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Digital payments: marriage between Nexi and Sia

Before the opening of the Stock Exchange, the Memorandum of Understanding was announced which will lead to the merger of Sia into Nexi and which will create a national digital payments giant of which CDP will be the reference shareholder. Shareholders' agreement between the first shareholders

Digital payments: marriage between Nexi and Sia

After a very long incubation, Nexi and Sia get married giving life to the national giant of digital payments, of which Cassa depositi e prestiti (Cdp) will be the first shareholder.

The marriage was announced before the opening of the Stock Exchange with the presentation of the Memorandum of Understanding approved on Sunday evening by the respective Boards. The operation should be concluded within the year and the merger will take place through the incorporation of Sia into Nexi, (controlled by Mercury UK HoldCo, vehicle company of the Bain Capital, Advent and Clessidra funds).

The new digital payments giant will have revenues of approximately 1,8 billion euros, an ebitda of one billion and a market capitalization of more than 15 billion.

To get to the wedding Nexi, the former CartaSì which is listed on the Stock Exchange and is part of the 40 main blue chips of the Ftse Mib, will launch a capital increase reserved for Sia, which is currently 88% controlled by CDP which will also become the reference shareholder of the new group with a stake of approximately 25% held through Cdp Equity. Conversely, the international funds that have accompanied Nexi's growth will be diluted or will come out with a rich capital gain. On the other hand, it will not leave the new digital payments giant Intesa San Paolo, which currently holds 12%. From the point of view of governance, a shareholder agreement between Cdp Equity, Fsia and Mercury, valid from the closing of the transaction.

Particularly satisfied with the operation will be Fabrizio Palermo, the CEO of Cdp who has been working personally for some time to create the national giant of digital payments and who was its true director.

The CEO of the new post-merger company will be Paolo Bertoluzzo, number one at Nexi since day one after a career in Vodafone alongside Vittorio Colao.

The satisfaction of Cdp is understandable which, in the press release announcing the go-ahead for the operation long awaited by the market, underlines that the merger "constitutes a key enabler for the development of a technological infrastructure and essential services for the functioning of the payment systems and for access to financial markets, fundamental elements for accelerate the country's digital transition".

The operation is part of Sia's long-term valorisation strategy pursued by CDP which acquired it in 2014, supporting a growth that has recorded an average annual increase in turnover of over 10% while the number of employees has gone from 1.500 to over 3.500. The new step will finally allow the expansion of the new Nexi on foreign markets even with extraordinary operations.

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