After months of speculation and stalled talks, it appears that Marzotto has emerged as the number-one suitor for the Italian design house. Sources in Italy said Marzotto is in “advanced talks” with Valentino’s parent, Holding di Partecipazioni Industriali, and a deal could come as early as this week.
“Talks between the two companies have resumed. They were meeting in Milan on Friday afternoon, and they appear close to reaching an agreement,” one source said, adding that Goldman Sachs was advising HdP, while J.P. Morgan was working with Marzotto. “Barring any last-minute squabbles, there could be an announcement within the next few days.”
A Marzotto spokesman declined to comment, while an HdP spokeswoman reiterated the company’s stock phrase: “We are in talks with Italian and foreign groups, but there is no exclusive dealing with any specific company.”
However, the spokeswoman did confirm that HdP was in “exclusive talks” with the American group Continental Partners for the sale of Fila. Industry sources said HdP has hammered out a way to restructure Fila’s $330 million in debt in order to make it more attractive to potential buyers. As reported in WWD, sources said Continental had offered to take on Fila’s debt in exchange for the company, but HdP had rejected that offer. Continental is said to have been put together for the sole purpose of purchasing Fila.
If Marzotto and HdP were to reach an agreement, it would cap more than a year of rumors about the fate of Valentino, which HdP purchased in early 1998 for $300 million — three times the direct sales of the company and one of the highest multiples in the fashion business at the time.
HdP, which bought Valentino as a first step in forming a fashion and luxury group, has come under increasing pressure over the past year to sell its fashion division — known as GFT Net — which also includes Joseph Abboud.
Last year, HdP’s shareholders’ syndicate, which controls roughly 46 percent of the group, gave chief executive officer Maurizio Romiti until the end of last year to sell off the fashion division and Fila — or risk losing the syndicate’s support. The syndicate wants HdP to focus on the more profitable publishing division, which includes Rizzoli Corriere della Sera.
It has since extended Romiti’s deadline to later this year.
As reported, HdP’s third-quarter results were less than glowing. At GFT Net, third-quarter sales dropped more than 47 percent, to $87.8 million. HdP said the drop reflected the termination of licenses and the aftereffects of Sept. 11.
According to Giancarlo Giammetti, honorary chairman of Valentino, retail sales at the fashion house reached about $360 million last year. Wholesale sales, analysts say, are just under one-third of that figure. While HdP does not break out separate figures for Valentino, it did say that in the third quarter, the label saw a 10 percent increase in volume in European markets.
Sources said it would be difficult to put a price tag on Valentino. HdP treated the purchase as a leveraged buyout and, since 1998, has been charging the cost of the acquisition back to Valentino — one reason why the fashion house has yet to turn a profit. In addition, the industry consensus is that HdP paid far too much for Valentino. Meanwhile, the designer and his business partner, Giammetti, still have their $300 million.
“I wouldn’t know where to begin calculating a price for this company,” said a Milan-based analyst who follows HdP and who declined to be identified. “All I can say is that the price issue is crucial, and it’s been the sticking point in all of the Valentino negotiations.”
Over the past year, HdP has been reported to be in talks with Gucci Group, Marzotto, Opera, the investment fund backed by luxury jeweler Bulgari, and most recently the French financial company Frey.
Renato Preti, who manages the Opera fund, describes Valentino’s price issue with diplomacy. Asked last week what the status of Opera’s talks with Valentino were, he told WWD they have been on hold since September. “Opera and HdP have different perceptions about just how difficult it’s going to be to get Valentino back in shape.”
But price isn’t the only sticking point. Valentino and his partner Giammetti are still very much a part of the company. Neither has any plans to retire, and they’ve made it clear that they must get along with their new bosses.
In March 2001, when rumors about Gucci buying Valentino were swirling, Giammetti suggested that he and the designer would have to put their stamp of approval on any new owner — or else they’d walk out: “Keep in mind that we have contracts with this company. But those contracts don’t last forever,” he said then.
Giammetti declined further comment. The length of their contracts could not be determined.
Marzotto, based in Valdagno, in northeastern Italy, controls the profitable clothing giant Hugo Boss and manufactures men’s and women’s clothing under license for Gianfranco Ferre and Missoni. It also produces in-house lines and high-end fabrics.
Marzotto is all too familiar with HdP. In May 1997, Marzotto backed out of a deal with HdP’s forerunner HPI, a group that held the once-lucrative and prestigious designer clothing manufacturer GFT. Two months earlier, the companies had formed a conglomerate known as Gruppo Industriale Marzotto that was to have been a fashion powerhouse.
Pietro Marzotto, then Marzotto’s ceo, canceled the deal when he realized his family would not have operating control of the merged company. HPI decided to move ahead on its own and with a new name: HdP. The following year, the group purchased Valentino in a bid to form a fashion group to rival that of LVMH Moet Hennessy Louis Vuitton, Gucci and Prada. But HdP’s fashion division never got off the ground because of poor management and waning support from the core shareholders.
With the exception of Hugo Boss, Marzotto does not own any major fashion brands, and industry observers say that is a source of concern for the company. It is no secret that IT Holding, the company that bought Gianfranco Ferre’s company last year, wants to take the three Ferre licenses in-house.
Observers say Marzotto needs to replace that revenue with that of its own brands.
Marzotto has been down the acquisitions road before — but with little results. It was in the running to buy Ferre, had expressed interest in Donna Karan’s business in the late Nineties, and has been in on-and-off talks to buy Valentino over the last year. But it never made a move because management repeatedly said that market prices were too high. During the acquisition binges of 1999 and 2000 — while Gucci, Prada and LVMH gobbled up as much as they could — Marzotto stood by and waited.
Industry experts say that now, with the post-Sept. 11 drop-off in the price of acquisitions, HdP’s eagerness to sell its fashion division, and the reality of losing the Ferre licenses, Marzotto may just make its move to snare a fashion house of its own. – Samantha Conti with contributions by Luisa Zargani and Alessandra Ilari, Milan.