(Bloomberg) -- Banco BPM SpA urged Italy’s market regulator Consob to take measures to protect the bank’s stakeholders after UniCredit SpA’s unsolicited takeover bid last month.
The Milan-based bank asked Consob to evaluate whether UniCredit’s bid was correctly launched and if there are the conditions to proceed or if it should be halted, people familiar with the matter said.
Banco BPM argued that UniCredit’s no-premium offer was meant only to use a point of law to restrain BPM’s own moves with the so-called passivity rule, a step that also affects the shareholders of Anima Holding SpA, said the people, asking not to be identified because the filing isn’t public.
Banco BPM sent the filing to the Italian markets authority, according to a statement on Tuesday, which doesn’t include details on the request submitted to Consob. A spokesman for the bank declined to comment on the content of the filing. A UniCredit spokesman also declined to comment.
Banco BPM said “it will express its opinion on UniCredit’s offer with the deadlines, instruments and according to the procedures provided by law.” Still, it said that based on a preliminary analysis the bid contains inappropriate information and doesn’t take into account the offer Banco BPM recently launched for asset manager Anima.
Chief Executive Officer Giuseppe Castagna said in the statement that Banco BPM doesn’t understand why UniCredit didn’t offer a premium. “We cannot understand why the share price should not take into account the extraordinary transactions launched by the bank,” Castagna said, citing the takeover bid for Anima, as well as its recent quarterly results.
Last month, UniCredit CEO Andrea Orcel made the unsolicited offer for Banco BPM to create Italy’s biggest lender. Castagna rebuffed the approach as too low and warned it could put almost a third of the bank’s jobs at risk.
Prior to that, Banco BPM, Italy’s third-largest bank, launched an all-cash takeover bid for Anima, valuing the company at about €2 billion ($2.1 billion).
Last week, Bloomberg reported that Banco BPM was exploring two main options to fend off the takeover: boosting its financial targets as a standalone defense or reaching a merger agreement with Banca Monte dei Paschi di Siena SpA, people familiar with the matter said.
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