CDP Blocks Nexi’s Plan to Divest Majority Interest in Digital Banking Arm to TPG - Trance Living

CDP Blocks Nexi’s Plan to Divest Majority Interest in Digital Banking Arm to TPG

Milan — State‐controlled investment bank Cassa Depositi e Prestiti (CDP) is resisting a proposal by payments group Nexi to sell a majority stake in its digital banking solutions division to private-equity firm TPG, according to sources familiar with the discussions.

CDP, which owns 19.14 percent of Nexi, argues that the business targeted by TPG performs functions considered critical to Italy’s financial infrastructure. Senior government officials are said to share the view that a full divestiture would place strategic assets outside domestic control.

The offer under review

Late last week, Nexi received a non-binding offer from TPG estimated at roughly €1 billion (about US$1.16 billion) for selected assets within the division. Nexi acknowledged the approach but disclosed neither the bidder’s identity nor the indicative valuation in its statement to the market, adding only that the proposal was subject to several conditions.

The unit in question manages a wide spectrum of back-end services for Italian and international banks. Its portfolio includes:

  • Italy’s national interbank network, which spans more than 200,000 kilometers and connects directly to the Bank of Italy for settlement processing.
  • Platforms that enable open-banking interfaces, corporate banking services, and interbank clearing operations.

In 2024 the division generated core earnings (EBITDA) of €155 million, underscoring its importance to Nexi’s overall cash flow. The company, formed through successive mergers of domestic payment processors, has been seeking ways to streamline activities as competition intensifies across Europe’s payments landscape.

Strategic concerns

CDP’s opposition centers on the belief that the network and associated technologies constitute critical infrastructure. Government officials fear that transferring control to a foreign private-equity firm could limit Italy’s ability to steer future developments in areas such as real-time payments and open-banking connectivity. Under Italian law, transactions involving assets deemed strategic can be subject to “golden power” scrutiny, giving authorities the right to impose conditions or block a sale outright.

While Nexi has not indicated whether it would entertain a minority deal instead of a majority sale, market observers note that any agreement requires shareholder backing. CDP’s nearly one-fifth stake, coupled with potential regulatory hurdles, gives the institution significant leverage in the negotiations.

Market pressures on Nexi

Nexi’s share price has fallen sharply from a peak valuation exceeding €20 billion (US$23.15 billion) in July 2021 to just under €5 billion (US$5.8 billion) today. Shares currently trade slightly above €4 (about US$4.60) as fintech newcomers and instant payment platforms erode traditional fee revenue. Management has been assessing asset disposals and cost controls to bolster profitability and address investor concerns.

The competitive dynamics are not unique to Italy. Across the euro area, non-bank payment providers have gained ground by offering lower fees and faster settlement, trends documented by the European Central Bank in its annual payments report (ecb.europa.eu).

CDP Blocks Nexi’s Plan to Divest Majority Interest in Digital Banking Arm to TPG - imagem internet 20

Imagem: imagem internet 20

Related initiatives by CDP

CDP’s stance on the Nexi proposal comes as the institution broadens its own investment agenda. Together with the European Union and the Food and Agriculture Organization of the United Nations, CDP is preparing to launch the TERRA programme, designed to expand lending to micro, small and medium-sized agrifood enterprises in Africa and Türkiye. The scheme will be backed by an EU guarantee of up to €109.5 million, while FAO will supply technical assistance to local financial intermediaries.

In an earlier move, CDP committed an initial €1 billion in March 2024 to a national fund aimed at accelerating artificial intelligence projects, reflecting its mandate to support strategic sectors of the Italian economy.

Next steps

Nexi has not provided a timeline for responding to TPG’s approach. Any formal agreement would require due diligence, board approval, and potentially clearance under Italy’s foreign‐investment rules. Analysts note that Nexi could seek to renegotiate the scope of the transaction or pursue alternative arrangements that preserve domestic influence over the interbank network.

For TPG, the proposed acquisition fits its strategy of investing in financial-technology infrastructure. The firm has completed several deals in the sector globally and views bank-focused digital platforms as attractive assets for long-term growth.

Market participants are watching whether shareholder pressure to unlock value will outweigh political considerations. Until a consensus emerges, the future ownership of Nexi’s digital banking solutions unit remains uncertain.

Crédito da imagem: DoorZone/Shutterstock.com

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