Banco BPM obtained shareholder approval on Friday for its increased payment to acquire fund manager Anima Holding, a key element of the Italian bank's defense strategy against UniCredit's takeover bid.
UniCredit made a move on Banco BPM in late November, as the latter has long been seen as a likely target due to its ties to Italy's prosperous Lombardy region, where UniCredit has a small market share.
Banco BPM's original buyout offer for Anima faced a risk due to UniCredit's bid. The up to 1.8 billion euro Anima deal is expected to enhance BPM's revenue by selling Anima's mutual funds through bank branches, especially amidst declining interest rates impacting lending margins.
With the threat of UniCredit's bid, Banco BPM needed shareholder approval to increase its offer for Anima. The proposal received 97.6% approval from shareholders present at the meeting, representing 56.6% of BPM's total capital.
UniCredit retains the option to retract its offer for BPM if the terms of the Anima bid change. They have not yet commented on Friday's vote outcome.
Moreover, shareholders granted the board the authority to waive certain bid conditions, like finalizing the Anima deal before confirmation of receiving favorable capital treatment from the European Central Bank known as the 'Danish Compromise'.
Banco BPM revised its offer to 7 euros per Anima share, up from 6.2 euros, aiming to acquire the remaining 77.6% stake in Anima. Meanwhile, Anima's shares remained steady at 6.93 euros each.
Regarding UniCredit's bid, the bank initially proposed a 0.5% premium to the market price, now converted into an 8% discount as speculations suggest a potential sweetening of the offer. UniCredit's CEO Andrea Orcel has not excluded a cash supplement.
An important participant at Friday's meeting was Banco BPM's major shareholder Credit Agricole, showing support for the proposal. Credit Agricole is awaiting ECB approval to increase its current stake in BPM above 9.9%, while having disclosed in December a derivatives deal for an additional 5.2% share.
Deutsche Bank was revealed through a recent filing to have acquired a 5.2% stake in BPM, reportedly on behalf of Credit Agricole.