Mediobanca: shareholders' meeting rejects offer on Banca Generali
Mediobanca's shareholders' meeting rejects the offer on Banca Generali. CEO Alberto Nagel criticises shareholders' conflicts of interest
2' min read
2' min read
The shareholders' meeting of Mediobanca has denied authorisation for the public exchange offer on Banca Generali. In fact, the votes in favour stopped at 35% of the share capital (i.e. around 44.9% of the present capital, or a total of 78% of the capital), "represented 25% by institutional investors and 10% by private investors". Those against amounted to 10% of the share capital, 'substantially the Caltagirone group', while the abstainers stood at 32%, 'of which 20% Delfin, 5% Italian social security funds (Enasarco, Enpam, Forense), 3% institutional investors (Amundi, Anima, Tages), 2% Edizione Holding, 2% Unicredit'. Mediobanca therefore declared the offer on Banca Generali "lapsed".
Nagel, CEO of Mediobanca: 'Missed opportunity'
Mediobanca's offer on Banca Generali is "a missed opportunity as a result of the vote expressed, in particular, by shareholders who, even in engagement, have manifested an obvious conflict of interest, putting that relating to other Italian situations/assets before that of shareholders of Mediobanca". This was said by the CEO of Mediobanca, Alberto Nagel, after the outcome of the shareholders' meeting that denied authorisation for the takeover bid on Banca Generali announced in April by Piazzetta Cuccia. "It is, in fact, clear from the vote," Nagel continued, "that those who did not find themselves in this position voted in favour (the market first and foremost), in line with the recommendations of the international proxy advisors".
"I would like to thank all those who in recent years have believed in and supported the process of strong growth and transformation of Mediobanca and who have supported the Banca Generali transaction as a further and final step in the creation of an international wealth manager," Nagel added. "This is clearly a missed opportunity for the development of our bank and of the Italian financial system," he concluded. "We will continue to be focused on the execution of our 'One Brand - One Culture' plan, convinced of the superior value generation compared to the alternative represented by the Mps offer.
No comment from Delfin on the vote in the Mediobanca shareholders' meeting that denied authorisation for the takeover bid on Banca Generali. Environments close to the Del Vecchio family's holding company, however, point out that the vote cast by the shareholder structure was an expression of perplexity regarding the anomalous manner and timing of the transaction, rather than its strategic rationale..
The stock market reaction
.Mediobanca shareholders' "no" to the takeover bid on Banca Generali sent Piazzetta Cuccia's stock into the 'red', which quickly went from +0.5% to a drop of 0.6%. Mps also suddenly widened its losses, which now gives up 1.3%, with the market's eyes now shifting to Rocca Salimbeni's offer on Mediobanca itself (which has already registered the adhesion of the holding company Delfin). Then at Piazza Affari, the risky business held court until the end of the session, after the "no" of Mediobanca's shareholders (-1.4%) to the offer on Banca Generali (-2.7%) and the market now expects a relaunch of the offer of Mps (-2.2%) on the same Piazzetta Cuccia. On the other hand, Generali (+0.6%), another protagonist of the complex plot, rose.

