Intesa Sanpaolo shareholders approve €35.4B bid for Monte Paschi

Intesa Sanpaolo just cleared its biggest hurdle on the road to swallowing Banca Monte dei Paschi di Siena. On September 10, shareholders voted overwhelmingly to authorize the issuance of up to 5.7 billion new ordinary shares, providing the Italian banking giant with the ammunition it needs to fund its €35.4 billion takeover of MPS.

The vote wasn’t even close. A full 97% of ballots cast backed the capital increase, with 63.9% of total share capital represented at the meeting.

From unsolicited bid to shareholder mandate

Intesa first made its move on June 8 with an unsolicited offer valued at roughly €30.6 billion. The bid has since been sweetened to approximately €35.4 billion, reflecting a 12.5% premium over MPS’s share price before the initial approach.

The terms are straightforward: 1.6 new Intesa shares plus €1 in cash for every MPS share tendered. That works out to an implied value of €10.09 per MPS share.

The combined entity would serve over 27 million clients and manage roughly €2 trillion in customer financial assets by 2029. Intesa is projecting €2.9 billion in gross annual synergies by 2029, with 60% of those gains expected to materialize by 2028.

The antitrust puzzle

Intesa has already struck an agreement with Unipol Assicurazioni to offload approximately 635 MPS branches along with related assets, with that transaction slated for the second half of 2027 pending regulatory clearance.

Unipol, which already holds a stake in BPER, will integrate the acquired branches while preserving the MPS brand for retail banking operations.

The tender offer itself is expected to launch in the October-November 2026 window, contingent on securing the necessary regulatory approvals.

Why MPS matters, and why it’s complicated

Monte dei Paschi di Siena isn’t just any acquisition target. Founded in 1472, it holds the distinction of being the oldest continuously operating bank in the world.

MPS required a state bailout in 2017 after years of mismanagement, bad loans, and a derivatives scandal. The Italian government has been looking for an exit from its MPS stake ever since.

The broader context here is a wave of consolidation sweeping through Italian banking. MPS itself has been an active dealmaker, having previously pursued acquisitions of Banco BPM and Banca Generali while also chasing a merger with Mediobanca.

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