Management Cases

From Family to Private Equity Ownership: The Value Creation Journey of Fedrigoni

“Our dimension must be the world.” (Alessandro Fedrigoni, 1941-2021) 

The challenge

Since 2011, the Fedrigoni family had been exploring different options to exit the Fedrigoni Group, a leading international player in the industry of specialty papers and premium self-adhesive labels. After two failed Initial Public Offerings (IPOs), the family refused acquisition proposals from several private equity funds before accepting Bain Capital’s €650 million offer (Enterprise Value) to acquire the Group.  And so, on December 23, 2017, Bain Capital Private Equity entered into a definitive agreement to acquire Fedrigoni, which at the time reported €1.2 billion in annual revenues and €137 million in EBITDA.   

 

Fedrigoni was founded in 1888 by Giuseppe Antonio Fedrigoni and has been owned by the family ever since. Alessandro Fedrigoni, Group Chairman, had this to say about the transaction: “In 130 years of history, the Fedrigoni family has fully supported the growth and development of its eponymous business, reaching a leadership positioning in European specialty papers and labels. Capitalizing also on its recent foreign acquisitions in the USA and Brazil, today Fedrigoni is an international player requiring additional resources to support its global ambitions. We have found in Bain Capital the ideal investor to drive Fedrigoni into its next stage of global development, given Bain’s deep industrial expertise, operational skills, and its worldwide pool of resources.”  

The numbers 

 

  • Company: Fedrigoni 
  • Founding date: 1888 
  • Location: Verona, Italy 
  • Industry: special papers and elf-adhesive materials  
  • Owners: the Fedrigoni family 
  • Turnover (2018): €1.2 billion 
  • EBITDA (2018): €137 million 
  • Enterprise Value (2018): €650 million 
  • Acquirers: Bain Capital Private Equity (2018) and BC Partners (2022)  

Under Bain Capital’s ownership, Fedrigoni undertook a comprehensive, fast-moving transformation. For the fiscal year ending in 2022, the company reported €2.2 billion in revenues and €302 million in EBITDA. Between 2019-2022, revenues and EBITDA registered a 23.6% and 22.9% CAGR, respectively.   

 

The value creation journey was driven by strong M&A acceleration and significant operational improvements. All this enabled the Group to reposition its offering upward, toward the growing premium niche of the packaging solution industry (e.g. luxury/fashion, wine and spirits, home and personal care, pharmaceuticals); Fedrigoni also expanded internationally.   

 

Following the acquisition, former CEO Claudio Alfonsi, who had been at Fedrigoni for 37 years, was replaced by an interim chief executive before the arrival of current CEO Marco Nespolo in November 2018. By 2022, the entire team organization had been reshuffled: 8 out of 9 of the Executive Committee members were newly hired, as well as 80% of the leadership team.  

 

The business model was also streamlined and shifted toward premium packaging and labeling solutions, with higher exposure to luxury and more attractive end markets. The paper division was renamed Special Papers to better reflect the new Fedrigoni strategy, focused on luxury packaging and premium paper solutions. In less than three years, Fedrigoni increased its European market share in the special papers and self-adhesive segments from 30% to 45%, and from 10% to 15%  respectively, becoming the global leader in premium wine labels and luxury packaging solutions.  

 

The main strategic transformation initiatives are summarized below:   

 

  • New corporate governance structure, talent injection, and organization review, with a sharper focus on performance-based culture.  
  • Adoption of a value-based pricing strategy with stricter monitoring and approval activities.  
  • Sophisticated procurement and operational transformation initiatives (e.g. renegotiation of raw materials purchase contracts, digitalization of industrial processes, energy consumption optimization).  
  • New investments to support key growth priorities (e.g. capacity, innovation, ESG).   
  • Operating cash generation to finance investments and organic growth.  
  • Strategic M&As to accelerate transformation and extract synergies (12 acquisitions completed).  

 

In November 2022, BC Partners signed a joint ownership agreement with Bain Capital Private Equity. The new partnership, a combination of reinvestment by Bain Capital and new investment from BC Partners, resulted in a co-control deal giving each investor a 46% stake in Fedrigoni, with the remaining balance in the hands of the management team and the Fedrigoni family.  

Takeaways

The Fedrigoni case study shows the extent to which ownership change can shape a firm’s financial performance, long-term strategy, and brand positioning.  

 

Under Bain Capital Private Equity’s ownership, Fedrigoni has more than doubled its revenues and nearly tripled its EBITDA, through a targeted acquisition strategy and a fundamental shift in the business product mix with a laser focus on premiumization. All this has paved the way for a new chapter in the Group’s history. Through a new corporate governance structure and a carefully selected leadership team, the Group was able to differentiate itself in an increasingly commoditized paper industry by focusing on the more niche and premium self-adhesives segment. Ultimately Fedrigoni has achieved the status of a truly global brand.  

 

In particular, the case also highlights the role of M&A as an effective instrument to create economic value. Moreover, it sheds light on the complex succession dynamics faced by family-run organizations, and the delicate nature of their decision to exit a business with a strong heritage and family legacy. In exploring this aspect, the case describes the Fedrigoni family’s decision-making process and the pros and cons of selling the firm via IPO versus a private sale to either a strategic or financial investor.  

 

From a practical standpoint, the Fedrigoni case study could serve as an effective tool for discussing the strategic rationale of different exit strategies, return analysis in leveraged buyouts, valuation methodologies, organic versus external growth strategies, the importance of M&A synergies, drivers and measurements of value creation, family firm succession, and corporate governance.  

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