MILAN — The Damiani family is one step closer to the delisting of the namesake jewelry company from the Italian Stock Exchange.
On Friday, the family reached control of more than 95 percent of shares, surpassing the 90 percent threshold necessary to delist, and this will be followed by a “squeeze out” period.
As reported at the end of December, the Damiani family launched a takeover bid with the goal to delist the namesake firm through the holding company Leading Jewels.
D Holding Srl, a company controlled by siblings Guido, Giorgio and Silvia Damiani, had a 60.8 percent stake in Leading Jewels. The bid took place to buy more than 13.8 million shares, priced at 0.44 euros each, and representing 16.7 percent of the capital. The maximum value of the offer totaled 11.8 million euros, or 0.86 euros a share, a premium of around 5 percent compared with 0.81 euros, the price of the shares on Dec. 27, the last day before the announcement of the takeover bid. Damiani went public 11 years ago, with shares priced at 4 euros.
Asked for the reasons behind the delisting, president Guido Damiani told WWD his family wanted to “invest in the long-term and the markets expect immediate returns, which turns into a misalignment between us and the shareholders.”
Damiani pointed to a slowdown in the global economy and Italy’s recession, which makes it more complicated for small and medium sized companies and their shareholders. “We are very confident in the future and in the company and we are showing it by actually back shares, but we want to be able to make decisions quickly that make sense to us, without having to justify them,” he said, citing, for example, perhaps opening a store that could bring visibility and relevance even in the face of a slowdown. “Also, our family is looking at the third generation — our children are still young, but we hope they will continue building the company,” added Damiani.
The delisting will allow the firm to streamline operations, and free it up of expenses connected to being a public company, which are less burdensome for a big group. “The same rules apply to small and giant companies, but they slow down our activities,” he explained.
Despite the fact that the company went public in 2007, just before the global economic crisis, Damiani saw positive elements in the experience of being listed. “We were exposed to the international markets, interfacing with the international financial world, and not only limited to our own backyard. We learned to give ourselves rules, a professional modus operandi, and we were closer to big companies in terms of culture and professionalism. We bring that with us,” he said. “A cycle is over, but we have great relations between us siblings and we agreed on this decision all together.”
The Bourse will determine the day of delisting, which is expected by the end of the month.
Damiani has also set up a Gratitude Club, rewarding its shareholders with benefits, special events and sales.
The Valenza, Italy-based company was established by Enrico Grassi Damiani in 1924.
In addition to its namesake label, the company has invested in jewelry firms Salvini, Rocca, Calderoni and Pomellato, which is now controlled by Kering. In 2016, the Damiani family acquired a majority stake in the Venini company, known for its colorful and artistic glass designs, and a leading firm in Murano, the glass production hub in Venice’s lagoon. The acquisition, whose financial terms were not disclosed, was part of the Damianis’ strategy to invest in and develop historic luxury brands.
The group closed the fiscal year ended March 31, 2018, with a net loss of 4 million euros, compared with a loss of 5.5 million euros in the previous year, on sales of 164 million euros, a 1.6 percent increase. At constant exchange rates, revenues grew 3.1 percent.
Italy remained the core market for Damiani, contributing sales of 112.1 million euros, down 1.9 percent compared with the previous fiscal year, while sales outside the country rose 9.9 percent to 52.2 million euros. Earnings before interest, taxes, depreciation and amortization grew 24.1 percent to 5.3 million euros, benefiting from nonrecurring gains of 1.5 million euros. Net of this, the group would have registered a 93 percent increase in EBITDA.
The delisting follows that of Luxottica earlier this week, in the wake of the merger with Essilor, as the new EssilorLuxottica is listed in Paris. Last June, Yoox Net-a-porter was delisted after the successful takeover bid by Compagnie Financière Richemont SA. And the Bourse lost the opportunity to see the highly anticipated initial public offering of Valentino as, in May last year, the brand’s chief executive officer Stefano Sassi said it was “on hold” and “not a priority.”