Intesa's €31.4bn Bid for Monte dei Paschi Hinges on Oct. 29 Shareholder Vote

Intesa Sanpaolo, Italy's largest bank, has not completed its bid for Monte dei Paschi di Siena (MPS). As of October 18, 2026, the deal remains contested and will be decided at an extraordinary MPS shareholder assembly scheduled for October 29, according to Intesa's own investor-relations disclosures and Italian financial media.

What Intesa is offering

Intesa launched an unsolicited tender and exchange offer for all of MPS on June 8, 2026, valuing the target at €30.6 billion. The original terms offered MPS shareholders 16 newly issued Intesa shares for every 10 MPS shares tendered, plus €1.0 in cash per MPS share — an implied price of €10.091 per share, about 12.5% above MPS's closing share price on June 5, 2026, according to Intesa Sanpaolo's official newsroom statement.

On October 3, 2026, Intesa's board raised the cash portion by €0.25 per share, lifting it to €1.25 per share. That brings the total offer value to €31.4 billion if fully accepted — €27.6 billion in Intesa stock and €3.8 billion in cash — according to a report by Adnkronos on the board's decision.

Intesa attached a condition to the sweetened offer: it becomes void if the MPS assembly approves Lovaglio's plan to bid for Banco BPM and Banca Generali, along with the related capital increase and voluntary capital reduction, Adnkronos and Il Sole 24 Ore reported. Intesa has said it would enforce this condition rather than waive it if shareholders back the rival plan, according to Adnkronos.

The rival plan on the table October 29

MPS chief executive Luigi Lovaglio is pursuing an alternative strategy built around MPS's own merger with Mediobanca — completed in 2025 after MPS acquired 86.33% of Mediobanca, according to Wikipedia's summary of the transaction — plus new public exchange offers for Banco BPM and Banca Generali, a special dividend of about €4 billion, and a voluntary capital reduction. Il Sole 24 Ore reported that the two exchange-offer resolutions need two-thirds approval of capital present at the meeting, and with roughly 70% attendance expected, around 47% of voting capital would need to back them.

Two proxy advisory firms have recommended against Lovaglio's plan. Glass Lewis, in an opinion covered by businesspeople.it, advised institutional investors to vote against the Banco BPM and Banca Generali offers, the special dividend and the capital reduction, while supporting the Mediobanca merger already completed. Glass Lewis wrote that "the potential benefits of MPS's strategy do not appear sufficiently convincing, in terms of risk/return ratio." ISS issued a similar recommendation, according to the same report.

Where the big shareholders stand

Opposition to Lovaglio's plan among major MPS shareholders exceeded one-third of capital as of mid-October, according to Milano Finanza and businesspeople.it. The Italian government, which still holds a stake in MPS after reducing it below 20% by the end of 2024 to meet EU privatization commitments (per Wikipedia), and Banco BPM, which itself holds a stake in MPS, have both said they will abstain, according to Il Sole 24 Ore.

Siena's foundation breaks with management

The Fondazione Monte dei Paschi di Siena, which once held a majority of MPS and now owns about 0.2% of its shares, announced on October 16, 2026, that it intends to back Intesa's bid rather than Lovaglio's plan. Foundation president Riccardo Coppini said the proposal would go to the foundation's administrative board on October 23 for a formal "positive evaluation of the takeover," according to Milano Finanza.

The move triggered political criticism in Siena. La Nazione reported that former mayor Bruno Valentini accused the foundation of abandoning Lovaglio, while the Democratic Party's local "Radici per il futuro" faction and the Five Star Movement said the foundation had not secured concrete commitments on jobs, the future of the Rocca Salimbeni headquarters, or local credit access. Civil-society groups Pietraserena and Buongoverno MPS called for the foundation to explain its decision publicly, according to the same report.

Background: from state rescue to takeover target

MPS, which traces its origins to a mount of piety founded in 1472, was recapitalized by the Italian state in July 2017 with €8.1 billion after a failed private rescue attempt, making the government its majority owner at roughly 64%, according to Wikipedia. The Treasury sold down that stake in stages — to 39% in November 2023, 26.7% in March 2024 and 11.7% in November 2024 — before falling below the 20% ceiling required under EU state-aid rules by the end of 2024.

Intesa frames the acquisition as creating one of Europe's largest banking groups, serving more than 27 million clients with around €2 trillion in customer financial assets by 2029, with projected annual synergies of €2.9 billion, according to its official newsroom statement. The same statement lists regulatory approvals running from September to December 2026, with completion targeted by the end of the year — a timeline that now depends on the outcome of the October 29 MPS vote.