Overview

• Directors formally branded MPS’s public exchange offer as hostile and unsolicited following their July 11 meeting.
• The board judged the proposed exchange ratio inadequate to deliver value to Mediobanca shareholders.
• Technical analyses from Centerview, Equita and Goldman Sachs underpinned the decision by calling MPS’s synergy forecasts overly optimistic.
• Mediobanca warned that combining operations could generate dis-synergies estimated at €460 million in a merger and up to €665 million without full aggregation.
• MPS’s offer remains open from July 14 and must meet dual thresholds of at least 35 percent and 66.67 percent shareholder acceptance to succeed.