The proposed transaction is part of a trend towards consolidation in Italy’s banking sector, where lenders are seeking larger scale to remain competitive both domestically and across Europe.
The offer follows an ongoing challenge to Mediobanca’s position by Monte dei Paschi di Siena (MPS), which has launched a hostile bid against the Milan-based bank. Under Italian law, Mediobanca shareholders are required to approve the proposed acquisition at a meeting scheduled for 16 June 2025.
To finance the acquisition, Mediobanca plans to divest its 13% holding in Assicurazioni Generali, currently valued at around EUR 6.5 billion. Mediobanca is the largest shareholder in Generali, which itself owns just over half of Banca Generali according to the Financial Times. Should the transaction proceed, half of the Generali shares owned by Mediobanca would return to Generali, while the remainder would be distributed to other investors in Banca Generali.
Representatives from Mediobanca indicated that the acquisition would support its wealth management business and address concerns among some shareholders about the bank’s reliance on income from its Generali stake. They noted that merging the two banks could result in approximately EUR 300 million in cost and revenue synergies and described the potential new entity as a stable and profitable organisation capable of enhancing value for investors.
The situation unfolds in the context of internal disputes involving key shareholders. Last week, Mediobanca secured support for its preferred board slate at Generali’s shareholder meeting, overcoming opposition from investors including Francesco Gaetano Caltagirone. His alternative list of directors had been backed by Delfin, the holding company associated with the Del Vecchio family, Mediobanca’s largest single shareholder.
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