MILAN (Reuters) – Intesa Sanpaolo (ISP.MI) concluded its tortuous takeover battle for rival UBI (UBI.MI) on Thursday, securing 90.2% of its target’s shares to create Italy’s biggest bank owning a fifth of the loan market.
Intesa overcame fierce opposition from UBI’s management to take over Italy’s healthiest second-tier bank, in a move that sent shockwaves through the industry and set the stage for possible further consolidation.
“It’s a chess game and this first important move will have consequences for the entire sector,” Massimo Masi, head of the UILCA union, said.
Intesa has said the deal will prepare the new group, Italy’s biggest with around 950 billion euros in assets, to play a bigger role in Europe.
A generous increase of the terms of the bid helped Intesa cross a critical two-thirds majority threshold earlier this week, which guarantees approval of extraordinary shareholder decisions.
Intesa plans to merge UBI into the group to maximise savings and achieve a target of 700 million euros in synergies from 2024.
The final take-up exceeded expectations. Intesa had forecast acceptance could reach 85% in a best-case scenario, sources close to the matter had told Reuters.
Intesa will now offer to buy the residual UBI shares and investors can choose whether to tender them on the same terms of the bid or receive in cash the value of their UBI shares based on a five-day average calculated as of Thursday.
After naming a new board at UBI by mid-October at the latest, Intesa will be able to complete by the year-end the sale of 532 branches, mostly UBI’s, which it has pledged to spin off to win antitrust approval.
An UBI shareholder meeting is expected to be called in the spring of 2020 to formally approve the merger into Intesa.
Reporting by Valentina Za; Editing by James Mackenzie and David Evans