Unipol (AO) | Buy | Conf. call feedback: a cheap, accretive entry, self-funding through BPER, and the market likes it

Research evidence excerpt

Unipol (AO) | Buy | Conf. call feedback: a cheap, accretive entry, self-funding through BPER, and the market likes it

Unipol Buy | Target Price: EUR23.50

Management confirmed the route to cross 30% without triggering a mandatory bid is the whitewash. The combination must be

approved at BPER's EGM by the majority of shareholders other than Unipol. This was described as the only viable structure to

complete the combination; absent the whitewash, the merger cannot proceed.

Crucially, management said nothing has been agreed or even discussed with BPER to date, as BPER is not a party to the ISP

transaction; talks begin now.

Synergies and the value split with BPER

Pre-tax revenue and cost synergies are preliminarily estimated (conservatively) at not less than EUR800m (circa EUR0.5bn post-

tax), split circa EUR300m revenue and circa EUR500m cost, the latter broken down as circa EUR200m of administrative savings

and circa EUR350m of labour-cost savings. Restructuring costs of circa EUR150m maximum, to be borne by BPER.

The acquisition of the target is expected in H1 2027 (after ISP completes its MPS offer), with full deal completion by year-end 2027

and cost synergies phasing in over the following three years. The process is two-stage on the regulatory side, first authorisation to

acquire the target (a condition of the purchase from ISP), then a separate approval for the combination from 2027.

Our view

We come away more constructive. We would characterise it as a very opportunistic but attractive deal. Unipol is buying a strategic

distribution asset cheaply and using it as the vehicle to consolidate control of BPER.

It also answers the question we had flagged on the EUR1bn RT1 issued in Q1 2026. With hindsight, that issuance reads as