Matteo Arpe’s private-equity fund Sator Capital Limited and Palladio Finanziaria SpA offered to invest as much as 450 million euros ($597 million) in holding company Premafin Finanziaria SpA (PF), challenging a merger plan by Unipol Gruppo Finanziario SpA. (UNI)
Sator and Palladio proposed investing through a Premafin capital increase with a target of reaching at least a 60 percent stake, according to an e-mailed statement late yesterday. Premafin is the biggest investor in Fondiaria-SAI SpA (FSA), Italy’s second-biggest insurer. The binding offer expires March 8.
The offer is conditional on Premafin shareholders rejecting a proposed merger with Unipol and on an agreement with bank creditors on Premafin’s debt.
The Sator-Palladio bid is also conditional on obtaining an exemption to a requirement to launch a mandatory bid on the remainder of Premafin shares, controlled by the Ligresti family, and on Fondiaria.
“Our offer is better than the agreement announced with Unipol” because it excludes a merger between Fondiaria and Premafin and is fairer for minority shareholders, Sator and Palladio said.
Unipol, Italy’s No. 3 insurer, agreed last month to buy new shares in Premafin to allow it to participate in a 1.1 billion- euro share sale announced by Fondiaria on Jan. 30.
After the recapitalization, Unipol, Premafin, Fondiaria and its Milano Assicurazioni SpA (MI) unit planned to merge.
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