Poste Italiane has launched a totalitarian takeover bid for the acquisition of Telecom Italia with the aim of "creating an integrated group and a strategic pillar for the national economy," delisting the telecommunications company from the Milan Stock Exchange. The announcement came on the evening of March 22. The total expected consideration is approximately 10,8 billion euros.
Poste Italiane: details of the offer on TIM
The offer includes a component in cash equal to 0,167 euros for each Tim share tendered to the offer and a component in securities equal to n. 0,0218 ordinary shares of Poste Italiane newly issued for each TIM share tendered. The total consideration, including cash and shares, is 0,635 euros for each TIM share, with a premium equal to 9,01% compared to the official price of Tim shares recorded on March 20, 2026. The outlay for Poste Italiane (which is already Tim's largest shareholder) would therefore amount to 2,8 billion euros.
There is a condition: for the offer to be valid Poste must reach 66,67% of the capital. The transaction is expected to be completed by the end of 2026.
Delisting Goal. No to Merger
“In order to promote a more effective integration process of the respective activities and the achievement of the industrial and strategic objectives underlying the operation, the offer is aimed at acquire the entire share capital of the issuer and, consequently, to achieve the delisting of the issuer's shares from Euronext Milan,” reads the Poste Italiane press release. In summary: the goal is delisting. Poste Italiane specifies that, should the takeover bid be successful, it "does not intend to restore a free float sufficient to ensure the regular trading of the issuer's shares."
"The offeror does not intend to proceed with a merger with the issuer in order to preserve the issuer's operational goodwill in the specific sectors of reference", Poste further highlights.
Poste Italiane: €700 million in synergies, €26,9 billion in revenue for the new group
From the operation, the company led by Matteo Del Fante estimated synergies of 700 million of euros per year. The group that would be born from the total integration between the two entities would have aggregate revenues of approximately 26,9 billion, an aggregate pro-forma EBIT of approximately 4,8 billion and with over 150 thousand employees. Not only that, the new company would have a capitalization of over 30 billion with a free float worth 15 billion.
Poste: "The Italian state is the majority shareholder"
The group resulting from the completion of Poste's offer for the total acquisition of Tim "will be able to benefit from stable governance, with the presence of the Italian State as majority shareholder "with a stake exceeding 50% (including through the stake held by Cassa Depositi e Prestiti)," Poste explains in a statement, emphasizing how this will ensure "long-term stability and a clear strategic mandate aimed at creating value for all stakeholders and the country as a whole." "This ownership structure," it states, "also ensures a strong alignment of interests, aimed at supporting competitive performance and sustainable shareholder returns over time."
Tim takes note of the offer
"Tim takes note of the offer public takeover and totalitarian exchange launched this evening by Poste Italiane on the Group", says a company spokesperson. The board of directors will meet on Monday to start the evaluation process of the takeover bid.
Poste's strategy
“The objective of the operation – explains the Poste press release – is give life to a single group, integrating two of Italy's largest and most important industrial companies. The new group will represent the country's largest connected infrastructure platform, a true engine of innovation, a hub of infrastructural and technological security, strategic pillar of the national economy capable of generating value for all shareholders and of contributing significantly to the growth of the industrial system's productivity, to the country's international competitiveness and to its ability to attract investment."
The operation, proposed to the market, aims to scale and strengthen the Poste Italiane platform by adding three significant assets: a landline and mobile on a national scale, a pre-eminent position in infrastructure cloud and data centers of the country and the ability to offer csecure and sovereign connectivity to all stakeholders – the recent European position is significant in this sense.
