With that, I'll hand over to Andrea.
As Andrea was saying, this morning we have entered into a definitive agreement to acquire 100% of Versace from Capri Holdings, and I think this news makes us all very proud and happy. Let me, first of all, thank John Idol and the Capri team for this last period, for the work done, and for having preserved the heritage of the Versace brand. Obviously, I extend my thanks also to the executive team of Versace. We're very happy to welcome Versace to the Prada Group. We're ready. We're ready for this new journey. The decisions we have taken are for the long term, for the long term, for the long term success. Diligently, we will put all necessary efforts to obtain what is our final goal, which is a sustainable success.
Today, obviously, we wanted to share with all of you the news, give you some qualitative remarks and comments, and give you some details of the transaction. It will obviously take some months to finalize the transaction, and it's not the time today to share nothing. I repeat, nothing about the future. We love the brand. We have a lot of ideas. We have plans. We have a team. Hopefully, we will find a lot of great talents in the Versace team. We will have plenty of time in the future to talk about future plans. Today is more a sharing call than anything else. I would love Lorenzo to give our view on the brand and how Versace will stand in our portfolio.
Ciao Andrea, grazie mille. Thank you to everybody and good evening. First of all, I think that the key element of taking this opportunity, as we said always in the past, I mean, we will be always focused on ourselves, but the opportunity will arise, we will look at them, and this is, I think, a perfect example. Versace, first of all, we are buying a brand, a brand with a huge potential, with a strong heritage, and a very recognizable aesthetic. This is, I think, super important, first of all, when you think about acquiring a company in our sector. First of all, we want to think about what is the potential of the brand.
Secondly, the other reason a lot of people may think that it's far away from the aesthetics of our existing brands portfolio, like Miu Miu and Prada, but I think this is exactly a strength for our group because there are no overlaps in terms of creativity, in terms of customer, and it will not create that kind of echo effect of, let's say, taking customers from each other. I think this is also super important to really reach new audiences of customers and to express a different kind of messages. Last but not least, the fact that we have a platform that, by design, by nature, is scalable.
It's always a platform that is already working with different brands, and we believe that, of course, it's going to be a big job, but it's already within our way of operating to operate with different brands. Let me talk a bit more about Versace itself. We believe, as I said before, it's a very iconic aesthetic, very different from the one of today's brands, Prada and Miu Miu, with no overlaps, and the awareness. I mean, we have been amazed seeing that Versace brands around the world have always been recognized between the top five, top ten brands around the world, even if the business is much smaller.
This means that the potential is huge, but we know very well that to express that potential is not a walk in the park, but we believe we have the knowledge long term to make this transformation and make this brand successful. Just a few words about our platform. I think our platform is well known for our commitment to creativity. Our industrial platform has a long story of know-how since the beginning of the 1990s, I would say even the 1980s. We have always been the first investing heavily in industrial capabilities, and we serve already multiple brands, and we think that this is a good know-how on which Versace brand can leverage as routine, best practices, and so on.
All the journey that we have done in the last five, six years about customer excellence, omnichannel, and so on, that really put us today upfront because I believe the fact that in a moment where everybody was growing and we maybe struggled a bit more, prepared ourselves somehow for this moment where, of course, the markets are not in great shape, but we feel somehow we are more prepared because we had to tackle those difficulties in a moment where everybody was growing and maybe was not so obvious the limit of the sector itself. I think we have a strong know-how. We know very well our limits. We know very well our strengths, and we believe we can deliver long-term success. I leave the words to Andrea. Grazie.
Grazie, Lorenzo.
As I was saying before, this is a long-term journey, and this is the way we are approaching it. This is our mindset. There will be no shortcuts. We need to work on foundations, and we need to have a patient and very disciplined work. It's a journey that we have seen it. We have seen it with our brands. To position, to perform the proper image and identity, to root foundations properly takes time. Probably in the Miu Miu journey, it has taken something like 36-48 months to reap the first fruits. We know it. We love it. We're ready to work hard. The acquisition is all about the brand, the image, the creativity, the products, the stores, people. This is what it is about. Brand, image, creativity, products, store, people. There will be some synergies, but this is a revenue project.
This is a brand project. Obviously, we will be happy to share the journey with all of you, but please all, let's put all ourselves in a long-term mindset. Andrea, please give us some details and some colors on the transaction. Grazie.
Thank you, Andrea. On Slide 8 or 7, we have included some key figures for the Versace business. These figures relate to the latest guidance that Capri Holdings already communicated to the market for Versace with reference to the fiscal year 2025. The business is expected to achieve $810 million of revenues, with an EBIT margin expected to be high single-digit negative. It operates through a global network of 227 stores, and as you can see, its revenue contribution is very balanced in terms of geographical areas, but also in terms of product categories between ready-to-wear and leather goods. Moving to the next slide on transaction highlights.
