UniCredit CEO Andrea Orcel has revealed a crucial deadline in the ongoing pursuit of Banco BPM: March.
Speaking during a Wednesday investor call, Orcel indicated that the bank has until then to consider improving its takeover bid, according to a report in Reuters that cited a source familiar with the call.
However, UniCredit hasn’t yet issued a statement on the matter.
UniCredit’s strategic choices
This timeline emerges against a backdrop of strategic maneuvering for UniCredit.
A potential bid for Commerzbank remains on hold, hampered by a German regulatory hurdle requiring cash payment for acquisitions within six months of exceeding a 5% ownership threshold, coupled with the current political climate.
Consequently, Orcel’s focus has shifted to a domestic target: Banco BPM.
The Banco BPM-UniCredit standoff
Banco BPM has rejected UniCredit’s all-share offer, citing the meager 0.5% premium as insufficient to reflect the merger’s benefits and the value of its acquisition of Anima Holding.
According to reports, Banco BPM further argues that UniCredit’s bid hinders its own Anima bid, preventing it from raising the offer price without prior shareholder approval due to Italian takeover regulations.
Orcel acknowledged that the €10 billion BPM bid is close to the current market price, noting that other bidders often incorporate cash elements at later stages.
Crucial deadlines for UniCredit
UniCredit must formally submit its offer documents to the Italian market regulator, Consob, by mid-December. Currently, the offer is non-binding.
Once submitted to Consob, a minimum price will be established, with room for potential increases until the March deadline.
This deadline is directly tied to UniCredit’s shareholder meeting scheduled for April 10th, designed to approve the share issuance necessary to finance the Banco BPM acquisition.
Deep pockets, big plans: UniCredit’s financial power play
Orcel, known for his stringent M&A criteria, aims to maintain the bank’s dividend per share trajectory despite the need for new share issuance.
UniCredit, having undergone restructuring and capital optimization under Orcel’s leadership since 2021, possesses €6.5 billion in excess capital—resources that can be deployed for M&A activity and shareholder returns.
This significant financial flexibility underpins their pursuit of Banco BPM, even with the current offer implying a €1 billion discount (approximately 10%) to Banco BPM’s Wednesday closing price.
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