Published
- 09:00 am
Diginex Limited (Nasdaq:EQOS), a digital assets financial services company, announced today that it has reconstituted its Board of Directors, following its listing and commencement of trading on Nasdaq.
The new Board of Directors meets the required standards of corporate governance for a Nasdaq-listed company. The Board will be comprised of three executive directors and four non-executive directors, each of whom meets applicable independence standards under SEC and Nasdaq rules.
As the first Nasdaq-listed company with a cryptocurrency exchange, Diginex’s new Board will establish a benchmark for transparency and governance for digital asset companies, offering a high degree of assurance for shareholders, customers, and regulatory authorities.
Executive directors of the Board will comprise of Chi-Won Yoon, who will lead the board as Chairman, Richard Byworth, the Company’s Chief Executive Officer, and Paul Ewing, the Company’s Chief Financial Officer.
Non-executive board members include:
Lisa Theng, who has been in legal practice for more than 28 years and is the Managing Partner of CNPLaw LLP and brings a wealth of experience in M&A Corporate Advisory, as well as Corporate and Commercial services for public and private companies.
Richard Petty, who is a board member of The International Federation of Accountants (IFAC) and a member of IFAC’s Public Policy and Regulatory Advisory Group. He is also a member of the B20 serving on the Finance and Infrastructure taskforce and a former chairman of the Australian Chamber of Commerce Hong Kong & Macau and CPA Australia.
Paul Smith, who was most recently President and Chief Executive Officer of CFA Institute from January 2015 to September 2019. Mr. Smith has also acted as Chief Executive Officer of Warlencourt Ltd, Grimani Ltd and Broadwell Investments and holds several external directorships.
Andrew Watkins is a former Partner at PricewaterhouseCoopers Hong Kong and Mainland China in which capacity he served for 20 years. Mr. Watkins brings experience from a variety of senior leadership roles including Chief Technology & Disruption Officer and Chief Executive Officer of the China and Hong Kong Consulting business.
Mr. Yoon commented: “I am delighted to welcome Lisa, Richard, Paul and Andrew to the Diginex Board, each of whom brings distinguished expertise and experience from a wide range of backgrounds. Today’s announcement reflects a rigorous selection process that will enable us to maintain the right balance of skills to oversee the Company as we move forward as a publicly traded company.
“We believe it is crucial for us to demonstrate adherence to the highest standards of corporate governance and ensure that, in the execution of the Diginex strategy, the interests of shareholders, customers, employees and regulators are properly served. I look forward to working with our new Board members to continue the Company’s exciting trajectory."
Related News
- 02:00 am
SmartStream Technologies, the financial Transaction Lifecycle Management (TLM®) solutions provider, today launches ‘Affinity’ in collaboration with Tier 1 banks - an Artificial Intelligence (AI) ‘observational learning’ solution to meet the technical demands and business agility for operational data management and data quality processes.
SmartStream in partnership with the Tier 1 financial institutions has identified an integrated AI solution that can result in cost savings of as much as $2M per annum - bringing reconciliations into a new era, by increasing match rates and helping business users to cope with the vast volumes of data. This eagerly awaited technology has come out of the SmartStream Innovation Lab and marks 12 months since the launch of its first AI solution. Affinity is available in SmartStream Air (SmartStream’s cloud native AI solution) and will be embedded into SmartStream’s flagship reconciliations solutions. Banks will realise the benefits without any lengthy IT projects, it is supported in the cloud, as a fully managed service or it can be deployed with clients’ existing on-premise solutions.
Affinity AI observes the users’ actions and establishes its own understanding of how records correlate and it will assist the user to significantly reduce the time it takes for matching complex data sets. Once the neuronal network is trained, Affinity acts as a virtual user to support businesses dealing with large amounts of data - the more it observes, the more efficient it becomes, boosting matching rates - delivered to the end-user with high-quality results.
Andreas Burner, CIO, SmartStream, states: “The banks have recognised that they need to roll out AI and machine learning technologies to realign resources, increase STP and optimise costs. Affinity outperforms matching rates of anything else available on the market today. Client projects have been very successful and they are estimating at least 20% cost savings for their reconciliation business. It is very gratifying that after 12 months of working with clients on our AI solutions, the technology has matured and we are now at a stage to deliver real value. In addition, we are currently starting five new feasibility studies to confirm AI business cases, the demand for new technology is huge and the team is extremely pleased to be partnering with our clients to make this happen.”
