Intesa readies mandatory bid for Mediobanca

Intesa Sanpaolo plans to launch a mandatory public offer for Mediobanca once its offer on Monte dei Paschi di Siena (MPS) has been concluded. The group has indicated that, if the ongoing voluntary public purchase and exchange offer on all ordinary MPS shares is completed and the required conditions are satisfied, it will promote a mandatory offer for Mediobanca shares not held by MPS or Intesa.

Chief executive Carlo Messina has stated that settlement of the MPS offer is expected between December 2026 and January 2027. He said that as soon as settlement is completed, Intesa will make the mandatory offer on Mediobanca and, once this is finalized and full control of Mediobanca is obtained, the group will begin work on integrating Mediobanca.

Intesa Sanpaolo has confirmed that its voluntary public purchase and exchange offer on all ordinary MPS shares is continuing. The process follows a shareholder meeting at MPS that did not approve voluntary share exchange offers involving Banco BPM and Banca Generali, related capital increases, or a voluntary reduction of MPS share capital.

In connection with the non-approval of a merger between MPS and Mediobanca, which Intesa had supported, the bank has waived a condition in its June 8, 2026 communication that linked the effectiveness of the MPS offer to that merger. As a result, the offer on MPS will not lapse due to the merger not being approved, and the path toward a subsequent Mediobanca bid remains open if the offer is completed.

Carlo Messina has underlined the importance that Intesa attributes to Mediobanca, often referred to as Piazzetta Cuccia. He has said that, in the post-transaction perimeter, Mediobanca would remain within the group together with its brand, reflecting its perceived strategic value.

Messina has also highlighted the value of Mediobanca’s staff, stressing that the people working at Mediobanca are considered highly valuable for the combined group. He stated that Intesa aims to continue investing both in Mediobanca as an institution and in its personnel, once control is secured and integration begins.

To address competition concerns arising from its planned operations involving MPS, Intesa Sanpaolo has arranged the sale of an autonomous banking entity to Unipol.

Messina has noted that if competition authorities require the disposal of further branches, these additional sales will not involve Unipol. In that case, Intesa intends to identify a different buyer for any extra branches that must be divested, separating the agreed Unipol transaction from any further remedial measures.