Tactical moves and high tension between Bpm bank e Catholic. The credit institution has communicated to the insurance company that it wishes to exercise the option right for the purchase of the 65% held by the Veronese company in the capital of the Vera Vita and Vera Assicurazioni joint ventures (which respectively control Vera Financial and Vera Protezione).
Banco Bpm believes it has the right to take this step because the reserved capital increase with which on 23 October Generali rose to 24,46% of Cattolica, becoming its first shareholder, would have determined a change of control over the Veronese insurance company.
In the note announcing the exercise of the option, the Bank specifies "that it did not have access, despite repeated requests made to Cattolica, to the documentation relating to the entry of Assicurazioni Generali into Cattolica's share capital and to the related industrial agreements, having moreover Cattolica has so far disputed, in the correspondence exchanged, that there has been a change of control".
In fact, Cattolica writes that "the position taken by Banco Bpm is completely groundless, from every point of view, not finding confirmation in any provision either of the law or of the contract as attested by authoritative independent legal opinions and by the guidelines expressed by the Supervisory Authorities, in particular with the authorization provision issued by Ivass for Ag's entry into the share capital ”.
The initiative of the credit institution is "wholly and radically contested” by Cattolica, which indeed believes it has significant receivables deriving from Banco Bpm's breaches of the Bancassurance agreements. For this reason, the Veronese company "reserves all action" to protect its position "also in terms of compensation and reputation".
Based on the shareholder agreement signed between Cattolica and Banco Bpm on March 29, 2018 (and amended on October 29 of the same year), in the event of a change of control, the price for exercising the purchase option of Vera Vita and Vera Assicurazioni would be calculated in relation to the own funds of the two joint ventures .
Cattolica reports that, as at 30 September 2020, the sale to Banco Bpm of the equity investments held by Cattolica in Vera Vita and Vera Assicurazioni could have resulted in a negative effect of 377 million euro on the group's Ias/Ifrs income statement. On the contrary, the impact on the solvency position on the same date would have been positive for around 15 percentage points on the S-II ratio of the Cattolica group (bringing it to around 176% compared to the communicated value of 161%).