Related News
- 01:00 am
Global eCommerce platform, Kooomo, has today announced a list of updates to its platform, diversifying its offering and fine-tuning its features to deliver an even stronger eCommerce platform.
Ciaran Bollard, CEO at Kooomo, says: “Although many retailers have already been updating their eCommerce platforms over the past few months to ensure they are keeping pace with new consumer habits since the COVID-19 pandemic hit; with the golden quarter fast approaching, it’s never been more critical that retailers have a robust, engaging and intuitive platform, supported by the best technologies. Our team of developers are working around the clock to deliver the very best in eCommerce, consistently updating our platform.”
Kooomo outlines its latest updates:
1. Axerve payments
Axerve has now been integrated into the Kooomo platform, further broadening the selection of payment options on offer. Through Axerve, not only can credit and debit card payments be accepted but merchants can also use other configured payment methods such as Apple Pay, Pay Now, Klarna to name a few.
2. Newsletters upgrade
Kooomo customers are now able to toggle between Double Opt-In and Single Opt-In configuration for newsletters. This setting was introduced for merchants (where it is GDPR compliant) to use single-opt in confirmations for gaining subscribers. Removing the double opt-in can increase the number of customers subscribed to the merchant’s newsletters. With double opt-in, issues can arise such whereby a customer subscribes to the newsletter but then never confirms the subscription - and so the email cannot be used in the newsletter campaigns.
3. Updated search functionality and check-out validation
In our last update, we introduced “Products per Cluster” - the ability to relate products to different user groups. This means you can make products visible to particular user groups through a new tab in the CMS called “Clusters of Users”. This month the Kooomo team has made improvements to the search function and check-out validation around these clusters. This ensures that the products that appear in a search correlate the correct cluster - improving the customer journey by removing any cause for confusion. Upon check-out, the products will be validated to ensure that they are available to the user in that cluster.
If a merchant wishes to make changes to product clusters, the changes can take a few minutes to implement. Validation upon check-out ensures minimal discrepancies in that time frame.
4. Category APIs
Over the past month, our developers have been working towards “headless eCommerce”, opening up APIs so that data for categories, product, users etc is all available over APIs without having to be requested from one of our themes. The more of these APIs we open up, the more flexible it makes the system and eases the process of working with developers going forward.
If you’d like to discover more about these specific platform updates, or more about the Kooomo platform in general, get in touch with the team here.
Related News
- 07:00 am
Crown Agents Bank Ltd. today announces that it is joining forces with MTFX Group, a Canadian based foreign exchange and global payment solution provider, to expand the companies access across emerging markets and Africa. This strategic partnership will provide MTFX’s vast client base increased ability for moving money across Africa and access to exotic foreign exchange currencies.
Crown Agents Bank will provide MTFX with reliable liquidity across emerging market currencies, particularly in African markets, to ensure fast, safe and secure settlement. The bank’s broad access to local correspondent banks, combined with competitive FX pricing across the emerging markets, will make it a cost-effective and faster solution for MTFX’s corporate, SME, education sector and Non-Governmental Organisation (NGO) clients.
In addition to the FX capabilities, MTFX will also be leveraging Crown Agent Bank’s digital payment rails, delivering payments to MTFX’s client’s beneficiaries locally. MTFX Group is one of the largest foreign exchange and global payment solution providers, spanning across multiple industries in almost every business category.
Crown Agents Bank has been operating across emerging markets for nearly two centuries. It has a growing portfolio of Non-Banking Financial Institution and fintech clients, particularly over the last few years of accelerated digital transformation.
David Bee, Head of Client Coverage and Markets at Crown Agents Bank, says: “Moving money across emerging markets has been our specialism for decades. It’s exciting for us to work with technology-led businesses like MTFX and expand their access into our core markets. Our network, FX liquidity and digital payment rails, make us a vital partner for many banks, Non-Bank Financial Institutions, and International Development Organisations. Players such as MTFX who prioritise transparency and value for their clients as much as we do are always desirable partners.”
Arif Harji, Director, Chief Market Strategist, MTFX Group, comments: “Our core focus is providing fast, competitive and secure ways to send money internationally paired with our industry-leading 24/7 customer service. Partnering with Crown Agents Bank will bolster our capabilities in emerging markets and enable us to offer more reliable and faster settlement to our clients. Combining their network and liquidity with our world-class online platform means international payments will be even easier.”