Under the terms of the agreement, the Prada Group will acquire 100% of Versace for a total enterprise value equivalent to EUR 1.25 billion on a debt and cash free basis. The final cash consideration will be determined at closing and is subject to customary adjustments. The consideration includes significant tax losses carried forward, and additionally, Capri Holdings will fund certain transaction expenses. We have raised additional funds for EUR 1.5 billion, composed of EUR 1 billion term loan and a EUR 500 million bridge facility. This allows us to retain significant balance sheet flexibility considering the cash balance and undrawn committed facilities. As the last point on this slide, closing is expected in the second half of 2025. Moving to the last slide of this presentation, we've included some illustrative pro forma figures for our fiscal year ended in December 2024.
The transaction would project our group revenues above the EUR 6 billion mark at 6.3. The impact on EBIT margin would be mildly dilutive at circa 20%. In terms of net leverage, we would remain in very conservative territory, moving from a net cash position to 0.4. This concludes our presentation, and with that, I will hand back to the operator for the Q&A. Thank you.
Thank you. As a reminder to ask a question, please press star one and one on your telephone and wait for your name to be announced. To withdraw your question, please press star one and one again. Once again, please press star one and one on your telephone and wait for your name to be announced. To withdraw your question, please press star one and one again. Please be aware that we'll take and answer one question at a time before moving to the next question. Please stand by while we compile the Q&A roster. This will take a few moments. Thank you. Once again, please press star one and one on your telephone and wait for your name to be announced. We are now going to proceed with our first question. The questions come from the line of Chiara Battistini from J.P. Morgan. Please ask a question.
Your line is opened.
Hello, good afternoon. Thank you very much for taking my questions. My first one is on the customer of Versace. You mentioned that there is no overlap with Prada and Miu Miu. Can you tell us a bit more about the customer in terms of age groups, regional exposure? That would be the first question, please.
Hi. No, at the moment, taking consideration that we are not yet within the company, this is a level of data that has been disclosed to a certain level. We know very well because we've done studies and research. There is always overlap between luxury customers, but there are differences, and I would say that Versace kind of customer is very different. Also, the aesthetic of Versace is very different from the one in Miu Miu and Prada, but you don't need to have research or studies to understand that the creative identity is very different.
All right. I'll try with another one then. The second question would be on the sales densities of Versace. If there is any way you can give us any color on where they stand today and maybe the opportunity there. Thank you.
Again, we have signed an agreement today, an agreement for the transaction, and it will take time. It will take time, and hopefully, we will have a fantastic Versace team working on the density, working on productivity, working on consumers, working on creativity like hell and even more than before. I am not ready to give you any answer on this. Sorry.
All right. Thank you.
We had said it before. It's not bad behavior.
All right. Thank you.
Next question, please.
We are now going to proceed with our next question. The questions come from the line of Luca Solca from Bernstein. Please ask a question. Your line is opened.
Yes. Hello, good afternoon, and apologies for the noise. I was wondering if you have been consulted relative to the appointment of the creative director of Versace as it comes from your firm and Dario Vitale, I mean, and if you think that this could potentially be the first block on which to build the future of this brand.
When Dario gave his resignations, we tried to hold him where he was, and it has been his own decision. We had no consultancy role. We had no commissions. We had nothing. No, no. It has been his total independent and very personal decision that I received.
Are you happy to find him? Are you happy to find him as a trusted pair of hands in this so important position for the future of the brand?
We are very happy to really welcome all Versace team, wherever they are in the world and whatever they're doing. Really, it's also a kind of those projects where we really need to be warm and give everyone their opportunity to show their impact and their talent.
If I may ask a second question, I was wondering how, if this is something you are prepared to disclose, how you are preparing to structure the senior responsibility of the brand. Are you planning to appoint a senior figure to run this business, or is it going to be part of the broader set of brands that you are taking care of, Prada and Miu Miu, with the same structure?
Luca, in the last three years, we have gone through an evolution in our organization, an evolution in terms of our managerial attitude. We have verticalized our own way, the brands, and we will continue like this. We have two brands. We're adding, obviously, we also have Church's. We're also adding Versace, and we will have another vertical asset. Exactly as Prada and Miu Miu. On the other side, we have a corporate that will continue to do exactly the same job. On the other side, from an industrial point of view, today, again, we have a division by brands. We will keep on doing that. Today, Versace is led by CEO. We will begin the job with him.
Grazie, Andrea. Thank you very much indeed.
Prego.
Next question, please.
We are now going to proceed with our next question. The questions come from the line of Erwan Rambourg from HSBC. Please ask a question. Your line is opened.
Yeah. Hi, good aftern`oon, and congratulations. Very bold move, and hopefully, in hindsight, great timing given what's going on macro-wise. I had a question regarding channels. I'm wondering if you can disclose what is the outlet exposure of Versace because I suspect it's a lot higher than for the rest of the group, and wondering if that could be an issue. Secondly, on channels, licenses seem to be pretty high as a proportion of sales. I'm wondering if you could tell us what are the main components of those licenses and what are the partners that Versace has been working with. Thank you.
