MPS launches bids for Banco BPM and Banca Generali worth 34 billion. Lovaglio: ‘We are creating value’
The plan drawn up by MPS to counter Intesa’s takeover bid also provides for the ‘distribution of 4 billion euros to MPS shareholders’, to be paid ‘partly in cash’ – amounting to 1 billion euros – ‘and partly in Generali shares’ amounting to ‘€3 billion’
The veil is lifted on the plan devised by the CEO of MPS Luigi Lovaglio to halt the takeover bid by Intesa Sanpaolo. MPS has announced the launch of two voluntary, simultaneous and parallel public exchange offers, entirely in shares, for all the ordinary shares of Banco BPM and Banca Generali, for a total consideration of approximately 34 billion euros. According to a statement, the offer for Banco BPM provides for an exchange ratio of 1.567 Monte dei Paschi shares for each share of the Milan-based bank, for a total consideration of €25.35 billion, whilst the offer for Banca Generali offers 6.958 new shares MPS with a 10 per cent premium, for a total value of approximately 8.72 billion.
The plan drawn up by MPS to counter Intesa’s takeover bid also provides for the ‘distribution of 4 billion euros to MPS shareholders’, to be paid ‘partly in cash’ – amounting to 1 billion euros – ‘and partly in Generali shares’ amounting to ‘€3 billion’, a sum which corresponds ‘to approximately 4.5 per cent of Generali’s share capital’ ‘at current market prices’.
“Today we are not just presenting two transactions, but a vision,” clarified Lovaglio as he opened the conference call with analysts regarding the Ops involving Banco Bpm and Banca Generali. In recent years, he recalled, Mps “has completed one of the most significant transformations in the European banking sector”. Now, “the question is not how to become bigger, but how to become more significant”. “Today we have the opportunity to take the next strategic step,” concluded Lovaglio, emphasising that the two public offers are “two legally separate transactions”, but “form a coherent business plan”. He then made an indirect reference to the Intesa Sanpaolo deal: “Our model creates value through consolidation, not through fragmentation.”
Against this backdrop, the bank led by Carlo Messina is considering lodging a complaint with Consob regarding the rumours and statements made in connection with MPS’s bids for Banco BPM and Banca Generali.
MPS shareholders to hold 50.1 per cent of the new group
In the event of full acceptance of the exchange offers launched by MPS for Banca Generali and Banco BPM, and taking into account the merger of Mediobanca into Monte dei Paschi, the current shareholders of the Siena-based bank will hold approximately 50.1 per cent of the combined group, Banco BPM shareholders around 37.2 per cent and Banca Generali shareholders around 12.7 per cent, explains the press release issued by Monte dei Paschi. Siena’s major shareholders, starting with Delfin (17.5 per cent) and the Caltagirone Group (13.5 per cent), would thus gain control of a group that would become Italia’s third-largest banking group ‘in terms of total assets, with a pro forma balance sheet totalling approximately €466 billion, loans to customers amounting to €245 billion, direct deposits of €315 billion and total financial assets of €810 billion, based on figures as at 31 December 2025’. The market capitalisation of the new group would reach 80 billion.
