Acquisition of 55% of the shares in Climan srl and Idro Calor srl finalised

The operation gives a further boost to the Group’s strategy to become the top Italian industrial business delivering technical assistance in the plumbing and heating sector throughout Italy

Pescarolo ed Uniti (CR), 27 September 2023 – Lindbergh S.p.A. (EGM:LDB), the Group operating in Italy and France in the MRO (Maintenance, Repair and Operations) sector, providing logistics services to technical assistance networks in the Waste management/circular economy sector, today announced that the acquisition of 55% of the shares in Climan Srl and Idro Calor Srl has been finalised. The operation was completed by the subsidiary SMIT Srl (Società Manutenzione Impianti Tecnologici), in which Lindbergh holds 77,5% of the shares.

The operation is part of the strategic vision of the Group, which aims to become the top Italian industrial business delivering technical assistance in the plumbing and heating sector throughout the country. The operation follows the recent acquisition of 100% of Gatti Ermanno Srl (see press release of 31 July 2023) in Corridonia (MC), allowing SMIT Srl to further develop its network of technicians.

With headquarters in Parma, both companies belong to the same majority shareholder, Dilda Gian Luca, and work in the repair, maintenance, assistance and installation of plumbing and heating systems, boilers, HVAC and water purification systems. Climan Srl and Idro Calor Srl operate through a direct network, respectively with 7 and 8 technicians. With these acquisitions, today SMIT Srl controls a network of 27 technicians.

In 2022, Climan Srl recorded a turnover of €689,000 and an EBITDA (IAS/IFRS) of €42,000 (the average annual turnover for the last 3 years was €640,000, the average annual EBITDA (IAS/IFRS) for the last 3 years was €70,000).

In 2022, Idro Calor Srl recorded a turnover of €808,000 and an EBITDA (IAS/IFRS) of €93,007 (the average annual turnover for the last 3 years was €800,000, the average annual EBITDA (IAS/IFRS) for the last 3 years was approximately €80,000).

Matteo Vaccari, Director of SMIT Srl, stated: “With these two new acquisitions, we now directly control around thirty technicians. We confirm our target of 100 technicians in the next two years. In the coming months, all the technicians will be using the same IT platform to plan and manage their maintenance activities, and we will also be rapidly optimising all the warehouses, managing spare parts stocks centrally, with significant economic and operational advantages. We will be launching the services provided by Lindbergh throughout the network, to recover operational efficiency and effectiveness. We also want to become increasingly attractive for new technicians who would like to join our organisation.”

 

Details of the operation

Today, SMIT Srl acquired 55% of the share capital in Climan Srl from the majority shareholder, for a value of €96,250.

SMIT has also acquired 55% of the share capital in Idro Calor Srl from the majority shareholder, again for a value of €96,250.

The amounts due will be paid, for a total of €60,000 on finalisation (today), while the remaining €132,500 will be paid in 4 instalments of €33,125 each, in January 2024, July 2024, January 2025 and July 2025.

The agreement also includes an option for SMIT Srl, which may be exercised by 31/12/2025, for a further acquisition of the shares held by Gian Luca Dilda, equal to 35% of the share capital of Idro Calor Srl and 25% of Climan Srl. The price of these two acquisitions has been agreed for a total of €105,000, divided as follows:

1) €43,750 for the remaining shares in Climan Srl, equal to 25% of its share capital

2) €61,250 for the remaining shares in Idro Calor Srl, equal to 35% of its share capital

Gian Luca Dilda, founder and main shareholder of both companies, will remain the sole director for the time being.

It is reported that the operation is not considered relevant pursuant to Article 12 of the Euronext Growth Milan Issuers’ Regulation.

 

Read the press release