The request of the entrepreneur Leonardo Del Vecchio to rise from 9.89 to 20% of the capital of Mediobanca, if accepted by the ECB that is evaluating it, could have disruptive effects on the balance of Italian finance. Starting with the direct and indirect consequences on the shareholding of the Milanese investment bank led by Alberto Nagel, historic crossroads of Italian affairs as well as the main partner with almost 13% of the Assicurazioni Generali.
As for the direct consequences, it would be the first time that a single entrepreneur would come to hold such a high share of Mediobanca, whose shareholder base has been expertly distributed over the years among Italian and French industrialists and financiers historically united in a union pact, so as to avoid that one of them could concentrate too much power. It is no coincidence that any doubts about the response of the ECB would have to do precisely with this aspect, with the opportunity, that is, to allow a single shareholder, owner of the Italian-French group Essilor Luxottica, to have such an important share of capital in hand.
Little remains of the union pact that has governed and supervised the power of Piazzetta Cuccia for years: a consultation agreement that assembles 12.61% of Mediobanca’s share capital and which brings together important exponents of Italian industry and finance. It is necessary to look here to analyze the possible indirect consequences of a growth of Del Vecchio in the shareholder base.
The most substantial share of actions in the consultation agreement, equal to 3.28% of the bank led by Nagel, is in the hands of the Mediolanum Group of the Doris family. Whose exponent Massimo, the son of Ennio, last January had made it clear without so many words that, if the owner of Luxottica had acquired further weight in the shareholder base, Mediolanum would have kept its hands free to sell the bonds.
“If Del Vecchio decides to go up more than 10% – Massimo Doris had said – would exceed the share of the agreement and would become a decisive vote at the meeting. The board must be renewed and if Del Vecchio rises to 15 or 20% it is unlikely that Mediolanum can still have a representative on the board. What line will you want to give Mediobanca? These are all questions we asked ourselves. We don’t know what will happen. If nothing changes, maybe we’ll stay. If it changes we want to be free to sell “.
Consequently the group controlled by the Doris family with 40.4% had “downgraded” the share in Piazzetta Cuccia from “strategic” to the rank of “available for sale”, at an average book value of € 9.826 per security, preluding precisely an exit that would have become more probable on the basis of prices. But just the stock market prices, where even taking into account the jump of 1 June linked to the Del Vecchio effect (+ 8% to 6.3 euros), the shares since the beginning of the year have suffered from the Covid-19 pandemic, they could at least curb the exit anxiety of the Doris family for the time being.
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If Massimo Doris had clearly expressed the impossibility of remaining strong partners with Del Vecchio growing, the family of Silvio Berlusconi, who through Fininvest has 2% of Mediobanca also within the union pact, it hadn’t been as explicit. Yet some clues that, following the strengthening of the patron of Luxottica, the family finances of the former Italian premier can think of gradually earning the exit from the investment bank led by Nagel there is.
For example, at the end of last October, Forza Italia deputy Mauro D’Attis had presented a parliamentary question to the Minister of Economy, Roberto Gualtieri, just about the possibility of a change of wind in Mediobanca and its main investee company, Assicurazioni Generali, of which Del Vecchio also has a direct 4.84% in hand. According to the deputy, Del Vecchio, responsible for this change, whose advent in the capital of Mediobanca, combined with the participation in the Leone di Trieste, would sanction the passage under the French flag of the two groups.
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The Doris and Berlusconi families are not the only ones who will evaluate what to do after the strengthening of Del Vecchio in Mediobanca (the request to rise to 20% was anticipated by Republic Sunday 31 May). Within the consultation agreement together with them there are also other representatives of the world of Italian business and finance, including the Benetton family, with a 2.10% stake in Piazzetta Cuccia, the Gavio group with 0.66%, and the Ferrero group with 0.64%.
These shareholders will certainly have to evaluate how much sense it will make still maintain a consultation pact, although without blocking and voting commitments on the underlying shares, with a single partner at 20% of the capital. And they will eventually have to decide what to do with their shares in Mediobanca. To choose how to behave they can hardly ignore that, in the battle now increasingly evident between Intesa Sanpaolo and Unicredit, Mediobanca is now lined up with the former and Del Vecchio with the latter.