Escape of SMEs from Egm listing, cost increase does not stop delisting

More delistings than IPOs, and the 'goodbyes' now arrive, in some cases, only one to two years after the bell has rung. Egm's slimming cure continues, encouraged by private equity, which raises the bar for the historical premium, pushed in the first part of the year to a peak of 27% compared to an average of 20%. In some ways, this is a sign of the segment's maturity, which at the same time saw an acceleration in M&A all within the list (50 transactions in the first half of the year compared to 42 in the first half, doubling the equivalent value to €312m). But despite this, the appeal remains uncertain: trading remains limited, in some cases delisting even seems to disorient small investors, while liquidity touches another all-time low. Only on IPOs is there a noteworthy change of pace (8 between July and August, after counting only 6 in the first six months), while the government is trying to run for cover, with the now imminent launch of the National Strategic Fund (NGSF).

Egm delistings continued at this early stage of 2025, confirming the trend of last year and the year before. But what is the 'price' of this season? A recent study by KT&Partners asks the question, lining up the prices paid for exits. Most delistings over the past three years have been driven by M&A transactions and strategic consolidations, rather than market failures. And after the 28 exits recorded in 2023-24, 16 companies exited the Egm in the first eight months (two more than IPOs), surpassing the record of 2024,

Most of the transactions in 2025 involved IPOs, often promoted by industrial or financial buyers, with average premiums (compared to pre-announcement prices, calculated on delistings in the first five months) of 27%, higher than the historical average (around 20%), reflecting a recognition of the intrinsic value of small caps. Instead, the context of 'voluntary' delisting operations, promoted by majority shareholders, is different, "often induced by a perceived undervaluation", explains the study, "with companies recording an average share performance of -49% since the IPO or in the three years preceding the announcement". About 30% of delistings, finally, were caused by the loss of listing requirements, often linked to financial difficulties, with even lower average performance of -73%.

"A common mistake," explains Kevin Tempestini, CEO and founder of KT&Partners, "is to consider Egm as a single homogenous block. In reality, companies with different histories and aspirations coexist in this segment. Alongside realities that are still in their infancy, there are situations in which governance, results, volumes and free float are comparable to the lower end of the Star. The common trait, however, is the chronic underestimation of listed projects. Yet, as the data show, often when an extraordinary transaction occurs, the premium is significant and this reason makes us maintain a strong view on the segment'. Transactions that have become even more significant in recent years of progressively rarer trading and liquidity. "Especially in the post-Covid era, a great need to create value has emerged," Tempestini continues. "The latest transactions indicate that Egm is looking for a way, often internally, to foster and accelerate synergetic industrial growth paths, to clean up marginal realities, and to enhance investments that would otherwise not be easily liquidated.

The analysis shows profound differences in the characteristics of delistings, depending on the reasons for formalising the transaction. In the case of IPOs, for example, companies recorded an average performance of 20% (averaged over the last three years prior to the announcement date or since the IPO). Voluntary exits, on the other hand, saw an average price 49% lower over the same distance. Delistings due to m lack of requirements are the worst performers, down 73%. Lastly, mergers/acquisitions, a sign of Egm maturity, but underperforming private equity or IPOs tout court, with a 7% premium. Regardless of values, then, in general, the market does not always appreciate, for a variety of reasons, and some operations can also generate discontent among small shareholders; this happened for instance in the partial Opas launched by Mare Group on Eles (the latter's management contested the congruity of the price offered) or in the recent operation on Palingeo launched by Icop, with a share swap (and an Opa announced on the remaining shares at EUR 6 per share), an operation about which the small shareholders expressed a negative opinion to Consob, citing "asymmetries" in the treatment with respect to the majority shareholders.