BolognaFiere acquires 49,9% of Gambero Rosso

Agreement between BolognaFiere and Class Editori for Gambero Rosso. The exhibition centre takes over 49,9% of the information and training company.

As is well known, it is a leder in issues and assessments relating to the wine, food and travel sectors.

Gambero Rosso Holding shares

The transaction involved the creation of Gambero Rosso Holding (GR Holding), into which the Class group contributed 7.394.050 ordinary shares in Gambero Rosso, equal to 51,17% of the share capital, while continuing to retain a direct interest of 10 per cent.

BolognaFiere paid 5,693 millions for its stake in GR Holding, a sum not subject to subsequent adjustment mechanisms.

The remaining 50,1% of the newco remains in the hands of Class Editori, which will continue to exercise control over Gambero Rosso, also through the stake held directly.

The acquisition was financed by BolognaFiere entirely with its own funds.

Gambero Rosso, as mentioned, is today Italy’s leading reference point for information, training, promotion and consultancy in the wine-travel-food sector, with a complete range of integrated services supporting the agricultural, agri-food, catering and Italian hospitality sectors.

The reasons behind the BolognaFiere–Gambero Rosso transaction

With this transaction, BolognaFiere consolidates its strategic presence in the food and wine sectors, combining with Gambero Rosso its expertise in designing and organising events and exhibitions of national and international scope.

The collaboration between the parties will also develop through specific organisational and promotional agreements, without any change to Gambero Rosso’s positioning and key activities relating to the assessment and certification of the quality of wines and food products, with the shared objective of further increasing the value of the brand.

Paolo Panerai, founder, publisher and CEO of Class, being also a producer of prestigious wines, through the Domini Castellare di Castellina group (Tuscany and Sicily), has for years requested and obtained that the assessment of his production by Gambero Rosso receive scores equal to the average of the ratings assigned by the leading international assessors, in order to avoid any conflict of interest.

Purchase and sale options? Only from the 2028 financial statements

The agreement provides for the release of a package of representations and warranties in line with the practice for similar transactions, in addition to the granting of cross purchase and sale options on the interests held in GR Holding, exercisable from approval of the 2028 financial statements.

It is also envisaged that three members out of 12 of the Gambero Rosso Board of Directors will be chosen from among those appointed by BolognaFiere, one of whom will serve as vice-chairman.

The transaction is considered non-significant pursuant to Article 12 of the Issuers’ Regulation of Euronext Growth Milan, where the two companies involved are listed, as none of the applicable significance indicators exceeds the threshold of 25 per cent.

BolognaFiere closed the first half of 2026 with revenue up to 200,8 million euro (+4% year-on-year), EBITDA of 40 million, representing 20%, and consolidated net profit of 19,3 million euro.

Overall performance showed a marked improvement compared with the most recent half-year period with comparable trade-fair seasonality (January–June 2024).

The Gambero Rosso group closed 2025 with consolidated revenue of almost 15 million euro and EBITDA of 2 million and 697.000 euro.

THE CONSOLIDATED FINANCIAL STATEMENTS OF THE GAMBERO ROSSO GROUP: 2025

This article was translated from the original Italian version with the assistance of artificial intelligence. In case of discrepancies, please refer to the original Italian version.