Today Leonardo announces the closing of the sale of the Underwater Armaments & Systems (UAS) business line to Fincantieri.
Under the binding agreement dated 9 May 2024, at closing Leonardo received payment of a price of €287 million, based on a fixed Enterprise Value component of €300 million. The variable component of up to €115 million and customary price adjustments will be determined following the approval of UAS’s 2024 financial results. The maximum total Enterprise Value is €415 million.
Underwater Armaments Systems
Whitehead Alenia Sistemi Subacquei SpA, a historic 100% subsidiary of Leonardo, was born as a company specialized in the construction of submarine defense systems and in particular torpedoes, countermeasures and sonars. At the beginning of 2016, the company was merged into Leonardo, becoming a business line, and was renamed “Underwater Armaments & Systems” (UAS). The business line also includes the 50% participation in the EuroTorp GEIE (established with Naval Group and Thales), dedicated to the design and construction of the MU90 lightweight torpedo, and is located in two sites, Livorno and Pozzuoli. In 2023, the UAS business line generated revenues of approximately € 160 million and an EBITDA of € 34 million.
consultants
For the purposes of the operation, Leonardo was assisted by Rothschild & Co. as financial advisor, by Studio Cappelli RCCD, as legal advisor, and by PwC in the preparation of the financial documentation of the branch. UBS supported Leonardo's Risk Control Committee in evaluating the transaction, providing a fairness opinion on the economic terms of the transaction.
Transactions with Related Parties
For Leonardo, the described transaction, given the relationship of correlation between Leonardo and Fincantieri (both companies controlled by the Ministry of Economy and Finance), constitutes a Related Party Transaction of “minor relevance” pursuant to the current legislation and the Procedure adopted by the Company. The transaction was approved by the Board of Directors of Leonardo following a reasoned and unanimous favorable, non-binding opinion expressed by the Control and Risk Committee in the exercise of the functions performed as the Committee for Related Party Transactions, in order to the Company's interest in completing the transaction as well as the convenience and substantial correctness of the related conditions.