Updated:
Luxembourg-based holding company Delfin has committed to tender its entire 17.6% stake in Banca Monte dei Paschi di Siena (MPS) to Intesa Sanpaolo, giving the Italian bank a substantial shareholder commitment in its bid for the rival lender. Intesa disclosed the undertaking on Sunday, October 4, 2026; it covers 534,676,825 MPS shares.
Delfin also committed to attend an MPS shareholders’ meeting and vote in line with the conditions of Intesa’s offer as they stand at that time, according to the announcement reported by Italian news agency ANSA. The commitment is not itself completion of the takeover: Intesa’s offer remains subject to its conditions and the tender process.
A major shareholder backs the offer
Delfin’s stake makes the commitment significant to the contest for MPS, although the announcement does not establish how other shareholders will respond or whether the offer will succeed. Intesa’s initial offer was made to MPS shareholders generally, and the holding company’s undertaking adds an agreement from one large investor rather than a transfer of control already completed.
Intesa’s June 8 offer notice set consideration at 1.6 newly issued Intesa ordinary shares and €1 in cash for each MPS share tendered. Using Intesa’s closing share price on June 5, the bank valued that package at €10.091 per MPS share, a stated 12.5% premium to MPS’s closing price that day. Those figures describe the offer’s original terms; subsequent developments mean they should not be treated as a current market valuation.
A contested Italian banking deal
The bid is unfolding amid a wider reshaping of Italy’s banking sector. MPS has pursued separate share-exchange offers involving Banco BPM and Banca Generali, presenting a competing combination strategy. Those plans add complexity to the contest, but their existence does not determine whether Intesa’s offer will succeed.
On October 3, Intesa published a lengthy response addressing MPS’s announced transactions and the possibility that conditions attached to Intesa’s offer might not be met. The bank argued that MPS’s plans raise questions about execution and offer value, while setting out its own strategic case for the deal. These are Intesa’s positions, not independent findings about the merits or likely outcome of the competing proposals.
What remains unresolved
Delfin’s undertaking is a commitment to tender its shares and vote consistently with the offer’s conditions; it does not, on the information disclosed, amount to a completed sale. The exact implications also depend on the offer terms in force when the relevant steps occur. Intesa’s published offer materials say the bid is conditional and describe a minimum acceptance threshold, meaning Delfin’s support alone does not establish that the conditions will be met.
The immediate next steps are the ongoing offer process and MPS shareholder decisions under the applicable timetable. The available announcement does not give a final acceptance level, say that the takeover has closed, or settle the status of MPS’s separate proposals. Investors will therefore still need to assess the formal offer documents and subsequent company disclosures for changes to terms, conditions and timing.
