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Intesa Sanpaolo has increased the cash portion of its proposed takeover of Banca Monte dei Paschi di Siena by €800 million, taking the offer’s stated value to about €35 billion, while MPS’s largest shareholder has agreed to tender its stake. The move, announced in early October, sharpens a contest over whether MPS will be acquired by Intesa or pursue a separate expansion strategy.
Delfin, the holding company of the Del Vecchio family, owns 17.6% of MPS and has committed to tendering those shares into Intesa’s offer, according to Intesa and Reuters. The holding company has also said it will oppose an alternative plan at an MPS shareholder meeting scheduled for October 29. That vote is now a key hurdle: Intesa has said it will withdraw its offer if MPS shareholders approve the proposed acquisitions.
Cash sweetener adds €800 million
Intesa’s revised proposal offers MPS shareholders €1.25 in cash and 1.6 newly issued Intesa shares for each MPS share tendered, Investing.com reported. The added cash raises the total cash component from €3 billion to €3.8 billion, a 25% increase in that portion of the consideration.
The overall improvement is more modest than the cash increase: Reuters reported that the change amounts to 2.3% based on MPS’s closing share price on Friday, October 2. The bid’s approximate €35 billion value includes both cash and shares, so it should not be read as a cash-only purchase price.
Intesa initially launched its voluntary tender and exchange offer in June. Its original terms included 1.6 newly issued Intesa shares and €1 in cash for each MPS share tendered, according to the bank’s announcement. The latest offer adds 25 cents in cash per MPS share to those terms.
MPS leadership is pursuing another route
MPS Chief Executive Luigi Lovaglio has proposed a defence strategy involving separate all-share acquisitions of Banco BPM and Banca Generali. The plan would give MPS an expansion path apart from Intesa’s takeover proposal, but it requires shareholder approval under the takeover rules described in the reporting.
Lovaglio has urged shareholders to back the strategy even if they intend to tender their MPS shares to Intesa. He has argued that maintaining an alternative could help MPS secure better terms, Reuters reported. Intesa, for its part, has said it would withdraw its offer if shareholders approve the proposed acquisitions; the bank’s investor-relations page lists official materials concerning both the increased offer and Delfin’s commitment.
October 29 vote puts the offers in conflict
The scheduled October 29 meeting creates a direct choice for MPS investors. If they approve the defence plan, Intesa has warned it will withdraw its bid; if they reject it, the improved offer remains available, subject to its conditions. Delfin’s commitment to tender and oppose the plan gives Intesa support from the target’s largest shareholder, but does not itself determine the outcome of the vote or guarantee that the takeover will close.
Reuters reported that Italian takeover rules require shareholders to authorise a defence strategy capable of blocking a bid. The available reports do not establish the final vote outcome, the offer’s eventual acceptance level or a closing timetable. Those remain unresolved ahead of the meeting.
Deal comes amid Italian bank consolidation
The proposed combination is part of a broader wave of consolidation in Italy’s banking sector, Reuters reported. Intesa is the country’s largest bank, while MPS is pursuing its own expansion proposals; the competing plans put the target’s shareholders at the centre of the next decision.
For now, the revised consideration and Delfin’s pledge strengthen Intesa’s position but do not settle the contest. The immediate next event is the October 29 shareholder meeting, where MPS investors are due to consider Lovaglio’s alternative strategy. Whether Intesa’s offer proceeds will depend in part on that vote and on the offer’s remaining conditions.