Related News
- 04:00 am
The UK’s government-backed savings organisation, National Savings and Investments (NS&I), is today revealing a significant increase in financial adviser satisfaction as a result of its Backbase-built online portal.
NS&I’s vision is to change the way that people approach saving for the future. The organisation sought to create a richer and more engaging user experience both to improve existing adviser satisfaction and to expand its reach within the advice industry. The only way to achieve these goals was through digital channels, so as part of this drive, NS&I enlisted Backbase to build a new financial adviser portal to help advisers serve their customers more effectively and efficiently.
The new portal, which is available on all devices, has streamlined the online experience for advisers with easier navigation and interactive content. The faster and simplified user journeys mean financial advisers can easily have visibility of all their clients’ investments with NS&I, and therefore provide greater onward support with their enquiries. All processes have been digitized, eliminating labour-intensive, paper-heavy operations and the need to use the NS&I call centre as much. This in turn has enabled advisers to service their clients with NS&I holdings in a better way.
The project has been completed and the outcomes are clear. Over 700 advice firms have already registered for the service, and as a direct result of this new platform, NS&I has seen the highest scores in adviser satisfaction with its services since 2011, with a sharp increase from 58% to 78% since the project went live.
Andrew Pike, Head of Intermediary Relationships at NS&I, said: “Ultimately, we want to improve advisers’ experience and the satisfaction they get from engaging with our brand. We listened carefully to their needs, and used the Backbase platform to implement a customer-driven vision. It’s been a really successful partnership and the results speak for themselves. This is the first step of our ongoing digital evolution and we will be introducing other new features as we go forwards.”
Simon Bloom, Client Success Director at Backbase, commented: “We’ve delivered on NS&I’s objectives. Through Backbase, it’s fundamentally changed the platform and designed an entirely new portal. We’ve brought simplicity to the adviser journeys, making processes more efficient and driving the levels of satisfaction that NS&I aspired to. That’s what we deliver at Backbase: it’s all about creating unrivalled user experiences. We look forward to developing our relationship with NS&I to help achieve its digital ambitions.”
Related News
- 04:00 am
The CEO of iwoca, one of Europe’s largest business lenders, has outlined the need for the fintech industry to be strengthened so it can support the growth of small and micro-businesses after the Bounce Back Loan scheme closes at the end of the year.
Writing in CityAM [see article], Christoph Rieche argues that these smaller businesses struggled to access finance from large banks before the scheme was introduced, and that this is likely to be the case after the 100% government guarantee ends.
With over 1 million SMEs approved for a Bounce Back Loan so far, he states that the take-up of the scheme should “serve as a wake-up call for everyone in the finance industry” as proof that there has always been a clear demand from SMEs for financial support, but that this demand has not been met by high street banks because of their risk appetite.
The iwoca CEO believes that fintechs can help fill this funding gap, but for the industry’s full potential to be realised, a number of key issues should be addressed:
Level the playing field to ensure non-bank lenders have the support of regulators to access capital on competitive terms - just as large banks can - to support micro and small businesses as the Government-backed loan schemes wind down
There should be a greater level of industry cooperation through the Bank Referral Scheme so that businesses can reach out to a range of lenders to give themselves the best chance of accessing finance
The finance industry, business groups and government must promote the clear benefits of Open Banking and build up trust amongst small businesses looking to use it
Christoph Rieche, iwoca CEO and co-founder, said: “The launch of the Bounce Back Loan scheme was a watershed moment for hundreds of thousands of SMEs across the country.
“However, if smaller businesses are going to be able to access the finance they need after the scheme ends, then fintechs need to be given a greater opportunity to do what they do best.
‘The Covid-19 pandemic has exposed the cracks within the ecosystem of small business support. Bounce Back Loans managed to paper over these, but we now have an opportunity to fully address these weaknesses and give SMEs the brighter future they deserve.”
Related News
- 05:00 am
Allica Bank, the business bank dedicated to empowering small and medium-sized businesses to succeed, has continued its recent growth with a trio of senior fintech hires, strengthening its commitment to deliver expert banking for business Britain.
The business bank recently completed a follow-on investment of £26m led by existing majority shareholder, Warwick Capital Partners and announced that it is launching a £100m funding round to help it meet the current high levels of demand for finance it is experiencing from British businesses.
