Company

EI Towers’ commitment to completing the transition process to the new digital terrestrial television by local broadcasters continued in 2022 with the implementation of additional networks in the following Technical Areas: Valle d’Aosta, Piedmont, Lombardy and Eastern Piedmont, the Autonomous Province of Trento, Emilia Romagna, Marche, Abruzzo-Molise, Calabria, Liguria, Tuscany, Lazio and Campania. At the end of this process, EI Towers manages, as network operator, 15 local networks in 13 Technical Areas with more than 800 plants and more than 550 Mbit/s of transmission capacity in DVBT2.

On November 24, 2022 EI Towers finalise the acquisition of 85% of the share capital of WHITE KNIGHT MEDIA S.r.l., a post-production and archive service company operating in sport environment. On the same date, the Shareholders’ Meeting of WHITE KNIGHT MEDIA S.r.l. approves the adoption of a new test for the company’s Articles of Association changing, among other things, the company name to “EIT Sport S.r.l.” and transferring the registered office from Milan to Lissone (MB).

On April 13, 2021 the partial demerger of Nettrotter S.r.l. in favour of the newly formed company EIT Smart S.r.l., dedicated to the IoT network and connectivity activity business, has been completed. On the same date, the entire share capital of Nettrotter (the demerged company) has been sold to third parties. Both operations took effects as from April 16, 2021.

On April 21, 2021 the merger by incorporation of the subsidiary NetCo S.p.A. in the parent company EI Towers pursuant to art. 2501-bis of the Italian Civil Code (merger with debt) has been completed. The operation took effects as from May 1, 2021.

In August 2021, the International Broadcast Centre (IBC) of Lega Serie A, created by EI Towers at the Lissone site, started operations on the occasion of the start of the 2021/2022 Sports Season. The facilities made available by EI Towers allow Lega Serie A to rationalise the distribution flows of television signals, the decisive improvement in their quality, the possibility of producing and broadcasting Top matches in 4K, as well as the transport of 12 signals per match. The IBC also houses the 12 centralised VAR rooms of Lega Serie A and the FIGC (The Italian Football Federation).

On 12 October 2021, EI Towers finalised the acquisition of Hightel One.

On 15 December 2021, EI Towers obtained the UNI ISO 45001 certification in the field of security.

Moreover, EI Towers, building on its experience in the radio and television sector and its new role as a local TV network operator, in December 2021, activated the first local broadcasting TV network in Sardinia, marking the beginning of the transition to the new digital terrestrial television.

On December 23, 2020, EI Towers enters into a binding agreement with the American tower operator Phoenix Towers International Development LLC (“PTI”) aimed at the acquisition, by the latter, of the sole control, of Towertel S.p.A.. On April 30, 2021, the sale of the entire share capital of Towertel to Phoenix Tower Italy S.p.A., controlled by PTI, has been finalized.

On December 2, 2019, within the scope of the complex acquisition of the exclusive control of Persidera S.p.A. by F2i SGR S.p.A., EI Towers acquires from Telecom Italia S.p.A. and GEDI Gruppo Editoriale S.p.A. the entire share capital of NetCo S.p.A., a newly established company benefiting from the partial and proportional division of Persidera S.p.A. and dedicated to the management of the transmission infrastructure distributed across Italy.

On March 28, 2019, the deed of merger by incorporation of 2i Towers Holding S.p.A. and 2i Towers SpA in EI Towers SpA was signed and pursuant to art. 2501-bis and following of the civil code (“leveraged buyout”) in force since 29 March 2019. Following the merger, the capital of EI Towers SpA is owned directly by F2i TLC 1 SpA (60%) and Mediaset S.p.A. (40%).

