Milbank Advises Cedacri Mergeco on Its Debut Issuance of €650 Million Senior Secured Floating Rate Notes to Finance the Acquisition of Cedacri

Milbank LLP has advised Cedacri Mergeco S.p.A. (the “Issuer”) in connection with its debut issuance of €650 million Senior Secured Floating Rate Notes due 2028. This represented the fourth bond issuance by a portfolio company of the ION Investment Group and was executed substantially concurrently with the debut bond offerings by ION Corporates, ION Markets and ION Analytics.  Milbank advised the issuers on all four offerings which closed in April and May 2021.  The Milbank team also advised the Issuer in connection with its new Revolving Credit Facility.

Cedacri S.p.A. (“Cedacri”) is an industry-leading technology company that is fully dedicated to providing core banking software, digital infrastructure, solutions and other IT services predominantly to the Italian market.  It plays a systemic role within the Italian banking sector, providing outsourced core banking IT services and operations to banks, and is Italy’s third largest banking platform (based on the number of branches served).

Proceeds from the new issuance will be used to finance the acquisition of Cedacri by the ION Investment Group.

J.P. Morgan AG acted as global coordinator and joint bookrunner and Goldman Sachs International and UniCredit Bank AG acted as joint bookrunners.

The Milbank team was led by European Leveraged Finance/Capital Markets partners Apostolos Gkoutzinis and Sarbajeet Nag and special counsel Ana Grbec and included associates Karen Chen, Bernardo Zang, Bie Cookey, Michele Scansani and Panos Tsezos. Special counsels Joji Ozawa and Trevor Truman and associates Dimos Papanikolaou, Varun Natteri Mangadu and Iakovos Anagnostopoulos also provided valuable assistance on the offering.

This transaction adds to Milbank’s bank and bond track record in Italy, which has recently included advising on committed financings and/or bond offerings involving:

• International Design Group, a leading global design group, in connection with its senior secured notes offering.
• Rekeep S.p.A., the leading provider of facility management services and a leading provider of laundering and sterilization services in Italy, in connection with its refinancing.
• So.Fi.M.A. Società Finanziaria Macchine Automatiche S.p.A. (a company jointly controlled by BC Partners and members of the Vacchi family) in connection with financing its public-to-private takeover bid for I.M.A. Industria Macchine Automatiche S.p.A, the packaging machinery manufacturer.
• Forno d’Asolo S.p.A., a BC Partners portfolio company in the Italian frozen bakery industry, in connection with the financing of its acquisition of Pasticceria Bindi S.p.A., the leading Italian producer of frozen desserts.
• doValue S.p.A., a leading servicer of non-performing loans in Southern Europe, in connection with the financing of its acquisition of FPS, the former loan servicing company of Greece’s Eurobank Group.
• the financing of The Carlyle Group’s acquisition of Forgital, a leading manufacturer of components for the aerospace industry.
• the financing of The Carlyle Group and Investindustrial’s acquisition of International Design Group S.p.A., one of the world’s largest design companies grouping together the high-end furniture and lighting brands B&B, Flos and Louis Poulsen.
• the financing of Bain Capital’s acquisition of the specialty chemicals manufacturer Italmatch and follow-on acquisitions.
• Unifrutti, one of the world’s leading producers and distributors of fresh fruit, in connection with its debut bond offering.
• the financing of Bain Capital’s acquisition of specialty paper manufacturer Fedrigoni and follow-on acquisitions.
• Pro-Gest Group, one of Italy’s leading producers of recycled paper, cardboard and packaging solutions, in connection with its issuance of senior secured notes to Carlyle Global Credit.