It turns on (again) banking risk. While the market is holding its breath waiting for a possible step back by Unicredit on Banco Bpm after ECB says no to Danish Compromise, the offer process continues to take its course. The Consob has in fact given the go-ahead to the publication of the offer document relating to the Ops, with the adhesion period set from 28 April to 23 June. In the meantime, important news also arrives from France, with Crédit Agricole which this morning announced it had received from the European Central Bank the green light to exceed the 10% threshold in Banco Bpm and rising to 19,9%.
Unicredit: Consob approves takeover bid for Banco Bpm
The market supervisory authority has approved the offer document relating to Unicredit's takeover bid for Banco Bpm. Based on the acceptance period agreed with Borsa Italiana, the operation should start (the conditional is a must, for now), next April 28th to end on June 23rd.
For each Banco Bpm title, Unicredit has put 0,175 ordinary shares on the table newly issued, without nominal value, with regular enjoyment and the same characteristics as the ordinary shares of Unicredit already in circulation on the date of issue. payment date It is set for July 1st.
As per the offer document published by the institute in Piazza Gae Aulenti, the dividend payment by both Unicredit (expected on April 22nd) and Banco Bpm (May 19th) will lead to the modification of the exchange ratio of the takeover bid, which will be equal to 0,166 shares compared to the 0,175 expected before the coupons.
The intermediaries In addition to Unicredit itself, Equita, Mps, Bnp Paribas, Bper and Cassa di Risparmio di Bolzano are also responsible for collecting membership applications.
Unicredit "reserves all decisions" on the takeover bid
So everything is decided, provided that in the meantime Unicredit does not choose to give up to direct his attention to Generali. The CEO of Piazza Gae Aulenti, on the other hand, has already covered his tracks: “the deal must create value or we won't do it”, said last week during the meeting that gave the green light to the capital increase preparatory to the offer. And in the same offer document, Unicredit “reserves the right to make any decision", considering among other things 'the economic-financial and/or patrimonial impact resulting from the failure to apply' the Danish compromise, relaunch on Anima and “the assessment of the effects, nature and consequences of the mitigation actions undertaken by Bpm”.
“Any decision in this regard – the prospectus reiterates – may be communicated, in accordance with the offer document, by 7 am on the trading day preceding the payment date, on the basis of the situation existing at that time”, that is to say by 7:29am on June 30th.
Unicredit: Ops worth 13,9 billion, synergies for 1,2 billion
If the offer goes ahead, Unicredit will strengthen in Italy. In particular, according to the document, in the event of full acceptance, the OPS at yesterday's prices is worth 13,9 billion. And always in the event of full adhesion by the shareholders of Banco Bpm, they will be given approximately 265 million Unicredit shares, equal to approximately 14,55% of the capital of the bank led by Andrea Orcel who, among other things, specifies that he does not expect "significant impacts" from any possible corrective measures that the Antitrust may impose the merger with Banco Bpm. On the contrary, the integration of the two banks would bring "economic benefits" that include "annual synergies estimated at approximately 1,2 billion of euros before taxes at full capacity, thanks to the optimization of activities and processes and the rationalization of the product factories”. Not only that, thanks to the merger, Piazza Gae Aulenti would “significantly strengthen its franchise in Italy, expanding its territorial presence, particularly in the north of the country, where the Piazza Meda network, made up of over a thousand branches, represents approximately 70% of its overall distribution”.
Unicredit on Commerz and Banco Bpm: “Autonomous and independent operations”
In the same offer document on Banco Bpm, Unicredit also talks about the takeover of Commerzbank and reiterates that the ops on Piazza Meda "is autonomous and independent from the investment in the share capital” of the second German bank and “from any possible development that may occur in the following months”. Let us remember that the bank led by Andrea Orcel has received the green light from the ECB to increase its stake in Commerz to 29,9%, from the current 28% (of which 18,5% through financial instruments). To move forward, the institute is now waiting for the approval of the German Antitrust Authority, but also possible discussions with the new government after the adverse reactions of the entire German political landscape in recent months.
Banco Bpm: Crédit Agricole can rise to 19,9%, ECB OK
The maneuvers on the Bank do not end here. The ECB he authorized the French to Crédit Agricole to exceed the threshold of 10% of Banco Bpm's capital and go up to 19,9%Banque Verte announced this this morning, specifying that it had subscribed to other financial instruments in the fourth quarter of 2024 and the first quarter of 2025, which brought its position in the capital of Piazza Meda through derivatives to 9,9%. Given that Agricole "intends to exercise the rights for the physical delivery of all the underlying Banco Bpm securities", it will therefore have 19,8% of Banco Bpm's capital.
The French institute reiterates that the increase in the share "is consistent with its strategy as a long-term investor and partner of Banco Bpm" and that does not intend to “launch a public offering” on Piazza Meda.
The increase in the derivatives position, Crédit Agricole also states, will have "a limited impact" on the bank's CET 1 in the first quarter, while in the second quarter the increase in the share and the exceeding of the exemption threshold for the deduction of equity investments in the financial sector will lead to a negative impact of around 20 basis points on CET 1.
Stocks on the Stock Exchange
On a difficult day for the European stock markets, which await Donald Trump's announcement on tariffs (Ftse Eb (-0,78%), the stock Bpm bank opened down 0,8%, while shares Unicredit give up 1,29%. In Paris Crédit Agricole marks -0,97%.
(Last update: 11.54 am on 2 April).
