CDP Equity moves to lift Nexi stake

On 25 May 2026 CDP Equity’s board approved measures that would allow the state-backed investor to raise its stake in Italian payments group Nexi S.p.A. to as much as 29.9%. The plan is described as a gradual strengthening of CDP Equity’s position, starting from a current holding of roughly 19%, reported as 19.14% by one source.

The move focuses on expanding CDP Equity’s presence in Nexi without crossing the threshold that would automatically trigger a mandatory public takeover offer. CDP Equity explicitly stated that it does not intend to launch a public takeover offer on Nexi as part of this initiative.

The board approved the subscription of derivative contracts tied to up to 8% of Nexi’s share capital. These instruments are designed to give CDP Equity additional exposure to Nexi and could contribute to lifting its overall stake toward the 29.9% ceiling.

CDP Equity indicated that these derivative positions could be settled in Nexi shares, but only if the required regulatory authorizations to exceed relevant ownership thresholds are obtained. The investor also left open the possibility of increasing its participation through direct purchases of Nexi shares on the market.

Any step that would result in crossing regulatory thresholds has been framed as conditional on prior approval from the competent authorities. CDP Equity stressed that the operations will be carried out in compliance with applicable rules on ownership limits.

By setting a maximum target of 29.9%, CDP Equity signaled an intention to stop short of the level that would automatically require a takeover bid under Italian regulations, according to the information cited in the articles. Within this limit, the group aims to retain flexibility on timing and instruments used to build its stake.

The strategy is presented as a progressive reinforcement rather than an immediate jump in ownership. Execution will depend on market conditions, the completion of derivative transactions and the receipt of regulatory clearances where necessary.

For this operation CDP Equity has appointed several financial and legal advisers. Mediobanca (MBm), J.P. Morgan and PricewaterhouseCoopers are acting as financial advisers to the investor.

Hogan Lovells has been engaged as legal adviser. The involvement of multiple advisers underscores the structured and regulated nature of the contemplated stake increase, particularly given the potential use of derivatives and the need to navigate ownership thresholds.

The announcement of CDP Equity’s new measures was followed by a positive reaction in Nexi shares on the Milan stock exchange, Piazza Affari. Reports highlighted intraday gains after the news became public.

Financialounge reported that Nexi stock rose by more than 5% after the announcement, while Teleborsa cited an intraday increase of 4.67%. The gains reflected investor response to the prospect of a larger, state-backed shareholder increasing its involvement in the payments group, within clearly communicated regulatory and strategic boundaries.