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Generali to showdown: Perissinotto challenges Mediobanca but the real stake is autonomy

This morning the CEO of Generali Perissinotto faces in the board of directors the front of those who want to distrust him, from Mediobanca to other large shareholders – From the USA, the former ambassador Mel Sembler (current head of finance for Romney) writes to President Galateri: ousting the CEO means hitting the confidence in Italy – With him also Marchi (Ferak) and Apage

Generali to showdown: Perissinotto challenges Mediobanca but the real stake is autonomy

The showdown starts at 10.30. today in extraordinary board unexpectedly summoned on Thursday, we will see which soul of the Lion will prevail: the historic but by now close link with Mediobanca, the first relative majority shareholder, or the managerial autonomy pursued by the CEO Giovanni Perissinotto. One month after the interview with Del Vecchio who asked for the CEO's resignation (in conjunction with the annual meeting in Trieste), tensions at the top of the company finally exploded this week, when last Wednesday the Chairman and director of Mediobanca, Alberto Nagel, allegedly summoned Perissinotto to ask him for a step back. A request that the manager is in no way willing to accept, as he explained in one harsh letter sent to councilors.

So today we go to the board count. Sources close to Mediobanca have pointed out that "there are numbers", otherwise the board would not have been convened: 11-12 directors out of a total of 17 would be ready to vote no confidence in the CEO. Along with Mediobanca there are some large shareholders of Generali: Leonardo Del Vecchio and Lorenzo Pelliccioli (from which the offensive started then welcomed by Piazzetta Cuccia) but also Francesco Gaetano Caltagirone. To these on the no front could be added the CEO of ENI Paolo Scaroni and the Frenchman Vincent Bolloré. Perissinotto finds support in the Czech financier Petr Kellner and in Diego Della Valle but also in Enrico Marchi (partner of the shareholder Ferak) and the small shareholders Apage.

Not only did the pro Perissinotto front expand from the agents of the Generali network up to to former US ambassador Mel Sembler (and current head of finance for Mitt Romney's candidacy) who writes to President Galateri. It will then be necessary to see how the three minority directors of Assogestioni Cesare Calari, Paola Sapienza and Carlo Carraro will vote. Sergio Balbinot (CEO of Generali) is not overwhelmed who, upon entering the headquarters of the group in Milan, did not want to answer reporters' questions about how he will vote. The situation is fluid and tension skyrocketing. Yesterday the parties in the field challenged each other with blows of notes and daggers. On the Stock Exchange, the clash at the top gave wings to the stocks: Generali +3,35% and Mediobanca +3,69%.

BUT AND ANSWER BETWEEN DEL VECCHIO AND PERISSINOTTO

However, the first responses to Perissinotto's letter did not come from Mediobanca's salon. But by Unipol, a competitor of Generali who, thanks to the direction of Piazzetta Cuccia, is trying to complete the rescue of Fonsai, an operation called into question in no uncertain terms by the manager himself ("I have serious doubts about the strategic vision of this operation, not only for the disturbing evidence that certainly cannot be ignored concerning the financial health of the one who should be the savior,” he stressed). But Perissinotto also specified that he did not consider it appropriate to be involved in any way on the dossier. A match that touches raw nerves in the Italian finance system and pits the Unipol/Mediobanca/Unicredit front against that of Sator/Palladio (with Palladio's number one, Meneguzzo, historically close to CEO Perissinotto).

Thus the CEO of the Bolognese company, Carlo Cimbri, asked Perissinotto to "clarify" the statements about Unipol "by rectifying the parts that arbitrarily and unjustifiably harm Unipol's image and interests". "I want to consider them - commented Cimbri -, for the tones and contents, formulated in a moment of profound personal disturbance, in the context and in support of one's own positions referring to issues which, as seems to be deduced from the overall content of the letter, are of exclusive pertinence of the Generali group and its shareholders, with respect to which the Unipol group is obviously totally extraneous".

But to go on the attack is yesterday again Del Vecchio: “I read with amazement and bitterness the letter from Giovanni Perissinotto to the directors of Generali which was made public by the press. It clearly transpires from it that for some time now the current CEO has not been adequate to manage Generali”. And again: “This is not a no-confidence motion by Mediobanca but by a very significant part of the board and the shareholders motivated exclusively by corporate facts relating to the Company.

The Fonsai/Unipol affair has nothing to do with the distrust of Giovanni Perissinotto and is brought into question by him only to cover up the lack of acceptable results”. Ready and punchy Perissinotto's reply: “The Company is solid. In recent years it has successfully overcome the first crisis generated by subprime thanks to its prudent investment policy and today it is coping well with the serious market crisis which is especially affecting Italy, a country in which the group has strong roots. The insurance performance indexes are among the best on the market at an international level as evidenced by various researches. These results are possible thanks to the dedication, professionalism and ethics of all Group collaborators”. With a final jab: "Dr. Del Vecchio probably has, from his residence abroad, I believe, a vision of our country and of our Company that is a little distant from reality".

