Mediobanca rejects Mps’s Oops: "Strongly destructive of value"

The public exchange offer launched by MPS on Mediobanca on January 24 “has not been agreed and is to be considered hostile and contrary to the interests of Mediobanca”. This is the first assessment of the board of Piazzetta Cuccia who met this morning, and in no uncertain terms it branded the offer of the Sienese bank as “strongly destructive value”.

Without prejudice, the note “that Mediobanca will express itself on the offer with the timing, the tools and according to the methods provided for by the law, on the basis of the analysis of the press release, the board of directors of Mediobanca believes the offer without industrial rational and financial, and therefore destructive of value for Mediobanca “.

Out of 15 councilors, 2 abstained from the approval of the press release with which Piazzetta Cuccia rejected the OPS of MPS. These are Sandro Panizza and Sabrina Pucci who sit on board representing the shareholder Delfin.

On the other hand, as the note points out, the offer of Siena on Mediobanca “is characterized by the significant equity intertwining of Delfin and Caltagirone which are present: in Mediobanca, where Delfin holds 20%4 and Caltagirone 7%4 (based on the base Of the detachment of the dividend in November 2024), in MPS, where Delfin is the first private shareholder with 10%4, while Caltagirone holds 5%4 (in addition to holding 5%of Anima Holding which in turn has 4% of MPS), in Generali Insurance, where Delfin holds 10% and 7% Caltagirone.

The presence of the same shareholders in MPS, Mediobanca and Assicurazioni Generali as part of an offer exclusively in actions, configures a potential uneven in interest compared to the rest of the shareholding.

According to Piazzetta, Key and Criticality of the OS are different: it is free of an industrial rational “and a” financial rational “. “The operation lacks an industrial rational – reads – as it involves a strong weakening of the mediobanca business model focused on the segments of specialized and profitable activities such as Wealth Management and Investment Banking”.

Mediobanca believes that the OPS of MPS: “destroys value for the shareholders” of both institutes “being easy to predict a copious loss of customers in those activities that presuppose the independence, reputation and professionalism of professionals; that it is negatively characterized From the difficulty in determining the intrinsic value of the action of the MPS bank which presents a net assets that faces significant tax activities, deteriorated activities and risks of legal dispute (3.3 million), worse risk indicators compared to the other Italian banks, significant previous losses , a marked geographical concentration (70% branches at Central-South Italy) and customers (small media enterprises), lack of produced factories “.

In the judgment of the board of the institute led by Alberto Nagel, there is no financial rational in OPS, as it entails “a strong prejudice to the income profile of Mediobanca” and “a dilution of the multiples of the evaluation of Mediobanca”, while “The drop in the title After the announcement, MPS testifies to the fragility of the stock exchange course, which makes the successful outcome of the operation unlikely “.

The MPS title in Piazza Affari is down from Friday while Mediobanca had the opposite direction. Until now, in which both they retreat, leaving 2.01% and 3.55% respectively to 15.915 euros per share.