At Unipol a bank with 635 branches that will merge with Bper and be called Banca Mp
Control of Bper with derivative transactions on 4.99% of the capital was also blocked
The board of Unipol yesterday resolved, following the launch of the offer by Intesa Sanpaolo on Mps, to approve an agreement with Ca' de Sass to acquire from the latter a bank with 635 branches.
The asset, free from distribution constraints on insurance products, will then be proposed to Bper for integration with the bank to create a new entity to be called Banca Monte dei Paschi.
2.5 billion increase
A EUR 2.5 billion capital increase, in which the main shareholder cooperatives of the Bologna-based holding company have already expressed their willingness to participate, is planned to service the transaction. The entire countervalue of the transaction has been estimated at EUR 3.5 billion.
Bper's armoured control
At the same time, Unipol has also secured control of Bper in view of the possible conquest of Mps. The Bolognese company, in fact, on the eve of the event, signed with "primary banking institutions" two derivative contracts of the "total return equity swap" type, one with a maximum maturity of 25 months, the other 35 months, and as underlying 4.99% of the share capital of Bper, with the option for Unipol of settlement by physical delivery of the shares. The stipulation of these derivative contracts, explains the insurance group, is "functional to increase Unipol's economic exposure in Bper and also to have a further option to obtain de facto control of Bper, in the event that Unipol decides to exercise the right to acquire, after obtaining the necessary authorisations, the Bper shares underlying the aforesaid derivatives".
Summing up, Unipol currently potentially owns about 25% of the institution, i.e. 19.9% of the capital plus these derivatives for a further 4.99%.