Conrad Ford, the founder and former CEO of Funding Options (a marketplace for business finance), has been appointed as Allica Bank’s new Chief Product Officer. In his new role Conrad will be bringing his extensive experience to develop and implement the bank’s future product strategy. He will bring his substantial experience in lending to bear to further develop Allica’s platform and is responsible for ensuring a unified product vision as the bank seeks to deliver a full suite of banking products to support SMEs.
Andy Carroll has also joined Allica Bank as its Head of Product for Payment Accounts to lead the strategy, design and delivery of the bank’s new payment account offering. Andy has over a decade of experience building digital products and services for both start-ups and corporates. Most recently, Andy was the Group Head of Product at international payments specialist Equals Group Plc, before which he held product leadership positions at BCG Digital Ventures and the UK’s leading online mortgage broker, Habito.
Allica Bank has also appointed a new Head of Marketing, Chloe Fenton, to oversee all marketing activities. Chloe brings with her extensive experience, most recently as Director of Marketing at Liberis, an SME finance provider. Chloe will focus on further raising awareness of Allica Bank’s straightforward proposition, that combines the expertise of local relationships with best-in-class technology, to drive SMEs success.
Richard Davies, Chief Executive Officer, Allica Bank, commented on the new appointments: “It’s testament to our growth and the strength of Allica Bank that we can attract industry leaders like Conrad, Chloe and Andy. It’s exciting to be able to bring onboard their depth of talent and experience to help shape the future of the bank as we develop leading edge product and marketing capabilities”
Conrad Ford, Chief Product Officer, Allica Bank, commented: “It's no secret that traditional high street banks - weighed down by legacy infrastructure - struggle to serve established SMEs, a segment that sits awkwardly between consumer-like micro-firms and sought-after corporates. Ten years ago, a business with a dozen employees could expect an experienced relationship manager in their local bank branch. Now they face being bounced around an anonymous call centre. This has far-reaching consequences as bank lending to these firms has stagnated, a problem I saw first-hand running Funding Options.
“In other areas of running a business, providers like Xero have delivered dramatic upgrades with mobile and cloud technology, and there's no reason why the same can't be done for business relationship banking in conjunction with real human relationships. It's crazy that no one has attacked this problem yet, when you think that established firms represent a quarter of UK GDP, far more than the micro-business segment that has received so much focus from neo-banks. I see no reason why we can't build the best SME bank in the world, right here in the UK, and I’m delighted to have the opportunity to do so alongside this incredibly dedicated team.”
Related News
- 02:00 am
Genesis Global Technology Limited (hereafter Genesis), the global financial markets software firm, has received a strategic investment from Citi via its Markets FinTech Investments and SPRINT groups to leverage Genesis’ “Low-Code Application Platform” (LCAP) to drive its key innovation priorities. Genesis’ LCAP, enables financial firms to accelerate the delivery of technology roadmaps with a clear focus on identifying and delivering digitization opportunities across business lines. These initiatives ultimately increase business workflow efficiencies and reduce costs not only within a firm, but also drive innovation for the benefit of the industry as a whole. The amount and terms of the investment are undisclosed.
As financial markets firms grapple with the challenges and economic pressures posed by the COVID-19 pandemic, appreciation is growing for the considerable efficiency advantages that low-code offers both within financial markets and the overall industry. At this pivotal time, financial firms are being driven to fully digitize manual, repetitive workflows, in addition to the novel requirements driven by the transition to remote working. Across the sector, there is increased adoption of cloud-enabled software tools and applications with firms realizing the benefits of greater agility and scale at speed that these solutions deliver.
Unlike generalist low-code providers that cater to straightforward business processes, Genesis LCAP is the only low-code platform tailored for the specific requirements of the financial markets. While capable of delivering these simple Business Process Management (BPM) improvements, Genesis LCAP extends to address the specific and often highly complex financial markets use cases demanding highly resilient, scalable and performant solutions integrated with cloud technology.
Genesis designs and delivers a suite of solutions using the Genesis LCAP across financial institutions’ business lines. These range from tackling direct automation use cases, such as End User Computing (EUC) replacement and client servicing portals, to addressing complex opportunities including automating end-to-end electronic trading workflows and mobile framework applications. Genesis LCAP has proven able to readily scale and to be fit for large, global institutions, delivering both rapid development and easy integration across the organization.
