Surprise move by the Unipol group which, on the occasion of the approval of its results and those of the subsidiary UnipolSai, announces a "rationalization" operation of the corporate structure which will pass through a takeover bid by Unipol on UnipolSai and in the subsequent incorporation of this last in the parent company, which will take the name of Unipol Assicurazioni.
Unipol will launch the takeover bid for the UnipolSai shares not yet in its possession at 2.7 euros per share, investing up to a maximum of 1.13 billion euros to acquire the 14.75% of the share capital not yet in its possession and it will subsequently promote the merger according to an exchange ratio, already approved by the boards of directors of Unipol and UnipolSai, of 3 Unipol shares for every 10 UnipolSai shares.
The takeover bid price incorporates a premium of 12.6% compared to yesterday's closing of UnipolSai and 16.3% compared to the weighted average of the last six months.
Unipol and UnipolSai have also signed a framework agreement which establishes the terms and timing of the merger, which will be submitted to the approval of the extraordinary meeting of Unipol on 21 October and whose completion is expected by the end of 2024. The shareholders of Unipol who do not participate in approving it will be able to exercise the withdrawal, set at 5.27 euros per share, and for which Unipol has set a maximum overall outlay of 100 million, under penalty of abandoning the operation.
the objective of the operation, explains Unipol, is to "rationalize the corporate structure" of the Unipol group, "simplifying at the same time the decision-making processes of unitary management and governance", "optimizing the cash and funding profile", "achieving some synergies cost" and "optimize the group's solid solvency position".
As regards the 2023 results, Unipol recorded a growing profit to 1.33 billion, from 866 million in 2022, with premium income rising by 10.4%, to 15.1 billion.
A growing dividend from 0.37 to 0.38 euros was proposed and "an income performance of the consolidated management" in line with the objectives was confirmed.
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