AGREED FOR PREMAFIN, ALL MONEY IN FONSAI
PALLADIO- SATOR: THUS 420 MILLION PROFITS IN 2015
Merger between Fonsai and Milano Assicurazioni “to simplify the business”. Sale of the Serbian company Ddo, of Ligurian Sasa and of Banca Sai as well as other real estate holdings. But, above all, "there is no possibility" of proceeding with the merger between Premafin, to be recapitalised only to support theincrease in Fonsai, and the company. Here is the keystone of the counter-proposal Palladio-Sator for the Fonsai rescue: the company, strengthened in capital and streamlined by some sales, will be able to aim for a net profit of 420 million in 2015 with a solvency margin close to 140 percentage points. Better than it will come with the Unipol plan. The reason? "We do not intend to consume the solvency ratio with the merger with Premafin", Matteo Arpe replied to analysts' questions in the conference call convened by him and Roberto Meneguzzo di Palladio. «Our proposal – insists Arpe – aims to free Fonsai from bad governance and from a worse operation. It creates an independent, financially strong competitor in the Italian non-life market”.
The logic of the numbers, after the meeting that gave 84% the green light to the proposal of the Fonsai board of directors, seems to exclude any possibility of victory for the Arpe-Meneguzzo couple. But the two do not think so. On the contrary, underlines Arpe, “«we haven't considered any way out so far. We have not decided on any 'plan B' or any exit plan”. After all, according to the banker, the exclusive between Premafin and Unipol is destined to lapse at the first modification of the original plan. “It's just a matter of time, hopefully in the short term”. And after the "turning point", to be played on an exclusively legal terrain, the market will be able to compare the two proposals. That of Unipol, which envisages a four-way merger, including Premafin "seems complicated and actually is complicated" jokes Sator's number one). The alternative consists in not putting a burden on Fonsai shareholders the debts accumulated with the banks by Premafin, a problem to be dealt with separately, without damage to the company's shareholders, argues the Arpe-Meneguzzo couple.
For the holding company, the restructuring should take place under the protection of article 67 of the bankruptcy law to "bring back a more balanced financial structure". In particular, the Premafin plan provides for the repayment of 100 million in cash, the restructuring of 150 million of senior debt and 150 million through the subscription of an investment vehicle. As for Fonsai the subordinated debt "it will be restructured to equally divide the responsibility for the relaunch of Fonsai among all stakeholders" according to the scheme that Arpe has already used for Banca Profilo. The company, Arpe assures, will return to distributing a coupon from 2014. "And we expect a dividend policy of around 60% of the operating profit".
In short, "Fondiaria Sai is not a 'bad company, but a company in a bad situation and the Sator-Palladio plan will solve it» reads the presentation slides of the plan not surprisingly entitled "Put Fonsai in first place. An easy way to create value”. Fondiaria Sai, continues Meneguzzo, "is a good company, with good potential waiting to be released". For this we need a «simple, effective governance and with an independent system» which values «an absolute level medium management» such as that which the company has. Finally, it is also foreseen in the Sator-Palladio plan, the merger between Fondiaria-Sai and the subsidiary Milano Assicurazioni "to simplify the structure of the business”. What about the transfers? Something must be sold, without haste and without depressing prices. In particular: the Serbian company Ddor, Liguria Sasa, concentrated in the North West, and Banca Sai. Plus the Ata Hotels chain and other businesses in the real estate, agricultural and health sectors, the result of governance choices to be forgotten as soon as possible.
