The banking front is heating up. After Unicredit’s blitz on Bpm which in turn wants to acquire Anima comes the mother of all stock market operations. Monte dei Paschi has surprisingly launched a public exchange offer on Mediobanca, destined to change the structure of the Italian banking landscape. And not only this: Mediobanca, in fact, is a large shareholder of Generali which, in these hours, has launched an alliance with Natixis which is not appreciated by the large shareholders Caltagirone (7% shareholder) and Delfin (10%). Two protagonists who, in this story, we will often see appear as having significant stakes in all the companies involved in the blitz.
The operation announced by Luigi Lovaglio, CEO of MPS, worth approximately 13.3 billion eurosappears to be a hostile initiative, since it was not agreed upon with the leaders of Piazzetta Cuccia. This reading is confirmed by various financial sources, who speak of a negative reaction from the board of directors of Mediobanca, which will meet shortly to evaluate the proposal.
The offer, which provides for a consideration of 2.3 MPS shares for each Mediobanca sharevalues the shares of the Milanese bank at 15.992 euros, with a premium of 5.03% compared to the previous closing. Although the offer is described as “voluntary”, the fact that there was no preliminary agreement with Mediobanca shareholders suggests the unfriendly nature of the proposal.
The reaction of the stock market
The first reactions on Piazza Affari appear negative. MPS shares started trading with a decline of 7% after being at 6.3 euros while Mediobanca gained only 2.4% at 15.6 euros. One of the main unknowns concerns the reaction of Mediobanca’s large shareholders, who hold significant shares of the bank. Among these, Delfin, the holding company of the Del Vecchio family, with a 19.81% stake, and Francesco Gaetano Caltagirone, with 7.76%. Both are significant shareholders of MPS: 9.78% for Delfin and 5% for Caltagirone respectively. In both cases it is reasonable to think that they will be in favor of the initiative announced by Luigi Lovaglio. The controversial point, however, concerns the Treasury’s participation, which is still an 11% shareholder in the Sienese group. His involvement in such a significant stock market operation is already at the center of the first controversies.
Furthermore, a group of shareholders, including Banca Mediolanum, has signed up to a consultation agreement which controls 11.4% of Mediobanca’s capital. However, the position of these shareholders is not yet clear, and their acceptance of the offer could depend on the negotiations that will develop in the coming days
MPS’ objective with this Ops is to acquire the entire capital of Mediobanca and achieve the delisting of Piazzetta Cuccia shares. The exit from Piazza Affari, in fact, is considered a necessary step to promote integration between the two banks and the creation of strategic synergies. The operation, if completed, would radically transform the Italian banking landscape, creating a new banking giant that would rank third in the sector. But above all it would become a leading presence in the insurance field given that control of Generali would end up firmly in the hands of MPS and its large shareholders Caltagirone and Delfin. However, the reaction of the market and shareholders remains uncertain, and much will depend on the next moves of the protagonists involved. Especially considering the very close connections between many of the protagonists.
