in the Middle East and the persistence of an inflationary scenario.
Currently the wallet includes:
- Rino Mastrotto Group: world leader in the supply of high-quality leathers and materials for luxury creation, interior design and automotive & mobility. In 2023 the Group recorded a pro-forma turnover of approximately Euro 342 million.
- PHSE: leader in Italy in the temperature-controlled transport of pharmaceuticals, biotechnology products, clinical trials and biological samples serving the hospital channel, PHSE has 29 healthcare hubs and sites and over 550 employees. In 2023 the Group recorded a consolidated turnover of approximately Euro 86 million. In 2023 PHSE completed the acquisition of 80% of AirPlus and Bio Pharma Logistics, Italian companies specialized in the temperature-controlled transport of pharmaceuticals, diagnostic and biological samples, especially internationally (import and export from Italy).
- Engineering Computer Engineering: today it is among the main Italian companies engaged in the digital transformation of public and private companies and organizations, with an innovative offer of platforms for the main market segments. In 2023, the Group recorded revenues of approximately Euro 1,7 billion. In 2023, Engineering completed the 100% acquisition of Extra Red Srl, a company that deals with offering high added value services and projects on market-leading technologies, in partnership with the main IT vendors. Furthermore, a partnership was started with the Illimity Group which enriches the Engineering offer portfolio with advanced Digital Banking solutions.
- BlueVet: Italian leader in the management of excellent veterinary clinics. To date, 30 veterinary facilities are managed, 26 of which were acquired after Aurora's investment. Thanks to a management team with great experience in the sector, BluVet's goal is to build a national network of excellent veterinary facilities, characterized by the provision of first-rate medical care and services, by medical staff boasting cutting-edge skills (also thanks to the continuous updating program through BluVet Academy) and by a particular attention to corporate & social responsibility issues. In 2023, the Group recorded a consolidated turnover of approximately Euro 33 million.
- Veneta Cucine: with 300 single-brand stores and more than 700 retailers worldwide, it is today among the leading manufacturers in Europe and in first place in Italy in the modular kitchen sector. In 2023, the Group recorded a production value of approximately Euro 376 million.
- Comet: Italian leader in the development and production of high-quality special compounds in natural and silicone rubber made “ad-hoc” for each customer thanks to its know-how and large portfolio of proprietary recipes. The compounds developed by Comet are used to create critical and high value-added components for applications in various industrial fields. In 2023, the company closed the financial year with revenues of approximately Euro 81 million.
- Farmo: leader in the development and production of gluten-free, better-for-you products. The company closed 2023 with a turnover of approximately Euro 17 million.
- exacerbate: active in the specialty chemicals business through the development and production of catalyst supports, Exacer is today an important strategic partner of the main global chemical multinationals. In 2023 the company closed the financial year with a turnover of Euro 11 million.
- PromoPharma: a group specialized in the production and marketing of high-quality food supplements, dietary foods and innovative medical devices. In 2023, the group recorded a turnover of approximately Euro 25 million. Furthermore, PromoPharma is pursuing its growth plan both organically and through selected acquisitions in the reference market.
- Finlogic: a group active in the Information Technology sector with the creation of complete and innovative solutions for the automatic coding and identification of products through the use of barcodes and RFID technology. In 2023, the company recorded a turnover of approximately Euro 74 million. In the first half of 2024, Finlogic completed the purchase of 100% of Etichettificio Il Nastro, a company in Città di Castello (Perugia), with a 2023 turnover of approximately Euro 7 million, active in the field of automatic identification through barcodes printed on labels and adhesive tapes for applications mainly in the food, cosmetics and pharmaceutical sectors.
- Dierre Group: Italian leader in the design, production and sale of safety guards and technologically advanced components with an innovative design for industrial automation. In 2023, Dierre achieved a turnover of approximately Euro 60 million.
- Sun Club: leader in Italy in the camping-village sector and directly manages 23 camping-villages (of which 12 acquired from Aurora's investment) in 7 regions of Central-Northern Italy. In 2023, the group recorded a turnover of approximately Euro 90 million. In the first half of 2024, the group completed the acquisition of 3 additional camping-villages in Friuli-Venezia Giulia, Emilia-Romagna and Marche.
- Amut: since 1958 it has been building plants for the processing of plastic materials. Having entered the market as a manufacturer of extruders, AMUT has progressively continued its technological development until it fully covers the life cycle of plastic materials (processing of the raw material, extrusion and thermoforming of the finished product, finishing processes, reintegration of the product through recycling technologies). In 2023, the company recorded revenues of approximately Euro 81 million.
- Zeis: produces shoes under several proprietary brands, including Cult and Dockstep. The company has requested and obtained admission to the preventive bankruptcy procedure.
The availability to the public of the Condensed Half-Year Financial Report as of June 30, 2024, together with the report of the appointed auditing firm, will be announced with a specific press release.