On March 16, 2018 EI Towers S.p.A. and Cairo Network S.r.l., a company wholly owned by Cairo Communication S.p.A., agreed on the finalisation of the previous agreements signed on January 27, 2015 focusing on the implementation and subsequent multi-year full service technical management (hosting, assistance and maintenance, use of broadcasting infrastructure, etc.) of the national digital terrestrial multiplex of which Cairo Network S.r.l. is holder of the rights of use.
On March 22, 2018 EI Towers S.p.A. signed the renewal of the multi-year contract for the supply of hosting services, assistance and maintenance (full service) with the controlling company Elettronica Industriale S.p.A..
During the 1H period the M&A activity has continued with particular focus on the mobile telecommunications segment; in particular, four companies (Isatech S.r.l., Highland S.r.l., AIR.NET S.r.l. and FPR S.r.l.) and assets were acquired for a total investment of euro 37.8m.
On 16 July 2018 2i Towers S.p.A., a company vehicle indirectly held at 60% by F2i SGR and at 40% by Mediaset S.p.A., launched a voluntary public tender offer for all of the Company’s shares. As a result of the Offer, 2i Towers came to hold approximately 97.44% of the EI Towers shares. The remaining shares were purchased by the Offeror through the mandatory procedure of minority squeeze out. With the payment of the consideration for the Offer, which took place on October 12, 2018, F2i Fondi Italiani per le Infrastrutture Società di Gestione del Risparmio S.p.A. has acquired the exclusive control of the Company. On October 11, 2018, Borsa Italiana made effective from October 19 the delisting of EI Towers shares from the STAR segment of the MTA market.

The Company completed one year ahead of the targets disclosed to the market the Group’s releveraging plan, based on the distribution of an extraordinary dividend in addition to the ordinary dividend and on the repurchase of treasury shares. The completion of the buyback plan, begun in September 2016, allowed the Group to hold approximately 4.83% of the share capital in the form of treasury shares.
At the end of October, a bank loan agreement was signed to early repay the Eurobond maturing in April 2018 and to support operational management.
Expansion activities continued during the year through acquisitions in Italy, with the objective of increasing the Group’s presence in the radio broadcasting and telecommunications sector, in order to reduce the exposure relative to the television broadcast. EIT Radio has consolidated its presence in the territory after the acquisition of Ganora TV S.r.l., Gepra S.r.l., Multireti S.r.l., in addition to 3 companies operating in Veneto and some business branches. In addition, several plot of lands and surface rights were acquired.

In 2016, the company set up EIT Radio S.r.l., with the aim of consolidating the fragmented radio transmission tower market. One of the main operations was the acquisition of Società Bresciana Telecomunicazione S.r.l., with about 100 radio transmission sites operating in the north of Italy.
The company also continued to grow in the telco infrastructure sector, with the acquisition of sites both in Sardinia and in central and northern Italy (SA OGHE TC S.r.l., Giardino De Sanctis S.r.l., SAGA S.r.l., VIP Electronics S.r.l., FP Tower S.r.l.) generating total EBITDA of about 1,5 million.
In 2015/2016, EI Towers S.p.A. put a lot of effort into the implementation of its growth by acquisition plan, with the aim of diversifying the business mix in view of expected market consolidation in the area of mobile telephony infrastructure. The Group played an active role in the competitive sale of Italy’s main assets (Galata, Inwit), adopting a rigorous approach to their valuation with the aim of satisfying both the strategic requirement for diversification and the need to generate returns for shareholders.

• the creation of a more efficient market structure, which at present involves the parallel operation of two digital terrestrial distribution platforms and the cost structure inefficiencies this entails, in such a way as to put Italy on a level playing field with the main industrialized countries in western Europe (UK, France, Spain), where TV broadcast infrastructure is managed by a sole national operator;
• the creation of a solid and efficient infrastructure platform that satisfies the needs of network operators from both technological and business points of view;
• the creation of a new operator with a more diversified asset and customer profile, taking the form of a bigger and stronger group, with a capital structure that is more efficient and better aligned with the main market operators, and representing an interesting investment prospect for the world’s leading institutional investors.

The intention expressed by the public administration to retain a 51% stake in Rai Way S.p.A. made it impossible to pursue the offer.

In 2014, the acquisitions were completed of two operators in central and southern Italy (Hightel S.p.A. and Sart S.r.l.), with an EBITDA of about 3 million.

EI Towers began implementing its consolidation strategy by issuing a corporate bond on regulated markets, with a nominal value of 230 million, a five-year maturity and a 3.875% coupon rate. The new liquidity allowed the company to drive growth through the acquisition of small and medium sized tower operators in Italy.