Pedranzini: 'This is why Popolare Sondrio is worth more than Bper's offer'

What obstacles do you see in this aggregation?

We believe there are obvious execution risks: it is not easy to integrate Popolare Sondrio into a reality like Bper. We, stand alone, are confident that we can bring home the results we have set out in the new 2025-2027 plan with a cumulative net profit of around EUR 1.8 billion over the three-year period and EUR 1.5 billion in dividends, doubling the distribution made in the last three years. Bper's extraction of value would not be easy to achieve, all the more so since at a time when an anomaly such as that of the price in the Italian banking system's bidding landscape is being highlighted, that minimum threshold condition at 35% + 1 adds difficulty to difficulty.

The retail shareholders' association of Popolare di Sondrio continues to complain not only about the lack of a premium but also about the alignment with market values, calling for a relaunch at Bper. How do you think they will move? .

Our shareholder base is very fragmented, apart from the major shareholder Unipol, which controls 19.7%. For retail shareholders, the paper-for-paper swap is a bit of an unknown and it is also costly because they then have to honour the tax aspects by putting their hands in their wallets to pay the capital gains tax if they join. Today, the shareholder is in a disadvantageous situation: taking the paper at a discount instead of selling in the market at a higher price and having liquidity immediately.

Long-standing shareholders, who have invested in the bank, have always held on to their shares because throughout history they have always received a significant dividend, because Popolare Sondrio has always looked at the profit and loss account and the distribution of a coupon. In the 2025-27 business plan we aim for about EUR 1.5 billion in dividends over the plan period and a pay-out ratio of 85% each year . Our shareholders looking at our plan and dividend prospects would have a higher payout than Bper's 75%. This explains the dilutive effect of the transaction, on the terms currently offered by Bper.

How is this period being experienced at the headquarters and branches of Popolare di Sondrio?

Clearly, the structure is suffering a little at the moment: we have 900 people working in the bank's central structures in Sondrio, and the prospect of having to merge into another reality is not the best one for them. The bank, then, has pursued a logic of organic growth for 154 years, and here we differ from Bper, which for the past 35 years has followed a path of growth through some twenty aggregations, most recently with Ubi's 500 branches and with Carige. In Sondrio we have built value by starting with 50-60 branches and arriving at the current 500 with our own forces. An important difference that reflects the economic literature in practice: in this operation with Bper there would be more synergies from costs than from revenues. We have estimated that staff cuts could impact around 800 people, and given some territorial overlaps, the closure of many branches is also likely. This is a new situation since our institution has never resorted to redundancies and has never activated the redundancy fund. On the contrary, we continue to open branches because our philosophy is based on developing both a physical presence in the territory and a digital one. We have in our business plan the hiring of over 200 new employees and we always focus on meritocracy with the aim of matching the needs of individuals with those of the bank. Added to this is the fear of branch managers that being absorbed into the aggregation will result in losing the typically entrepreneurial autonomy and spirit that they have achieved over the years in our bank.

What is your commitment now?

However the Ops goes, our duty is to continue to serve our customers to the best of our ability and to ensure the best perspective for all stakeholders.