Unlock the Editor’s Digest for free
Roula Khalaf, Editor of the FT, selects her favourite stories in this weekly newsletter.
UniCredit has threatened to drop its bid for Banco BPM if the smaller bank’s shareholders vote next week to increase the price of an offer for asset manager Anima.
“UniCredit reminds that [BPM] offer is conditional, [among other things] on the fact that . . . BPM do not modify the terms and conditions of the November 6 [Anima offer],” said the Milanese lender in a statement.
Before UniCredit set out to buy Banco BPM in a €10bn deal at the end of November, BPM had launched a €1bn takeover offer for local asset manager Anima.
BPM said last week it was calling a shareholders’ meeting on February 28 to vote on increasing the offer price. Under Italy’s so-called passivity rule, target companies cannot engage in transactions that can affect the outcome of a pending takeover offer without a shareholders’ vote.
The hostilities are the latest development in a string of deals that could reshape Italian finance. UniCredit’s unsolicited bid for its crosstown rival BPM forms part of a wave of attempted consolidation in Italy’s banking industry, with deals complicated by a web of crossholdings and political manoeuvring.
Partially state-owned Monte dei Paschi di Siena is attempting to take over Mediobanca, while UniCredit is simultaneously pursuing a cross-border transaction with Commerzbank.
UniCredit said that an increase in the price for Anima would be “inconsistent” with what was previously communicated to the market and would affect its offer for its crosstown rival. “UniCredit reiterates it has not yet taken any decision regarding the condition of the offer,” it said.
It added that it wanted to make sure “BPM shareholders had full awareness of the risks and uncertainties underlying the proposals that have been made to them and of the possible consequences of their decisions”.
BPM and UniCredit have been at loggerheads over the terms of the deal which the former considers “hostile” and with an unacceptably low premium.
BPM chief executive Giuseppe Castagna lashed out against the latest move by UniCredit in a television interview, labelling Monday’s announcement “very dangerous” and an attempt to influence the shareholder vote.
On Saturday, BPM chair Massimo Tononi said that its shares had risen by a quarter since the €10bn UniCredit bid in November and therefore the conditions “aren’t right” for a takeover.
UniCredit’s management has previously insisted that BPM shares have been rising because of the deal speculation surrounding its stock and as a consequence of its offer for Anima.
Tononi said the lender was determined to continue in its standalone strategy and it hoped its largest investor, Crédit Agricole of France, would turn down UniCredit’s offer.
Analysts at KBW on Monday also said the chances of a tie-up between UniCredit and Germany’s Commerzbank — in which the Italian lender built a stake of just under 30 per cent — looked increasingly low because of Berlin’s fierce opposition to the deal.
Additional reporting by Simon Foy in London
https://www.ft.com/content/bfbbb381-1274-47dd-85be-0667446cef53