Commenting on the partnership, Nikhil Joshi, Managing Director, Global Head of Spread Products Technology and Head of Markets Technology for NAM at Citi, said: “The Low-code application development paradigm has increasingly gained momentum in the financial industry and has the potential to change the way the industry develops applications in the future. Genesis complements our mainstream application development methodologies, and integrates with them quite well. We are very much looking forward to partnering with Genesis to accelerate Citi’s digitization journey.”
Stephen Murphy, CEO of genesis, said: “Our low-code application platform is essentially democratizing product design. We are delighted that Citi has chosen to partner with Genesis and believe this strategic relationship puts us in a very strong position to not only grow, but also lead a critical effort to deliver low-code application development across the financial markets. Clients can create custom built products and solutions without having to write substantial lines of code and solutions can be developed on average 80% faster than building from scratch.”
Related News
- 06:00 am
Finastra today revealed Fusion Payments To Go – its payments solution aimed at small and medium-sized banks looking to implement domestic and cross-border payment services in Europe, the US and South Africa. The solution comes pre-packaged, with reduced fixed implementation costs, and rapid, secure and scalable deployment in the cloud on Microsoft Azure. Banks will benefit from reduced costs and risks associated with system maintenance, whilst meeting changing market regulations and customer demand for frictionless and immediate payments.
Built on Finastra’s payment hub, Fusion Global PAYplus, Fusion Payments To Go provides best-practice functionality and operating rules for supported clearing and settlement mechanisms, along with standard integration to external applications. It removes the need for expensive scheme maintenance, meaning that banks can redirect these funds towards the delivery of innovative business services that will improve the customer experience and deliver revenue growth. Fusion Payments To Go is available to mid- and small-tier banks in Europe interested in implementing RT1 and/or TIPS immediate payments, as well as the FED and TCH immediate payment schemes in the US, with other schemes to follow. It also supports banks worldwide looking to implement SWIFT.
Sagive Greenspan, Senior Vice President and General Manager, Payments at Finastra, said: “Fusion Payments To Go offers a paradigm shift in how we design, develop and deploy payments software – part of our commitment to connecting financial institutions, consumers and businesses around the globe through modern payment solutions. Its pre-packaged and pre-certified configuration, coupled with best-practice payment workflows, means that it can be deployed in a short timeframe, enabling banks to move with agility and modernize without risk. This allows smaller banks to enjoy the same robustness as with Fusion Global PAYplus, but in a quicker and more cost-efficient way.”
Delivered as Software as a Service (SaaS), Finastra looks after all elements from contracting, onboarding, service operations and upgrades, to billing – reducing the bank’s operational costs and providing a faster time to market. By deploying in the cloud, banks can accelerate growth and scale as their needs evolve. The solution will grow with the bank via an evergreen service aligned to all relevant regulatory and market infrastructure changes.
“Customers are looking for fixed onboarding time, fixed price and fixed scope and that’s what we deliver with this offering. The availability of Fusion Payments To Go in the cloud means that we are helping banks elevate payments to a new level today, but we’re also giving them access to the latest value-added services via our open development platform, FusionFabric.cloud, for access to continuous innovation in the future. Ultimately, we’re enabling mid-sized organizations to be more competitive, grow their business and market share, with faster time to value for them and their customers,” said Paul Thomalla, Global Head of Payments at Finastra.
“The payments landscape is going through a unique period of change. Market initiatives, such as ISO20022 adoption and constant changes to regulations, added to increasing expectations for a better customer experience and improved security, can put a significant amount of pressure on legacy systems and smaller banks. They are increasingly looking for packaged solutions that reduce the cost and risk of maintaining these current ecosystems, let alone new ones. A pre-packaged solution, that is easy to deploy and maintain, could enable banks to focus on what matters most to them and in turn grow their business,” said Gareth Lodge, Senior Analyst, Celent.
To find out more about the solution, visit this page.
Related News
- 08:00 am
Nexi S.p.A. (“Nexi”), the PayTech leader in digital payments in Italy, and SIA S.p.A. (“SIA”), the Italian and European leader in payment technology and infrastructure services, controlled by Cassa Depositi e Prestiti (“CDP”) through its subsidiary CDP Equity (“CDPE”), signed a memorandum of understanding (“MoU”) regarding the integration of the two groups through the merger by incorporation of SIA into Nexi.
The MoU was also executed by the respective reference shareholders, CDPE[3] and FSIA Investimenti S.r.l. (“FSIA”) as regards SIA, and Mercury UK HoldCo Limited (“Mercury”), company owned by Bain Capital, Advent International and Clessidra funds, as regards Nexi (SIA, Nexi, CDPE, FSIA and Mercury, jointly, the “Parties”).
