Nothing done. The shareholders of Mediobanca, due to the opposite vote of Caltagirone and a series of abstentions, rejected the advanced offer on Banca Generali. Therefore, Piazzetta Cuccia had to take note of the unfavorable opinion of the assembly and declared the offer fallen, which had just received the green light of the ECB.
The outcome of the assembly
The Assembly of Shareholders of Mediobanca, which met in the presence of 78% of the capital through designated representative, rejected the proposal of the Board of Directors to promote a public exchange offer on Banca Generali, using the 13% share held by Piazzetta Cuccia in Generali.
The favorable were equal to 35% of the share capital, which headed for 25% to institutional investors and 10% to private investors. The opposites were 10% of the share capital, in practice the share that belongs to the Caltagirone group, which has strongly opposed this acquisition. The abstentions were 32% of the share capital: 20% of Delfin, 5% of the Italian social security coffers (Enasarco, Enpam, Forensic), 3% of institutional investors (Amundi, Anima, Tages), 2% of Holding edition, 2% of Unicredit.
Offer on Banca Generali declared “decay”
Mediobanca, having taken note of the outcome of the vote, was forced to declare the offer on Banca Generali faded. The move on Banca Generali had been launched by the Piazzetta Cuccia Institute in an attempt to counter the public purchase offer (OPS) launched by Banca Monte dei Paschi di Siena on the same Mediobanca, which in the last few days has recorded an impress of memberships.
The Assembly for the approval of the OPS on Banca Generali had initially been convened for June, but Mediobanca had postponed the meeting to the last minute, since the proposal had not obtained sufficient support. The vote had therefore been postponed to September 25 and then, later, anticipated to August 21, declaring that an early vote was necessary to allow investors to choose the best option for the bank. The MPS OPS on Mediobanca in fact will end on September 8 and an assembly after that date could have proved useless.
Nagel complains about “conflict of interests”
“I would like to thank all those who in recent years have believed and supported the process of strong growth and transformation of Mediobanca and who have supported the Banca Generali operation as further and definitive piece in the creation of a Wealth Manager of International Breathe”
The CEO of Mediobanca Alberto Nagel said, who speaks of “missed opportunity”.
The number one of Piazzetta Cuccia attributes the defeat to the vote expressed
“As shareholders who, even in the engagement activity, have expressed an evident conflict of interest, putting that relating to other Italian situations/assets to that of Shareholders of Mediobanca”.
“We will continue to be focused on the execution of our” One Brand – One Culture “plan convinced of the superior generation of value compared to the alternative represented by the offer of MPS”
Nagel concluded.
