Mediobanca has received approval from the European Central Bank to acquire private bank Banca Generali – a regulatory milestone that strengthens its hand ahead of a crucial shareholder vote on the deal. The ECB’s decision also allows Mediobanca to raise its exposure beyond the 10 per cent threshold of its own group equity, removing a key structural barrier as it seeks to reshape its position in Italy’s fast-consolidating wealth management sector.
The acquisition proposal, unveiled earlier this year, is widely seen as both an offensive and defensive manoeuvre. Strategically, Banca Generali would bolster Mediobanca’s fee-based earnings and create one of Italy’s largest wealth management platforms – a timely move as banks across Europe pivot towards advisory income amid margin pressure in lending. Tactically, the transaction is also viewed as a shield against unwanted pressure from Monte dei Paschi di Siena (MPS), which became a minority shareholder in Mediobanca following its 2017 bailout stake and is thought to be weighing its own expansion options.
Proxy advisers Glass Lewis and Institutional Shareholder Services have urged investors to back the deal, highlighting its industrial logic and limited execution risk. Even so, an earlier attempt to put the proposal to a vote in June was postponed due to insufficient internal support — underscoring lingering shareholder divisions. Securing approval at the rescheduled 21 August vote therefore remains the final hurdle.
Should the transaction move forward, Mediobanca would emerge with greater scale, deeper distribution and a stronger defensive moat in a sector increasingly defined by consolidation. For BFSI observers, the deal offers a telling case study in how European financial institutions are using targeted acquisitions not only to grow but to protect themselves in a highly competitive landscape. In a banking environment shaped by regulation, activism and state involvement, the Banca Generali play may come to be seen as a decisive moment in Mediobanca’s long-term strategic evolution.