When Versace performance in the last couple of years has not been the best, as all the industry has also been suffering a bit, when these things happen, some of the channels get a little bit more heavy. I think this is also the job we have done with our own brands, and we need to understand perfectly exactly how things work. For sure, in the longer term, there will be a more balanced ratio between full price and outlets. In terms of licenses, I would say that all licenses that are at the end, two important ones, and they are just great. One is, and I mean, in terms of products, in terms of image, it's clearly visible. One is on fragrances, and the other one, which I know very well, I started it in 2003 in Versace in Luxottica. I know it pretty well.
Yeah. Okay. Excellent. Thank you. Best of luck.
Thank you.
Next question, please.
We are now going to proceed with our next question. The questions come from the line of Louise Singlehurst from Goldman Sachs. Please ask your question.
Hi, good afternoon to you all. Thank you for taking my question. I wondered if you could just help us if we take a step back and think more broadly across the deal that's been announced. I suppose it's more of what do you think has been missed under the prior ownership? If we think about the longer-term messaging, what gets you most excited about this deal if we think about the business in, say, five years' time? If I was going to ask you, can you give me the top three opportunities that you really think that you're going to make the big difference on? Is it the channel mix? There's obviously a very clear base of icons within the brand, but is it store expansion? Is it different revenue opportunities geographically? That would be very helpful. Thank you.
As I was saying before, it's a long-term. Being a long-term means foundations. Foundations is the brand. When I talk about the brand, it's image, it's positioning, it's creativity, it's our ability to develop product collections. On the other side is to have a very successful team working. What will be the KPI? What will be the performance indicator? Sustainable revenue growth in the long term, but not in six months, not in the next 18 to 24 months.
Thank you. Can I just ask a quick follow-up in terms of the brand and the brand positioning? Do you think there is a broader clean sweep of the repositioning? I wondered if you could just help us try to contextualize that. It's quite difficult to see from the outside looking in in terms of repositioning or restructuring can mean a small part or a very large major step for a brand, but that would help us think about the timing as well. Thank you, Andrea.
I'll take the answer. It's Lorenzo. For sure, we are excited about working with a brand that has different DNA characteristics from the one of Miu Miu and Prada. This is the first point. I will not talk about revolution because, I mean, also Miu Miu lesson for us is, and I think for the market, has been a lesson in the sense that we have not dramatically changed nothing in Miu Miu. It's been more like an evolution. Sometimes little things here and there spark a huge difference. I think we don't need to change the brand, revolutionize it. We need to just evolve it and make the right things happen. Altogether, they're going to make, hopefully, a huge spark and bring back Versace to be a huge success.
We need just to be patient, and we know very well that there is no one single ingredient for the seed of success, and it's just more a normal evolution of little things that altogether make a success.
Super. Thank you, Lorenzo. Thank you, Andrea.
Next question, please.
We are now going to proceed with our next question. The questions come from the line of Edouard Aubin from Morgan Stanley. Please ask your question. Your line is opened.
Yeah. Good afternoon. Congratulations on the transaction. Andrea, I guess in the past five years or so, you've made really substantial progress in terms of production capabilities, internal production, and your supply chain. Is that why you felt more comfortable moving on with a relatively large acquisition now? To that, can you kind of comment big picture on the synergies when it comes to vertical integration upstream? I think it's relatively limited, if any, at Versace. Kind of compare and contrast the two entities. Thank you.
I think that the real synergy is about know-how. This is a revenue project. It's not a cost project. I mean, we will determine the success if the brand is successful. It's not a question of saving money on certain things. Obviously, if there are and there will be streams and opportunities to share and to get some efficiencies, we will, obviously. Mainly, this is a brand project. This is a revenue project.
Understood. Just some clarification on what you said earlier, Andrea, on distribution and license. You said it is going to be much more balanced between outlets and full-price stores. Should we understand that down the road, the ratios are going to be more or less similar for Versace than Prada and Miu Miu today in that regard? Also on license, I think maybe I missed it, but I think one of the relatively significant contributors is Versace Jeans. Sorry. Do you plan to maintain this license or not? I do not know if you can share any numbers in terms of how big it is. Thank you.
On licenses, I cannot share anything with you. On channel mix, yes. Down the road, I would agree with your statement.
Okay. Just one last quick one. As Lorenzo mentioned earlier, obviously, the aesthetics are incredibly different between Prada and Miu Miu and Versace. One of your big assets at the Prada Group is obviously to have Mrs. Prada in charge of the creative process. What's going to be her level of involvement with Versace?
Absolutely known. The involvement will be in the fact that she's the biggest shareholder of the company, but nothing in terms of creativity.
Okay. That's clear. Thank you.
We have no further questions at this time. I will now hand back to you for any closing remarks. Thank you.
Grazie e arrivederci.
This concludes today's conference call. Thank you all for participating. You may now disconnect your lines. Thank you and have a great day.