News Release

Valvitalia Acquires Tecnoforge S.p.A. from The Carlyle Group

2004-097

Italy - Valvitalia of Rivanazzano (Pavia) has signed an agreement with the shareholders of Tecnoforge for the acquisition of 100% of the Company. Tecnoforge, based in Castelsangiovanni (Piacenza), is a global leader in pipe fittings in the oil and gas industries.


Valvitalia S.p.A. is owned by majority shareholder and Chairman, Salvatore Ruggeri, Interbanca, Acciaierie Valbruna and Pasvim. Mr Ruggeri has 30 years of experience in the sector, with a history of successes behind him, and heads a group of experienced managers. The main shareholder of Tecnoforge is The Carlyle Group. Among the selling shareholders there is also Luca Zacchetti, current Chairman of Tecnoforge.


“With the acquisition of Tecnoforge by Valvitalia we are able to create a unique Group in the world that produces valves, actuators, gas regulation and metering systems, heat exchangers, launching and receiving traps and filters, and now also fittings, with a turnover close to €200 million and with approximately 650 employees,” said Salvatore Ruggeri. “The new Group will be able to provide customers in the oil, gas and power fields with competitive integrated packages of products, drawing on a well-established know-how and strong productive capacity from 8 plants globally of more than 250,000 m2. The next step will be to work towards a listing on the Italian Stock Exchange, supported by the company’s sound turnover and extremely good 2004 financial results, which are likely to improve in years to follow.”


Edoardo Lanzavecchia, Managing Director of The Carlyle Group, said, “We are very pleased to have supported the development of Tecnoforge since acquiring it in 1999. Today Tecnoforge is a global leader in pipe fittings in the oil and gas industries and is managed by a very well respected management team. We believe that Valvitalia, as a new industrial shareholder, is very well placed to further support the growth.”


Financial advisers on the transaction were Interbanca for Valvitalia and Fineurop Soditic for the Tecnoforge shareholders. Legal advisers were KStudio Associato for Valvitalia and Studio Legale Galbiati, Sacchi e Associati for the Tecnoforge shareholders. The financing for the acquisition was organised by Banca Intesa and Interbanca.


Carlyle first invested in Tecnoforge in 1999 from its €1 billion Carlyle Europe Partners I fund, which is now fully invested.


The announcement marks the seventh successful exit from the fund. In the past three months Carlyle has announced the exits from Riello, Beru and Honsel International Technologies. Other exited investments are Materis, Andritz, and Le Figaro.


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