AS Roma confirmed today that an agreement has been reached for the sale of AS Roma SPV, LLC, the majority shareholder of AS Roma S.p.A, to Houston-based The Friedkin Group.
Formal contracts were signed on Wednesday evening as the club released the following financial statement to CONSOB, the Italian government authority responsible for regulating the Italian securities market.
5 August 2020
AS Roma SPV, LLC (“AS Roma SPV”), the majority shareholder of AS Roma S.p.A. (the “Team”), announces the signing of a binding Equity Purchase Agreement with The Friedkin Group, Inc. (“Friedkin”) pursuant to which, among other things, AS Roma SPV will sell to Friedkin its controlling interest in the Team and certain related assets, including the funds it has made available to the Team to support its foreseen capitalization, and Friedkin will assume certain related Team liabilities (the “Transaction”).
The Transaction will be effected through a sale to Friedkin of AS Roma SPV’s entire 86.6% of the Team’s share capital, composed of a 3.3% direct interest in the Team, and AS Roma SPV’s 83.3% indirect interest in the Team which is held through its affiliate, NEEP Roma Holding S.p.A. (“NEEP”), for a purchase price equal to Euro 0.1165 per Team share. More broadly, the Transaction calls for Friedkin to acquire, in addition to 100% of the issued and outstanding share capital in NEEP, also 100% of the issued and outstanding share capital in ASR Soccer LP S.r.l. and 100% of the issued and outstanding share capital in ASR Retail TDV S.p.A. The Transaction is valued at approximately Euro 591,000,000.
The Transaction is anticipated to close by the end of August 2020, and is subject to customary closing conditions. Subject to certain conditions, AS Roma SPV has a right to terminate the Transaction and retain an earnest-money deposit made into escrow as a customary termination fee in the event that the Transaction does not close on or before 17 August 2020, as that date may be extended by AS Roma SPV. In addition, subject to certain conditions, each of AS Roma SPV and Friedkin has the right to terminate the Transaction without retention of any termination fee in the event that the Transaction does not close by 31 August 2020.
The completion of the Transaction will trigger an obligation on Friedkin to launch a mandatory tender offer on the outstanding shares of the Team (representing approximately 13.4% of the Team’s share capital) pursuant to applicable laws and regulations.
Following the announcement to CONSOB, Jim Pallotta, AS Roma President said: “I am pleased to confirm we have reached an agreement with the The Friedkin Group for the sale of AS Roma. We have signed the contracts tonight and, over the coming days, will now work together to complete the formal and legal process that will result in the club changing hands. Over the last month, Dan and Ryan Friedkin have demonstrated their total commitment to finalizing this deal and taking the club forward in a positive way. I am sure they will be great future owners for AS Roma.”
Dan Friedkin, Chairman and CEO of The Friedkin Group, said: “All of us at The Friedkin Group are so happy to have taken the steps to become a part of this iconic city and club. We look forward to closing the purchase as soon as possible and immersing ourselves in the AS Roma family.”