Intesa CEO expects Monte dei Paschi antitrust remedies within offer assumptions

The comments came after Intesa reported third-quarter net profit of €2.65 billion, beating analysts' expectations of €2.5 billion, and raised its full-year earnings forecast to well above €10 billion. Messina also said Intesa did not anticipate being required to sell additional branches beyond the 635 already earmarked for Unipol. The acquisition would strengthen Intesa's position as Italy's largest lender.

Antitrust review focuses on branches and Generali

Italy's competition authority opened an investigation in September to assess the merger's effects on competition across banking and insurance services. Its preliminary findings identified potential concerns in deposit markets in 20 Italian provinces and in lending to small businesses in 17 provinces. It also flagged possible issues in household lending across a broader number of provinces, Reuters reported.

Intesa has agreed to dispose of about 635 Monte dei Paschi branches, roughly half the target's network, to insurer Unipol, which plans to combine them with BPER Banca's operations. Earlier Reuters reporting indicated regulators could require the sale of as many as 50 additional branches. No final decision has been announced.

Messina said Intesa would seek a different purchaser if the authority demanded more divestitures, rather than widen its Unipol arrangement. The review also covers Intesa's indirect holding of about 13% in Assicurazioni Generali through Monte dei Paschi's ownership of Mediobanca. Monte dei Paschi acquired Mediobanca last year. Intesa competes with Generali in life insurance. Reuters reported that the authority could require behavioral remedies, such as restrictions on Intesa's influence over Generali or safeguards to maintain commercial independence. The regulator has not disclosed the final conditions it may attach.

Consob approval and tender timing

The European Central Bank authorized Intesa to take control of Monte dei Paschi in October, clearing a separate regulatory requirement. Consob, Italy's securities regulator, was expected to approve the takeover documentation early the following week. Intesa was preparing to launch its tender offer in the week of 23 November, subject to that approval, Reuters reported.

Under the timetable, the tender offer can begin before the competition authority issues its final decision. That would allow shareholders to evaluate any antitrust conditions before the acceptance period closes. The antitrust ruling is expected by the end of November.

Sweetened offer terms

Intesa sweetened the offer in October to €31.4 billion ($35.34 billion), based on Intesa's share price when it launched the offer in June. The original offer was valued at €30.6 billion, Dow Jones Newswires reported on 5 October.

The cash component rose by €0.25 per Monte dei Paschi share to €3.8 billion from €3 billion, and the cash paid per share rose to €1.25 from €1.00. Delfin, the Del Vecchio family holding and Monte dei Paschi's largest shareholder, committed its 17.6% stake to the offer. Intesa has said it would withdraw its offer if Monte dei Paschi shareholders backed rival bids for Banco BPM and Banca Generali at their 29 October meeting.