CONSOB approves Intesa Sanpaolo’s offer for UBI: statement by CEO Messina

Consob has approved Intesa Sanpaolo's Voluntary Public Exchange Offer for UBI Banca ordinary shares. Commenting on the clearance, CEO Carlo Messina underlined that the operation aims to combine two of Italy’s best banking players which - despite their deep roots in the local community -  will create a new leading group with a European dimension.

Messina also stated that the offer has been positively assessed by all the regulators who have appreciated its solid business fundamentals.

The subscription period for UBI Banca shareholders will start from 6 July and will end on 28 July. Information about the bid can be found in the Investor Relations section of the Group website

"The approval by CONSOB of Intesa Sanpaolo’s offer marks another major milestone and the launch of a market-based operation that directly addresses all UBI Banca shareholders. The offer aims to strengthen the standing of both Groups’ stakeholders within the European banking landscape.

"Nurturing deep roots in the local community is core to this objective. We will create four new regional directorates – based in Bergamo, Brescia, Cuneo and Bari – that enjoy high degrees of autonomy operationally and in lending, leveraging UBI Banca’s best managerial talent.

"Additional lending of €10 billion per year to the real economy is planned for the 2021-2023 period, benefitting from even greater closeness to Italy’s industrial base. Available credit to shared UBI-Intesa Sanpaolo customers will not be reduced.

"We will fully involve UBI’s Territorial Foundations to maintain support to those local communities, with particular attention to social impact.

"We plan to hire 2,500 young people to support the Group’s growth, promoting generational change and supporting employment, with attracting new talent and offering enhanced opportunities for professional development and career growth.

"The strength of this project rests on the solid ties between the Bank and the families and businesses that are part of our community.

"Making the most of the potential present in Intesa Sanpaolo and in UBI will unlock additional value for shareholders, with sustainable dividends distributed over time.

"From the moment we announced our intention to launch our offer through to the approval by CONSOB, we have continued down a path defined by the assessments of supranational and domestic regulators.

"The ECB, Bank of Italy and IVASS have all approved our operation to acquire control of UBI, based on up-to-date assessments and the current outlook.

"We have obtained the go-ahead from CONSOB, whose evaluation gave particular importance to the offer’s adherence to correct market practices.

"All approvals granted to Intesa Sanpaolo are based on assessments and evaluations of market performance and the related companies, taking into account extraordinary events such as those caused by the pandemic. We have always responded promptly to these enquiries and in accordance with the rules that normally govern market operations such as this one.

"The thoroughness of all these reviews confirms that the transaction has been positively assessed, including on a forward-looking basis, particularly with regard to sound and prudent management, the current and future stability of the sector, and the capacity to consistently meet goals for capital strength, liquidity, risk management, profitability, customer service level and compliance with regulations.

"This is an operation based on solid business fundamentals, that can help strengthen the Italian financial system, in a context in which market operators are called on to develop the capacity to compete in the interest of the country.

"As in any transparent market, the word now passes to the shareholders. The final decision is theirs alone."