Earthquake in the Italian banking risk: the board of directors of Monte dei Paschi di Siena has launched a voluntary public exchange offer on all ordinary shares of Mediobanca. A 13.3 billion operation.
«The exchange ratio has been set at 2,300 newly issued MPS shares for each existing Mediobanca share, which entails an implicit Offer price of Euro 15.992 per share, and a premium of 5.03% compared to the official prices of 23 January 2025», reads a note.
The success of the offer "will allow an acceleration in the use of the DTAs held by MPS, with an estimated net present value for the benefit of Mediobanca shareholders adhering to the Offer of Euro 1.2 billion, equal to approximately 10% of the current market value of Mediobanca", the press release continues.
"With this industrial operation we want to mark a new approach in the consolidation process of the banking sector that in an innovative way creates value immediately for both MPS and Mediobanca shareholders, and I believe also for the entire country system - said Luigi Lovaglio, CEO of Monte dei Paschi di Siena -. We are aiming for a new national champion, with two brands of excellence, which we want to protect and enhance even more. A new and modern highly competitive banking group, leader in key specialized businesses and with strong capital strength, which aims to play an increasingly virtuous role in supporting families, businesses and local communities".
The Shareholders' Intrigues
The total exchange offer of Mps on Mediobanca highlights numerous connections of shareholders that reach up to Generali. Here is a sheet with the shareholders of the companies involved.
The largest shareholder of Monte dei Paschi is still the Ministry of Economy, which has a share of 11.7%. The latest sale of shares brought Delfin into the shareholding structure, which then rose further and now has 9.78%, and the companies of the Caltagirone group with 5.03%. When the operation is concluded, it will have around 9% of MPS. The shareholders, underlines the note released today on the operation by Monte, are not acting in concert. . Also present in Mediobanca are the Del Vecchio group (Delfin), the first shareholder with 19.81, and Caltagirone, now given at 5.5% from the press release of today's operation and which in the past had even come close to 10%. These are independent and autonomous investment shares. The third shareholder is Blackrock with 4.23%. However, Mediobanca is led by a group of companies linked by a consultation agreement that is worth 11.4% of the shareholding. The agreements include: the Mediolanum group (3.49%), Fin.Priv (which includes Generali, Italmobiliare, Pirelli, Stellantis, Telecom and Unipol), Monge, the Gavio Group, Finpog Italia (Doris group), the Ferrero group, the Luchini Group, the Pecci group, and with even smaller shares Tosco-Fin, Smil, Plt Holding (Tortora family), Fin.Fer (Pittini Group), Vittoria Assicurazioni, Mais, Valsabbia Investimenti, Romano Minozzi.
