Bain Capital completes ITP Aero acquisition from Rolls-Royce

At least 27.5 per cent of shareholders will be Spanish in an investment approaching EUR 1.7 billion

One year after signing the agreement to acquire 100% of ITP Aero’s shares, Bain Capital Private Equity has closed the deal and will pay close to EUR 1.7 billion to Rolls-Royce. On 3 August this year, the moment both parties were waiting for took place – the approval of the deal by the Council of Ministers. This is a vital step, given that it is an investment by a foreign company in a strategic company involved in projects which are critical to national defence.

To allow the US fund to keep control of the company, a series of conditions were set, such as reserving up to 27.5% of company shares for a consortium of Spanish industrial companies and institutions, including the Basque Government itself. Two of the co-investors who were present at the signing of the agreement with Rolls-Royce in September 2021 meet this requirement: the SAPA Group, from the defence sector, and the broker-dealer JB Capital.

A global aeronautics and defence leader
The aim of Bain Capital is to turn the ITP Aero Group into a global leader in the aeronautics and defence sector. Since conversations with Rolls-Royce began, Bain Capital has committed to maintaining the company’s headquarters and workforce. It has also offered guarantees regarding exemption from non-EU export controls, contract compliance and the proper handling of sensitive information.

The activities of ITP Aero, a manufacturer of aerospace and engine components, include design, research and development, as well as maintenance, repair and overhaul services. Rolls-Royce’s former plant in Hucknall (United Kingdom) was integrated into the business at the beginning of 2021. This complemented its product catalogue and close relationship with its former owner.

A strategic partner
The two companies will continue working together on Trent civil aero engine programmes and on Rolls-Royce’s next generation UltraFan engine. When the agreement was announced in 2021, the CEO of the British Group, Warren East, stated in this regard, “A financially, technologically, and industrially strong ITP Aero is also vital to Rolls-Royce. The company will remain a key strategic supplier and partner for decades to come.”

Ivano Sessa, Managing Director at Bain Capital, welcomed the authorisation from the Spanish Government, and stated, “We are fully committed to supporting ITP Aero’s long-term stability and growth, as well as its crucial role in the Basque region and in Spain.” Tobias Weidner, a Principal at Bain Capital Private Equity, added, “Our business plan is deeply aligned with ITP Aero’s management team, employees and the Spanish Government. It is predicated on enhancing the company’s technological and industrial capabilities as a leading independent aeronautics company.”

Carlos Alzola will continue to head ITP Aero. Reflecting on the company’s 30-year history, the CEO is particularly grateful to his employees for their support during the sales process, and said, “We are looking forward to working with all stakeholders – customers, partners, the Spanish Government – in this very exciting period of industry change towards more sustainable aviation, where ITP Aero will have a key role as a leader in Spain’s aerospace propulsion sector.”

Photo: Bain Capital