There is another battle. The offer would be “ineffective”, at least according to the Ubi side, since its validity was subordinated by Intesa Sanpaolo to the absence of “extraordinary events” capable of causing “significant negative changes in the political, financial, economic, currency situation , regulation or market “which have” detrimental impacts “on the conditions of the two banks.
According to UbiIntesa Sanpaolo “should have expressed itself promptly on the waiver of this condition” and not “reserve the right to confirm” the validity of the offer “at the end of the process”. The survey is contained in the statement that Ubi presented to Consob. Complaints Intesa of having taken the time to waive the «mac» clause (material adverse change), a condition of standard efficacy of offers and purchase contracts, aimed at protecting the buyer from unforeseen events that could upset the assets and which Intesa also included in its offer. According to the bank led by Victor Massiah, Intesa cannot prevaricate on the renunciation of the mac “because the offer is and must be irrevocable and the system does not tolerate that the operational autonomy of Ubi Banca, the market trend and the choices of the investors are unduly reduced or distorted by an offer that has no irrevocable characteristics ».
According to Intesa Spinstead, there would be a “clear contradiction between envisaging the occurrence of the mac condition – which would make Intesa Sanpaolo’s OPS ineffective – and considering the effects of the Covid-19 epidemic without impact on the evolution of the plan industrialist of Ubi », which, at the moment, has not reviewed the targets approved on February 17th, close to the outbreak of the Covid-19 epidemic in Italy.
Added to this “controversy” is the investigation that the Antitrus has launched to understand if, with the acquisition of Ubi Banca, Intesa Sanpaolo would end up having, at least in some important areas of Northern Italy, a predominant position, in contrast with the regulations in force.