Announcement • Jul 07
Fincantieri S.p.A. (BIT:FCT) agreed to acquire 52.60% stake in Next Geosolutions Europe SpA (BIT:NXT) from Marnavi Spa for €410.3 million. Fincantieri S.p.A. (BIT:FCT) agreed to acquire 52.60% stake in Next Geosolutions Europe SpA (BIT:NXT) from Marnavi Spa for €410.3 million on July 6, 2026. As part of consideration Fincantieri S.p.A. will pay €16.25 per share for 23.75 million ordinary shares and 1.5 million of Class A shares of Next Geosolutions Europe SpA. Should a dividend be declared prior to completion of the Sale and Purchase Agreement, the price per share will be adjusted accordingly by an equivalent amount. The acquisition will be financed through the euro 500 million accelerated bookbuilding (ABB) capital increase successfully completed in February 2026.
Concurrently, on the basis of the agreements currently being finalized with the Reinvesting Shareholders, Fincantieri will acquire from the vehicles of certain Reinvesting Shareholders up to 30% of the NextGeo shares held by them representing 4.48 % of NextGeo’s share capital. Following completion of the Sale and Purchase Agreement, Fincantieri, acting in concert with the Reinvesting Shareholders, will launch, either directly or through a specially established vehicle, a mandatory tender offer on all the remaining outstanding ordinary shares of NextGe
The transaction is subject to the fulfilment of certain condition precedents, including the receipt of the required approvals from the competent antitrust authorities as well as foreign investment control clearances. The acquisitions are highly accretive to Fincantieri’s financial profile , delivering EPSgrowth of 30% by 2028 and 20% by 2030.
Intesa Sanpaolo S.p.A. acted as financial advisor for Fincantieri S.p.A. Studio Legale Cappelli RCCD acted as legal advisor for Fincantieri S.p.A. The Boston Consulting Group Srl acted as due diligence provider for Fincantieri S.p.A. Deloitte Italy S.p.A acted as due diligence provider for Fincantieri S.p.A. New Risk • May 26
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of Italian stocks, typically moving 6.8% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risk High level of non-cash earnings (36% accrual ratio). Minor Risk Share price has been volatile over the past 3 months (6.8% average weekly change). Valuation Update With 7 Day Price Move • May 25
Investor sentiment improves as stock rises 17% After last week's 17% share price gain to €15.05, the stock trades at a forward P/E ratio of 11x. Average forward P/E is 13x in the Construction industry in Italy. Total returns to shareholders of 85% over the past year. Simply Wall St's valuation model estimates the intrinsic value at €17.78 per share. 