The entity resulting from the merger (the “New Group”) will remain listed on the MTA and will be the new Italian PayTech leader in Europe. The New Group will cover the entire value chain of digital payments serving all market segments with the most complete and innovative set of solutions: from digital payments acceptance services for small and large merchants, to more sophisticated omni-channel and e-commerce solutions, from issuing and management of all type of cards to mobile payments apps, from B2B digital payments solutions to open banking, from local public transportation solutions to banking networks as well as clearing and trading services for the main Italian and International Institutions.
The transaction will create a European champion in digital payments, with ~ €1.8 billion pro-forma aggregated revenues and ~ €1 billion EBITDA as of December 31st, 2019.
The CEO of Nexi, Mr Paolo Bertoluzzo, commented: “This transaction will create a large Italian PayTech company leader in Europe, a great technological and digital excellence with scale and capabilities to play an increasingly leading role in Italy and at an international level in a market, like the European one, that sees strong consolidation trends. The new PayTech company, through its independent role and having CDP as anchor investor, will continue on its growth path as large Italian public company contributing, to an even greater extent, together with its partner Banks, to further accelerate the digital payments penetration in Italy and to the digitalization and modernization of the Country in favour of citizens, enterprises and Public Administration. The combination of the best skills in technology and innovation of Nexi and SIA teams is a strength to even further develop more advanced solutions for all partner Banks and customers. I believe that Nexi and SIA people should be proud of this new leading player: a great opportunity for all”.
In turn, the CEO of SIA, Mr Nicola Cordone, declared “The integration of important hi-tech groups such as SIA and Nexi, thanks to the fundamental role and support of CDP, will create one, large, Italian digital payments player, leader in Europe and boasting the highest levels of excellence for its know-how, people and capabilities of on a global level. This operation will contribute to accelerate our Country on the path of digitalization towards a cashless society. This is in line with the mission we have worked on with pride, commitment and dedication for the past 40 years, putting citizens, enterprises, financial institutions, central banks, and the Public Administration at the center of the payment systems revolution. Today, bringing together the strengths of two realities of excellence such as SIA and Nexi, we want to continue leading on innovation, with an even greater emphasis, offering infrastructures and forward-looking technological services, and affirm our leadership in Europe in a sector like e-payments that continues consolidating.
Creation of the Italian PayTech leader in Europe
Thanks to the integration of two highly-complementary businesses, the New Group, will be able to offer a wide range of best-in-class solutions entirely developed in-house, making it strongly competitive in terms of digital innovation, technology and efficiency, essential requirements for supporting, as an independent and strategic partner, the entire banking and digital payments system in Italy and in Europe.
The new PayTech, leveraging on the combination of Nexi and SIA’s capabilities and partnerships, will serve the entire digital payments ecosystem: from national to international banking institutions, from large merchants to small retailers as well as Public Administration, all at the heart of both Nexi and SIA’s strategy and that will derive the greatest benefit from this transaction. The New Group will strengthen its position as the key technological partner for the whole banking and financial landscape through its partnerships with the main operators in the sector, such as Bancomat S.p.A., CBI S.c.p.A as well as Borsa Italiana, to which in particular it provides the trading and post-trading services for MTS and Monte Titoli.
The New Group, also thanks to SIA, will be the largest Group in Continental Europe[4] by number of merchants, by number of cards, by number of acquiring transactions and number of cross-border payment transactions, with ~2 million merchants, ~120 million cards, and an overall number of processed annual transactions equal to more than 21 billion[5].
This new international excellence, stemming from the combination of two companies that have been partnering for over a decade, will have a workforce of 5.5 thousand individuals in 15 countries, of which over 4 thousands dedicated to the Italian technological and digital innovation hub, essential for the technological development of the Country. In an attractive market where digital payments, although still growing, have a penetration of 24%, the New Group will be able to seize all the organic growth opportunities with the aim of accelerating, together with the partner banks, the adoption of digital payments to the benefit of citizens, enterprises and Public Administration.
Moreover, given the competitive positioning and geographical diversification, the respective reference shareholders expressed their intention to support the further international expansion of the New Group, with a view to consolidate its central role in the European digital payments market, which is currently going through a strong consolidation wave.
