Banca Monte dei Paschi di Siena (MPS) has set out plans to acquire Banco BPM and Banca Generali in two separate share-based offers worth a combined €34bn ($40bn), as it tries to avoid being taken over by Intesa Sanpaolo.
The offer for Banco BPM values the lender at €25.3bn, while the bid for Banca Generali values it at €8.7bn.
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The move follows Intesa’s bid for MPS a little more than two months ago.
Earlier this month, Banco BPM stopped pursuing a combination with MPS after opposition from its largest shareholder, Crédit Agricole, undermined the effort.
MPS said the new offers would be made entirely in newly issued ordinary shares.
Under the Banco BPM offer, shareholders would receive 1.567 new MPS shares for each Banco BPM share.
That implies a price of €16.729 a share and no premium based on official prices on 19 August 2026, considering the extraordinary distribution.
Under the Banca Generali offer, shareholders would receive 6.958 new MPS shares for each Banca Generali share. That implies a price of €74.284 a share and a 10% premium based on official prices on 19 August 2026, taking into account the extraordinary distribution.
If both offers are fully accepted, and after considering the merger of Mediobanca into MPS, existing MPS shareholders would own about 50.1% of the combined group.
Banco BPM shareholders would hold about 37.2%, while Banca Generali shareholders would own about 12.7%.
MPS said the combined group would rank as Italy’s third-largest banking group by total assets, with a pro forma balance sheet of about €466bn, customer loans of €245bn, direct funding of €315bn and total financial assets of €810bn, based on FY2025 figures.
The bank expects annual run-rate pre-tax synergies of about €2.6bn, including €0.8bn linked to the ongoing Mediobanca integration.
It estimates one-off integration costs of about €2.5bn before tax, including €0.6bn tied to the same integration, with those costs expected between 2027 and 2029.
The offers are subject to regulatory approvals.
They also depend on MPS shareholder approval, a minimum acceptance threshold of 50% of the target’s share capital plus one share, and other required approvals.
The announcement is the latest step in a series of transactions across Italian banking mergers and acquisitions (M&A).
Banco BPM acquired asset manager Anima Holding about two years ago and later faced an unsuccessful takeover attempt by UniCredit.
MPS bought Mediobanca last year Mediobanca then sought to respond by pursuing acquisition of Banca Generali.
MPS later became a target for Intesa.
