Intesa Sanpaolo's totalitarian Ops on Ubi Banca is now on the launch pad. The last piece got stuck Thursday evening, with the green light from Consob the draft offer and the information document. The communication came through an article of Intesa Sanpaolo, in which the institution also specifies that the period of acceptance of the public exchange offer – agreed with Borsa Italiana – will start at 8.30 on 6 July and end at 17.30 on 28 July.
Meanwhile, next week – within five days of the publication of the offer document – the Board of Directors of Ubi he will have his say on Intesa's proposal, expressing his opinion on the adequacy of the offer.
At the end of the morning, the stock of Intesa Sanpaolo on the Stock Exchange gains 0,4%, to 1,6912 euros, while the shares of Ubi Banca they travel up by 0,8%, to 2,898 euros. In the same minutes, the Ftse Mib scores +1,3%, to 19.477 points.
If we consider the exchange offered by Intesa (17 shares for every 10 of Ubi), the listing of Ubi shares incorporates a premium of 0,81% with respect to the value implicit in the terms of the public offer (2,87368 euro).
In any case, the stock market values of the two institutes have remained practically aligned since 17 February, the date on which the the announcement of the Ops.
Analysts Kepler Cheuvreux underlined that, prior to Intesa's offer, the price of UBI shares was 21% lower than the terms of the public offer. "Based on our estimates - write the analysts - the offer implicitly values Ubi Banca at 0,43 times the tangible book value, compared to a multiple of less than 0,3 times for other Italian regional banks", with a similar " low level of profitability expected for 2022”, equal to around 4% in terms of return on the tangible book value.
As far as Intesa is concerned, it is valued with a multiple of 0,61 times against an expected return of 7,9%.
Stay in the background the unknown factor of the Antitrust judgement, which should arrive in the second half of July and will be decisive for the effectiveness of the offer.
If all goes as planned, Intesa expects to pay the amount due and close the operation on August 3.
He intervened directly on the latest news the CEO of Intesa Sanpaolo, Carlo Messina, through a long statement that we propose below, in full:
“With the approval by Consob, a further significant step is taken and the offer promoted by Intesa Sanpaolo is launched, which stands out as a market operation aimed directly at all the shareholders of UBI Banca, with the aim of strengthen the position of the two groups' stakeholders in the European banking scene. At the basis of this objective we have placed the prospect of a banking reality characterized by deep territorial roots, thanks to the creation of four new regional departments, with high credit and management autonomy, located in Bergamo, Brescia, Cuneo and Bari, for which the best managerial skills of UBI Banca.
In the three-year period 2021 - 2023, further credit disbursements are planned for 10 billion a year to support the real economy, thanks to the strengthening of proximity to the productive fabric. There are no credit reductions for joint customers. We are aiming for the full involvement of UBI's local foundations to provide substantial support to local communities, with particular attention to the social impact. We expect 2.500 young people to be hired to support the Group's growth, promoting generational turnover and supporting employment, with increased attractiveness for new talent and greater opportunities for professional and career growth.
We will be even more the engine of sustainable and inclusive growth, committed to establishing ourselves as a point of reference in terms of sustainability and social and cultural responsibility, supporting the circular economy and strengthening initiatives to support people in difficulty. The strength of this project is based on the solid relationship – which we will further consolidate – between the bank, the projects of the families and the skills of the entrepreneurs belonging to the communities in which we will operate. The full exploitation of the potential present in Intesa Sanpaolo and UBI will allow the creation of value for the shareholders, through the distribution of flows of dividends that are sustainable over time.
From the moment we communicated our intention to launch our offer up to the green light from Consob, we have followed a path marked by important milestones, marked by the assessments of national and supranational regulatory authorities. The ECB, the Bank of Italy and IVASS have authorized the acquisition of control of UBI, also in the light of updated and forward-looking assessments. We obtained the go-ahead from Consob, after an examination that focused in particular on how our offer is positioned in a fully correct manner in relation to the market. The breadth of all the analyzes carried out confirms that the transaction was evaluated positively, also in a prospective key, above all with reference to sound and prudent management, the ability to meet capitalisation, liquidity, risk management, profitability, level of customer service, regulatory compliance.
This is an operation based on solid industrial fundamentals, capable of strengthening the Italian financial system, in a context in which operators are required to develop the ability to compete in the country's interest. At this point, as must happen in a transparent market, the floor passes to the shareholders. At the end of this process, it is up to them alone to decide”.