FROM THE USA FORMER AMBASSADOR WRITES TO GALATERI: oust PERISSINOTTO
IT WILL GIVE A BLOW TO CONFIDENCE IN ITALY

From the USA it is even uncomfortable Mel Sembler, a former US ambassador to Italy, current head of finance for Mitt Romney's candidacy, who says he is "concerned" by the news of his possible removal from tomorrow's board. And that is why he took pen and paper and wrote to the president of Generali Gabriele Galateri di Genola. "The initiative to remove Perissinotto as CEO of Generali is ill-conceived and conveys a negative image of the Italian business community to the outside world," he wrote. For Sembler Perissinotto was one of the most capable managers known, in Italy or abroad. “He has led the company for many years with great ability and integrity – he said – always having Generali's best interest at heart. To oust him at this time, when there is great concern about the stability of Italian financial institutions, sends a negative message to investors, generating doubts about corporate governance and Italy's ability to face the great challenges that surround it. Removing it now and in doing so damages the reputation of not only Generals, but it will blow confidence in Italy's ability to handle the severe financial crisis it is now facing''.

MARCHI (FERAK), LESS NOBLE REASONS BEHIND THE CHALLENGE OF PERISSINOTTO
ANALYSTS POINT THE FINGER AT MEDIOBANCA

Enrico Marchi, President of Finanziaria Internazionale, indirect shareholder of Generali through the shares in Ferak and therefore in Effeti, speaks of "not very noble reasons", intervening in the matter in defense of Giovanni Perissinotto. "Today I read violent, ungenerous and unacceptable statements against the CEO of Generali Giovanni Perissinotto - he wrote in a statement - I agree, however, with what the Financial Times and the analysts of the main investment houses write, unanimous in not in the negative performance of the share on the Stock Exchange but in completely different and less noble reasons the reason for what is happening and which indeed express positive assessments on the management and stability of the company in a context of great difficulty. How many CEOs of large listed companies would be saved if the yardstick for them was also the stock market performance?”.

The first reactions of financial analysts are in fact perplexity. The problem, once again, would not be the management of the Leone, but the governance in the delicate relations with Mediobanca. The business house Silvia Quandt speaks of the "disproportionate influence of Mediobanca", Cheuvreux highlights that the management of Perissinotto has had "best-in-class results in life profitability" and Crédit Suisse highlights that operating trends are "largely in line or above the European competitors”. And also the question "capital increase", invoked by many in recent times to strengthen the company, calls into question the role of Mediobanca. “Probably his biggest mistake was not to carry out a capital increase a few years ago when financial market conditions were better, but again this was most likely the decision of the main shareholder,” writes Cheuvreux. On the other hand it is Perissinotto himself in a passage of his letter who suggests that he would have chosen the path of capital strengthening to improve the perception of solidity of the stock in a situation of difficult markets: "I expect to be contested the fact that the performance of the Generali share has recently been unsatisfactory. And I can only share this point. However, even the most superficial analysis will tell you that this is not the result of management errors, but is directly linked to the markets perception of our historic, current and significant exposure to Italy and to the fact that we have been and remain loyal supporters of the sovereign debt of the Italian government. Proof of this can be obtained from a comparison with the results of our main competitors who, as everyone knows, have benefited from large injections of equity unlike our Company which, also and above all at the behest of its reference partner, did not want to choose this path".

THE CONCERN OF AGENTS, UNIONS AND SMALL MEMBERS

The company's agents form a shield around Perissinotto: in a note the General Agents Group, 1.350 agents of the network, has expressed full disagreement with the decision made by the first shareholder to distrust the group CEO Giovanni Perissinotto on the sole basis of the performance of the share and in response to the impatience expressed by some of the large shareholders. “It could prove to be a short-sighted strategic choice and profoundly harmful to the very health and financial solidity of the group”, the Agents pointed out. Even the General agents Ina Assitalia said they were amazed by "a request that certainly cannot find a rational justification in the performance of the share, in the presence of a recession that has been going on for years and during which we have repeatedly witnessed the collapse of insurance groups that seemed very solid: the the Generali group, on the other hand, has been able not only to maintain its position as leader in the Italian market, but also to strengthen its presence in the life and non-life sectors, improving all the most significant company health indicators".

Likewise the trade unions (Fisac ​​Cgil, Fiba Cisl, Fna, Snfia and Uilca) express "concern about the continuing instability of the top management of Generali, which calls into question the reliability of the Group, engaged in an exceptionally serious phase of the general economic trend".

There is no shortage of small shareholders, who are perhaps the first to be interested in seeing the Generali stock rise again from today's 8,49 euros to 20 euros. apage, the largest association of Generali's small shareholders, deems the attacks unjustified, as they would not be in the interests of the company and its shareholders, and sides with Perissinotto: "How can you say this - he says, confirming his trust in the top management - when the management Is 2012 largely positive? As usual, corporate management is confused with the stock market performance of the stock, a trend that everyone knows does not depend on management. If this were not the case, the top management of almost all listed companies would have to be sent home".

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