A price adjustment mechanism, which would allow the buyer to cut the acquisition price for Autostrade by a pre-agreed amount to account for future damage claims linked to a bridge collapse, could be the solution to long drawn-out negotiations.
A further price adjustment mechanism for Autostrade would also take into account potential changes to the motorway unit's financial and economic plan, which still needs to be evaluated by Italy's transport authorities, the sources said.
Atlantia said late on Tuesday it had entered exclusive talks with CDP until Oct. 18, adding it was open to considering a potential offer from the state lender and other investors for its 88% stake in Autostrade.
Shares in the infrastructure group initially rose more than 10% and were up 8% by 1324 GMT on expectations that the one-on-one negotiations would lead to a positive outcome after two years of wrangling with Rome.
"An agreement with CDP for the sale of (Autostrade) would eliminate the political risk, solve the debt problem in the holding company ..., accelerate the return to an investment grade rating of the group and ensure financial flexibility to Atlantia," broker Equita said in a note.
Atlantia has been embroiled in a legal dispute with the government since 2018, when a bridge run by Autostrade collapsed killing 43 people. The government has threatened to strip Autostrade of its motorway licence.
The two parties had moved closer to a deal in July, when Rome approved a plan that would see Atlantia cede control of Autostrade to CDP, but talks then stalled due to disagreements over how to implement it.
CDP and other investors are now expected to file an offer for 88% in Autostrade to be evaluated by Atlantia at a board meeting scheduled for Oct. 19, the sources said.
The negotiations envisage up to 10 weeks of due diligence for the buyers, one of the sources said, adding CDP would not take on any of Atlantia's debt.
Three different sources said investment funds Blackstone and Macquarie could team up with CDP in the bid, but talks were at a preliminary stage. One of the people said Italian infrastructure fund F2i may also join.
The news of Blackstone and Macquarie possibly playing a role was first reported by dailies La Repubblica and Il Messaggero.
Atlantia was not immediately available to comment, Blackstone, Macquarie and CDP declined to comment.
(Additional reporting by Stefano Bernabei in Rome, Agnieszka Flak, Stephen Jewkes and Danilo Masoni in Milan; editing by Louise Heavens and Elaine Hardcastle)
By Giuseppe Fonte and Francesca Landini