YOLO Group SpA YOLO Group SpA (‘YOLO’ or the ‘Company’), “one of the main operators in the Italian insurtech market of digital insurance services, announces that today it has signed the purchase and sale agreement of 51% of the share capital of AllianceInsay Broker Spa (‘AllianceInsay’ or ‘Broker’). The closing of the transaction, expected by the end of the first quarter of 2023, is subject to the positive outcome of the Golden Power procedure, as well as the obtaining of the waivers of the change of control clauses by some contractual counterparties as a practice for such operations”. This is what we read in a note issued by the group.
“At the same time as the signing of the binding agreement – continues the Yolo press release – put and call options were granted on the remaining 49% and the signing of Shareholders’ Agreements on governance is expected at the time of closing. The acquisition will take place at a price of approximately €1.1 million and will be settled in cash in the following payment tranches:
1) 90% of the price on the closing date of the transaction;
2) the remaining 10% of the price upon approval of the 2022 Budget
“An earn-out calculated on the results of the 2023 financial statements is envisaged to be paid upon approval of the same and calculated as per practice for transactions of this type”.
Yolo points out that, “born with the aim of becoming a single point of reference for car dealers, AllianceInsay has specialized in the indirect distribution of insurance services and products for the non-life branch of the automotive sector, including in particular complementary ancillary guarantees CVT (Land Vehicle Hulls), operating through collaboration agreements with leading insurance companies. The broker’s operating model makes use of two technological assets, a CRM platform for the management and distribution of products made available to dealers and a web app that allows access to after-sales services for the end customer”.
“It is estimated that the Broker will have a 2022 turnover of 2M€ of revenues with an EBITDA margin of 9% and absence of financial debt while the Company (Yolo) expects a closure of the current year in line with the forecasts published
in the admission document with regard to revenues while, on the basis of the EBITDA forecast data expected by the Company, the relevance index does not fall within the case referred to in art. 14 of the Euronext Growth Milan Issuers Regulation”.
“YOLO has identified in AllianceInsay an operator capable of accelerating its growth path in the innovation of insurance distribution models, in particular the phygital channel, envisaged in the strategic development plan underlying the recent IPO. This design also includes the launch, last April, of ‘YOLO Insurance Network’, the platform that allows agents and brokers to simplify operations, manage commercial activities effectively and innovate the offer portfolio with solutions digital insurance (including those for sport, mobility and pets as well as those for SMEs) or digitally redesigned traditional policies (including
those for the car and the house)”.
“Thanks to the operation, YOLO will be able to generate important commercial, technological and distribution synergies by expanding its offer with new product solutions (motor, CVT and more), completing its tech proposition with a vertical platform on the automotive sector, thus reaching a new target of users made up of car dealers. Accelerating the transition to digital-based management models as a strategic factor for gaining efficiency is at the heart of YOLO’s strategy which has therefore changed the pay-off from ‘On Demand Insurance’ to ‘Tech Insurance’ which fully expresses the role of enabler of the digitized and integrated insurance offer. For the sake of completeness, it should be noted that the acquisition does not qualify as a reverse take-over transaction pursuant to and for the purposes of article 14 of the Euronext Growth Milan Issuers’ Regulation”.