The strategic combination between SIA and Nexi will also allow the achievement of significant industrial and financial benefits, initially estimated in ~€150 million run-rate recurring synergies, of which ~€100 million in lower operating expenses, ~€35 million in increased operating margin due to ~€50 million revenues synergies and ~€15 million of capex efficiencies. Furthermore, the New Group will benefit from one-off capex saving of ~€65 million. The transaction will generate a double-digit cash EPS accretion in 2022[6].
Taking into account expected synergies, the new company will benefit of aggregate revenues pro-forma as at 31 December 2019 equal to €1.8 billion, an Adjusted EBITDA equal to €1.0 billion and Operating Cash Flow equal to €0.8 billion[7].
The transaction
In case of successful completion of the merger by incorporation of SIA into Nexi, on the basis of an exchange ratio which will see 1.5761 Nexi shares for each SIA share, current SIA shareholders will receive a stake in the share capital of the New Group equal to ~30%, while current Nexi shareholders will maintain a stake of ~70%. Accordingly, CDP, indirectly through CDPE and FSIA, will have an aggregate stake in the New Group slightly in excess of 25% and Mercury will have a stake of ~23%. Based on current trading prices, the New Group will have an aggregate capitalization of over €15 billion, becoming one of the ten largest companies by capitalization on the Italian market.
The New Group will immediately have a free float of over 40% of the share capital, confirming its nature as a public company, while benefiting at the same time from the value brought by an anchor investor such as CDP who will be able to guarantee an even greater strategic and financial support necessary for national and international expansion.
The transaction is conditional, among other things, upon the satisfactory outcome of a confirmatory due diligence on Nexi and SIA, the required approvals by the corporate bodies of the various entities involved in the transaction in relation to the execution of binding agreements, the absence of an obligation to launch a mandatory takeover offer on the New Group or the applicability of the relevant exemption in case of approval of the merger through the “whitewash” mechanism, as well as upon the obtainment of required consents and authorizations, of both contractual and regulatory nature (including the authorization by the competent Antitrust authorities and, where applicable, the Bank of Italy).
Subject to the above, the Parties aim to complete the transaction by the summer of 2021[8].
Governance
The current corporate governance of Nexi, already aligned to best international standards, is confirmed, with the current Board of Directors chaired by Michaela Castelli, which will be strengthened, at closing of the transaction, with the appointment of 5 (or 6, depending on shareholder ownership at closing) new directors designated by CDPE and FSIA, of which 3 will be independent, 1 will take the role of Vice-Chairperson and 1 will be a non-independent director. As a consequence of the above rearrangement, out of 13 directors, the number of independent members will be further increased.
The New Group will be led by the current CEO of Nexi, Mr Paolo Bertoluzzo, as CEO and General Manager, while the current CEO of SIA, Mr Nicola Cordone, will - until closing - continue activities for the ordinary management of the Company, supporting employees and shareholders, and eventually pursue new professional challenges.
CDPE, FSIA and Mercury UK have also agreed that, following the execution of the MoU and effective starting from closing, will enter into a shareholders’ agreement to govern the mutual relationships as future shareholders of the New Group.
Table 1 – Main Financial Metrics of the New Group
| 2019A, €m | Nexi | SIA | Synergies (run-rate) | New Aggregated Group (incl run-rate synergies) |
|---|---|---|---|---|
| Revenues | 1.08 | 0.73 | 0.05 | 1.81(1) |
| EBITDA | 0.59 | 0.28 | 0.13 | 1.00 |
| EBITDA Margin | 55% | 38% | 55% | |
| Operating Cash Flow(2) | 0.47 | 0.18 | 0.15 | 0.80(4) |
| Operating Cash Flow Conversion(3) | 81% | 65% | 81% |
(1) Net of intercompany adjustments; Nexi pro-forma for acquisition of Intesa Sanpaolo’s Merchant Acquiring business.
(2) Calculated as EBITDA net of ordinary capex and change in WC.
(3) Calculated as Operating Cash Flow divided by EBITDA.
(4) Includes recurring capex synergies (~€15m).
____________________________
[1] 15-20% with run-rate synergies; double digit cash EPS accretive in 2022 with ~40-50% synergy phasing; Based on broker consensus estimates for Nexi in 2022; cash EPS calculated using the reported net income (excluding one-off integration costs) to which total D&A (including D&A related to customer contracts) is added back net of tax; cash EPS accretion calculated taking into account an estimated ~50bps reduction in overall cost of funding for the combined entity.






