Webuild Announces Voluntary Takeover Bid for Full Control of Trevi Group

Webuild S.p.A. notified the market on 29 July 2026 of its intention to launch a voluntary public takeover offer for the entire share capital of Trevi – Finanziaria Industriale S.p.A. The deal is structured as a totalitarian public offer, directed at acquiring all Trevi shares admitted to trading on Euronext Milan, pending regulatory approvals and subject to acceptance thresholds. The planned acquisition, if successful, will see Webuild S.p.A. gain majority control of Trevi, with significant implications for the Italian infrastructure and geotechnical engineering sectors.

Transaction Structure under Italian Takeover Law

The proposed offer by Webuild S.p.A., headquartered in Rozzano, Milan, adheres to the framework established by articles 102 and 106(4) of Legislative Decree No. 58/1998, and Article 37 of Consob Regulation No. 11971/1999. The deal targets the entirety of Trevi’s share capital, requiring a 66.7% acceptance threshold from shareholders for the bid to result in majority control. Trevi, based in Cesena, operates under full transparency rules as a company listed on Euronext Milan, supervised by Borsa Italiana S.p.A.

The structure of the offer stipulates that only upon reaching the two-thirds acceptance threshold does Webuild proceed to gain exclusive control. The notification was submitted to the Italian Competition Authority (AGCM), indicating compliance with antitrust and market concentration regulations.

Sectors Impacted: Infrastructure and Geotechnical Engineering

The concentration affects two principal business areas:

• Design, construction, and maintenance of large-scale civil infrastructure and public works;
• Design, manufacture, and commercialisation of specialised machinery and equipment for geotechnical engineering.

Webuild’s expanded portfolio, if the bid is successful, would integrate Trevi’s expertise in soil engineering and underground construction, reinforcing synergies within Italy’s infrastructure supply chain. The deal comes as competition intensifies in public works tendered under national and EU-funded regeneration programmes.

Implications for Italian and European Markets

Webuild’s public announcement demonstrates a strategic push to consolidate its presence both in Italy and across wider European infrastructure and engineering sectors. Trevi is recognised for its geotechnical machinery and technical project experience, a complement to Webuild’s large-scale construction credentials. Borsa Italiana S.p.A.’s Euronext Milan market rules will govern transaction settlement and disclosure.

“The public offer is conducted in accordance with Italian regulatory requirements to ensure full transparency and market integrity,” AGCM stated during its transaction summary.

Both companies will remain subject to regulatory and antitrust scrutiny throughout the execution phase. The Italian Competition Authority (AGCM) retains oversight over market effects, especially as these relate to public procurement capacities and concentration in the construction and machinery markets.

Deal Context and Next Steps

Trevi – Finanziaria Industriale S.p.A.’s acceptance is not automatic; the outcome depends on sufficient shareholder participation. Webuild must secure at least 66.7% of the voting stock in response to the offer. On completion, the acquisition would shift Trevi’s controlling influence to Webuild, provided all statutory and regulatory prescriptions are met. Procedurally, the transaction’s notification and progression align with norms covered in the B2B deal section and could influence future Italian market structures.

Parties and advisors expect further updates upon the official launch of the tender and confirmation of key milestones, such as AGCM authorisation and shareholder response.

Regulatory Environment, Oversight, and Public Offer Requirements

Italian law features distinct requirements for voluntary and mandatory takeover bids in listed companies. In this case, the public offer is voluntary, yet subject to the same regulatory checkpoints—minimum acceptance, full regulatory registration, and disclosure of all related parties. Consob and the AGCM play central roles, overseeing compliance, antitrust assessment, and shareholder protection.

Ongoing reporting and transparency expectations remain for both companies, given Trevi’s continued Euronext Milan listing during the offer period. Should the 66.7% threshold be met, Webuild’s control becomes effective, subject to market notification procedures and any condition precedents or regulatory delays.