The word to the defense. After the sudden move by Intesa Sanpaolo, who by launching a public offer bid on Ubi Banca on Monday evening literally caught the top management of the Lombard institute off guard – who had presented the three-year strategic plan to the press and investors only a few hours earlier – Ubi Banca's board of directors met urgently in Milan to examine Intesa's offer.
As could already be clearly understood from the words of the CEO of Intesa Sanpaolo, Carlo Messina, the board of Ubi Banca he could not do anything else - for now - than take note of Intesa Sanpaolo's "play"., which after all surprised everyone (the president emeritus of the first Italian bank, Giovanni Bazoli, was only informed after the fact) but has already been welcomed with enthusiasm by the markets: on Tuesday the UBI share rose by almost a quarter of its value on the stock exchange, and is only slightly taking a breather today, still firmly above €4 per share.
The embarrassment of the chief executive officer of Ubi Banca, Victor Massiah, was not put on paper, but was, so to speak, verbalized by Messina's words in yesterday's press conference, when the CEO of Intesa Sanpaolo, and great director of operation that will give birth the very first Italian banking group and the fourth in Europe, revealed to journalists the phone call between the two former colleagues in Intesa: “Victor is a friend, I've known him for years, we worked together in Intesa at the time of Passera. He was a bit embarrassed, he will take time to make the assessments ”.
This seems to emerge even today after the Board of Directors of the Bergamo-Brescia bank: "Intesa's offer is surprising, I think it surprised everyone, we took note of what happened“, said Ferruccio Dardanello, adviser of Ubi, adding that a mandate has not yet been given to the legal and financial advisors to judge it. This was the press release released shortly after: “The BoD has viewed the communication relating to Intesa Sanpaolo's offer and has delegated the Chief Executive Officer, in agreement with the Chairman and having consulted the Deputy Chairman, to appoint the financial and legal advisors who will assist the Group in carrying out the evaluation activities of the information made public up to now, of the offer document once available, with the possible alternatives".
After all, there is plenty of time, given that according to what Dardanello himself has revealed, the offer from Intesa will formally arrive on March 7 and, in Carlo Messina's plans, it will not materialize before the summer. The sensation remains that of an agreement that cannot fail to be found, given that the offer is addressed to the shareholders and that about half of the capital is in the hands of investment funds, mostly foreign, and largely the same ones that are already in the capital of Intesa Sanpaolo, but it is possible that Ubi Banca will try to raise the price even if yesterday Messina had warned: "Intesa Sanpaolo will not raise".
Meanwhile, in a letter sent to its employees, Massiah has in fact launched a sibylline message which evidently aims to up the ante: "Our yes to Ops is not obvious". However, it remains to be seen what position the pact will assume among Ubi's shareholders, gathered under the reference shareholders' committee of Ubi Banca (Car) and which is worth around 17,8% of the capital.
The agreement includes: Cassa di Risparmio di Cuneo Foundation (the first single shareholder with 5,95%), Banca del Monte di Lombardia Foundation (3,95%), Polifin and the Bosatelli family with 2,85%, Next Investment (Bombassei family), P4P Int and the Pilenga family, Radici Group and the Gianni Radici family, Scame and the Andreoletti family, each credited with a share of around 1%. Then another heavy name entered the team, the Gussalli Beretta family with the Upifra safe. The overall share of the agreement, if the takeover were to go through, would drop to 2% of the capital of the new superbank.
Evaluations will therefore still take a long time. To speak, for the pact, has been for now only Giandomenico Genta, president of the Cassa di Risparmio di Cuneo Foundation: “Fondazione Crc is already examining, with the other members of the reference shareholders' committee, the framework outlined with the Ops. We will carefully evaluate the implications of the offer and the possible scenarios, in the light of the centrality of Ubi for Italy and its banking and financial system”.
Meanwhile, for its part, Intesa Sanpaolo relaunches. The president Gian Maria Gros-Pietro, arriving at the meeting of the executive committee of Abi, replied to those who asked him if, after the acquisition of Ubi, the group could be protagonist of other extraordinary operations in a consolidation scenario. “In the banking sector, consolidation is imposed by market changes, by technology and by the desire of customers, who want to obtain ever more efficient and user-friendly services. This is an unavoidable necessity, and we are an ambitious bank". Returning to the central story, Gros-Pietro limited himself to saying: "We are very respectful of the decisions that the board of directors of Ubi can take".
