Article
Celli Closes Debt Restructuring via Composizione Negoziata, Secures €32M New Money From Bank Lenders, Sponsor
By: Chiara Elisei
Italian manufacturer and distributor of beverage equipment Celli SpA recently closed a debt restructuring via composizione negoziata della crisi d’impresa, or CNC, sources told Octus.
Under the deal, over two-thirds of its roughly €140 million bank debt will be converted into equity-like instruments called strumenti finanziari partecipativi. The company has also secured €32 million in new super senior financing, with bank lenders providing about €18 million and incumbent sponsor Ardian the remainder €14 million, the sources said.
As reported, some investment funds including Pillarstone approached the company to provide new money. However, the group eventually struck a deal with its existing bank syndicate, the sources noted.
Celli’s creditors, which have been advised by DC Advisory and Linklaters, are mainly banks including Natixis, Credit Agricole, BNP Paribas, Intesa Sanpaolo, UniCredit, Mediobanca, Banca Ifis as well as direct lender Muzinich and asset manager BNP Paribas Asset Management. The Ardian-owned company hired Lazard and PedersoliGattai as financial and legal advisors, respectively.
Celli has been looking for fresh capital after reporting losses over the recent years. In 2023, it posted a €42 million loss following €65 million in losses a year earlier, according to its financial reports.
Ardian bought Celli in 2019. The terms of the transaction were not disclosed, but according to some reports, the company was valued at about €200 million, having closed 2017 with an EBITDA of €11.5 million and a turnover of €100.6 million. For 2018, turnover was in the region of €110 million, according to the sponsor website.
Ardian financed the acquisition of Celli through bank debt provided by Banca Ifis, BNP Paribas, Natixis SA, Crédit Agricole Corporate and Investment Bank, Mediobanca and UniCredit, which also acted as agent bank.
Between 2023 and 2024, Ardian invested €35 million in the business, which also obtained an extension of its RCF and bank debt’s maturities to 2028 and 2029, respectively, the postponement of some interest payments and a moratorium on its leverage covenant test until September 2025, according to its 2023 report. Additionally, the company reorganized its top management and drafted a 2024-2029 business plan.
In 2023, Celli reported revenue of €65.5 million (from €87.7 million in 2022), a negative EBITDA of €13.5 million (from negative €6.7 million in 2022) and €9 million of liquidity (from €11 million in 2022).
Founded in Rimini in 1974, the company specializes in the design, manufacturing, testing and installation of beverage dispensing solutions for breweries (including Heineken, Carlsberg, Asahi, Molson Coors and Budweiser) and soft drink companies (including Coca-Cola and Pepsi). Celli is also involved in the manufacturing of water dispensers.
Below is Celli’s corporate structure:
Ardian and Celli did not return requests seeking comment.
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