BPER Banca Completes Acquisition of Banca Popolare di Sondrio for €4.5 Billion

BPER Banca SpA completed the acquisition of an additional 81% stake in Banca Popolare di Sondrio S.p.A from Unipol Assicurazioni S.p.A and others for €4.5 billion. The consideration consists of 657.41 million common equity of BPER Banca SpA at a ratio of 1.45 per common equity of Banca Popolare di Sondrio S.p.A. The premium recognized to Sondrio shareholders is 6.6% on the closing price of the stock exchange. The acquisition is expected to increase the creation and distribution of value and realize important synergies without social costs.

BPER Banca SpA has successfully completed the acquisition of an additional 81% stake in Banca Popolare di Sondrio S.p.A from Unipol Assicurazioni S.p.A and other shareholders for €4.5 billion. The transaction, which closed on July 25, 2025, represents a significant milestone in BPER Banca's strategic expansion and integration plans.

The acquisition was structured as a public exchange offer, with BPER Banca offering 657.41 million common equity shares at a ratio of 1.45 per share of Banca Popolare di Sondrio. This offer was part of a broader strategy to increase the creation and distribution of value, while realizing important synergies without social costs. The premium recognized to Sondrio shareholders was 6.6% on the closing price of the stock exchange.

The acquisition is expected to strengthen BPER Banca's market position and support its business growth strategy. According to S&P Global Ratings, the acquisition of Banca Popolare di Sondrio will strengthen BPER's competitive position and is expected to be fully integrated within the next 12 months [1].

The successful completion of this acquisition follows BPER Banca's previous efforts to increase its stake in Banca Popolare di Sondrio. On July 11, 2025, BPER Banca announced that it had reached 58.35% of the share capital of Banca Popolare di Sondrio, exceeding the decisive threshold of 66.7% required to obtain the necessary votes at the shareholders' meeting to approve the merger by incorporation [3].

The completion of the offer will allow BPER Banca to achieve full integration of Banca Popolare di Sondrio, potentially leading to significant cost synergies of up to €190 million pre-tax per year. The deal is also expected to be accretive to earnings per share, with the net profit in 2027 expected to be higher than €2 billion, including synergies [4].

References:
[1] https://www.marketscreener.com/news/s-p-has-confirmed-bper-banca-s-rating-at-bbb-a-2-ce7c5cdcdb8af620
[2] https://www.marketscreener.com/news/bper-banca-increases-its-stake-in-banca-popolare-di-sondrio-to-80-69-ce7c5fdbdd81f627
[3] https://www.marketscreener.com/news/bper-banca-exceeds-66-in-sondrio-merger-now-close-ce7c5cdcdc8aff24
[4] https://www.marketscreener.com/news/bper-banca-spa-completed-the-acquisition-of-additional-81-stake-in-banca-popolare-di-sondrio-s-p-a-ce7c5fdbdc80f120