The opas on Mediobanca, passed minimum threshold is going through

Banca Monte dei Paschi di Siena has exceeded the minimum threshold of 35% in its public purchase and exchange (OPS) totalitarian volunteer on Mediobanca, which according to the Sienese bank allows it to be the de facto control of Piazzetta Cuccia, the most important Italian business bank that also holds a significant package in Generali. The offer will end on September 8th.

The numbers reached so far

Based on 313,252,717 Actions of Mediobanca (equal to about 38.5% of the share capital of Mediobanca and 37.8% of the shares covered by the offer, 829,458,551) brought to the offer until yesterday and 31,996 Mediobanca shares already held by the offerer (equal to about 0.004% of the share capital of Mediobanca), of the offer will come to hold at least 313,284,713 actions of Mediobanca, that is, a participation higher in the minimum threshold condition.

With the relaunch cash on 2 September, the bidder made known the renunciation of the threshold condition (66.67% of the voting rights exercised in the assemblies).

The other thresholds

Having reached the minimum threshold of 35% is not however the final goal desired by the management led by Luigi Lovaglio, since it would not allow MPS to consolidate Mediobanca – transforming 1.3 billion of deferred taxes into tax credits to be served shortly nor to merge it, capturing the 700 million promised synergies. The real goal is to reach at least 51%, to guarantee the control of Mediobanca right, while it would be even better to collect 66.67% of the capital.

The continuation of the offer

The adhesion period will end at 17:30 on Monday 8 September 2025, with relative payment on September 15, 2025.

The bidder will have the obligation to purchase all the actions of Mediobanca brought to adhere to the offer and to proceed with the reopening of the terms (for the sessions of 16, 17, 18, 19 and 22 September 2025, with relative payment on 29 September 2025).

Meanwhile, the Mediobanca board of directors meets today for an improved offer evaluation, but once again – the negative judgment by the business bank is obvious.

The judgments of analysts

Meanwhile, yesterday Deutsche Bank restarted the coverage of the MPS title with Buy recommendation and a target price of 9.2 euros per ration, stating that the offer of Rocca Salimbeni has a “strong strategic rational”. Analysts see a “limited risk of disruption”, with the operation that can help “diversify profits, accelerating the profitability of capital”.

Equita, who is the Advisor of Piazzetta Cuccia, in the meantime has lowered the judgment on the Milanese bank in Hold to the light “of the most limited utpost compared to current price levels” and “complexities related to integration” with MPS also sees the risk of “Overhang potential on the title”, that is, pressure on sale on the stock exchange as a result of the disengagement of the members of the consultation pact.