“The acquisition of Sifar must be framed not only in the broader strategy outlined in Esprinet's 2022-2024 industrial plan of focus on other profitable business lines - Sifar has an EBITDA profile greater than 10% -, but also in relation to the convinced adherence to the ESG principles of our Group, which intends to seize all opportunities that are integrated into a sustainability framework, including investments in environmentally friendly products and services. The distribution of components and spare parts for the repair of smartphones and tablets aims to extend the life cycle of products by helping to minimize the production of electronic waste, responding to the new needs linked to the circular economy. The operation also adds an important piece to the EspriRent project, which in the Group's future plans also includes the management of the reconditioning process of the products returned at the end of the rental period", declared Alessandro Cattani, CEO of the Esprinet Group.
The two selling partners of Sifar Group, Giovanni and Andrea Sibilla, commented as follows: “we have always looked to the future with the intention of bringing our company within a large Group that would allow further growth and development in Italy and abroad; It is therefore a source of great satisfaction to become part of such a structured reality, with great financial, managerial and organizational capacity. We are excited to bring our experience and know-how to achieve ambitious goals."
In the 2022 financial year, the company achieved a turnover of €21.6M (€20M euros in 2021) with an EBITDA of €2.3M (€2.2M in 2021). Net equity at 31 December 2022 amounted to €8M euros, highlighting a liquidity surplus of €3M (€6.8M and €2.8M, respectively, at 31 December 2021).
The acquisition will take place at an estimated value of €16M (the Provisional Price) and subject to adjustment mechanisms, necessary for the determination of the Final Price, linked to the calculation of the effective Net Equity on the execution date, the quality of the stocks and the company's credit position to be verified on pre-established dates up to the end of ten months from the date of the operation.
Said adjustment items, as well as the usual guarantees provided for these types of operations, will be guaranteed by an amount of the Provisional Price which will be retained by Esprinet and gradually released upon the occurrence of agreed times and events.
At the closing date, expected in the first few days of August, a total amount of €9.3M will therefore be paid in cash and using available resources, without prejudice to the possibility recognized for the sellers to collect a further component of the Provisional Price, equal to €1.9M, against the delivery of a first demand bank guarantee of the same amount issued by an institution of primary standing.
Sifar Group, within the Esprinet Group, will be maintained as a separate legal entity and the two selling partners, Giovanni and Andrea Sibilla, will hold managerial roles and will continue to carry out managerial functions so as to guarantee, together with the maintenance of the headquarters and of the other 23 employees employed by the company, operational continuity.