Ariston Holding N.V. (BIT:ARIS) agreed to acquire Centrotec Climate Systems Gmbh from Centrotec SE (HMSE:CEV) for approximately Ç1 billion on September 15, 2022. Under the terms of transaction, consider will be paid approximately Ç703 million in cash and approximately 41.4 million AristonÆs shares. In 2021, Centrotec Climate Systems reported net revenue of approximately Ç599 million and adjusted EBITDA of Ç84.8 million.

The transaction is subject to the approval by the CompanyÆs shareholders and certain authorizations by the competent authorities. The main shareholder of the Company, Merloni Holding S.p.A., has already committed itself to vote in favour of the Transaction, which is envisaged to be consummated by December 31, 2022 and is expected to close by December 31, 2022. CC&Soci and Goldman Sachs Bank Europe SE acted as financial advisors to Ariston.

Pedersoli acted as lead counsel, Sandra Thiel, Christoph Holstein, Dimitri Slobodenjuk, Moritz Petersen, Stefan Simon, Christopher Fischer, Claudia Milbradt, Christian Keilich, Esther Giesbrecht of Clifford Chance and Houthoff respectively as legal advisors for German and Dutch law; KPMG for due diligence and Equita SIM as provider of the fairness opinion to AristonÆs Board of Directors. Dr. Kai Hasselbach, Dr. Max Alles, Sandra Jung, Victoria, Dr. Thomas Wessely, Amaryllis, Associate Klaus Kowalski, Dr. David Beutel and Dr. Martin Rehberg of Freshfields Bruckhaus Deringer RechtsanwSlte Steuerberater PartG mbB acted as legal advisor to Centrotec SE (HMSE:CEV).