Bper comes out of the closet on Banca Carige. And it presents a non-binding offer to acquire the participation of the Interbank Fund, which holds 88% of the Ligurian bank, for one euro. The offer provides for the Fitd to recapitalize Carige in advance by injecting one billion euros to clean up the bank and allow derisking. After that, Bper will proceed with a mandatory public purchase offer on the remaining share capital of the Company, for a unitary consideration equal to Euro 0.80 per share, including a premium of approximately 29% compared to the closing price of the Carige share. day 13 December 2021.
Bper’s Offer will cease if the Fitd, by December 20, does not grant Bper an exclusive period “and, furthermore, if the Parties do not sign, by December 31, 2021, a binding Memorandum of Understanding”, reads a note. The final acquisition contract must be signed by January 31, 2022.
As anticipated by Sole 24Ore on newsstands, the Modenese bank thus confirms its interest in the Ligurian bank which has been looking for a partner for some time, a goal imposed by the European Central Bank
The conditions of Bper
Bper has set some stringent conditions for the offer to become binding. First of all in terms of road map. By Monday 20 December, the Fitd will have to grant an exclusivity period while the binding memorandum of understanding will have to be signed by 31 December. The binding agreement will include the obligation to sign a final contract by January 31st. But in addition to the time limits, Bper has set some financial limits. The transaction must be neutral with respect to Modena’s current equity position, it must provide for the improvement of the asset quality of the new post-aggregation group and favor the derisking process. And ultimately, the deal will have to contemplate a “significant increase” in Bper’s profitability in terms of earnings per share as early as 2023.