War Generals: the attack by Sole, Caltagirone and Del Vecchio against Donnet, the alternative candidates, the defense of Mediobanca in the balance
What happens in Assicurazioni Generali. Facts, names, numbers, rumors and scenarios
The power war for Assicurazioni Generali heats up more and more.
Del Vecchio and Caltagirone strengthen their hold on Generali. The patron of Luxottica and the Roman entrepreneur formalize the latest tandem movements on shareholding, giving life to a shareholders' agreement on the shares of the Lion.
HERE ARE THE MOVES OF CALTAGIRONE AND THE OLD MAN IN GENERAL
The strong shareholders of the insurance company recently raised their stake to 6% (Francesco Gaetano Caltagirone) and 4.92% (Leonardo Del Vecchio through Delfin) respectively. The agreement is therefore stipulated on 10.948% of Generali.
WHAT ARE THE RELATIONSHIPS OF STRENGTH IN GENERAL INSURANCE NOW
The balance of power becomes clearer: on the one hand Mediobanca, the first shareholder with 13%, on the other hand, an axis between Francesco Gaetano Caltagirone, second shareholder with 6%, and Leonardo Del Vecchio, who has just exceeded 5%. The two entrepreneurs signed a consultation agreement on their current (10.948%) and future shares, in view of the spring 2022 meeting to elect the board of directors.
WHAT CALTAGIRONE AND DEL VECCHIO HAVE DECIDED
The two shareholders have in fact merged their respective share packages in a binding agreement which has as its object "the obligation to request a prior request for the exercise of the right to vote". of the next Leo meeting scheduled for April, which will be called to approve the 2021 budget, but above all to renew the administration. The companies of the Caltagirone group and Leonardo Del Vecchio's Luxembourg holding Delfin "have agreed to consult in order to better weigh their respective autonomous interests" for a "more profitable and effective" management of Generali, reads the extract of the agreement signed between the two partners. A management, we read again, "marked by the technological modernization of the characteristic activity, the strategic positioning of the company, as well as its growth in an open, transparent and contestable market logic".
THE NEWS OF THE PACT
Pursuant to the agreement, the parties "have undertaken to consult on the matters on the agenda" of the meeting of Leone, "with particular reference to the appointment of the new" board of directors.
THE QUESTION OF THE BOARD OF GENERALI
The move of the two entrepreneurs focuses precisely on the renewal of the board – and to give a sign of dissent with respect to the management of the CEO Philippe Donnet. It is no mystery that Del Vecchio and Caltagirone have repeatedly criticized the Donnet management. The French manager's mandate expires in April 2022 and will find favor with the two entrepreneurs.
THE NEXT MOVES OF CALTAGIRONE AND THE VECCHIO
It still seems difficult to understand what the alternative proposal will be, stressed the La Presse agency. A procedure voted unanimously by the board of directors – which also includes Caltagirone and Del Vecchio – in the 2020 assembly. The procedure is in line with international best practices, but its start seems to be exactly what the new pactists want to avoid . The alternative, explain sources close to the dossier, would be to proceed with the presentation of separate lists from the shareholders of (Mediobanca, Caltagirone, Assogestioni): it would be a 'divided' board even before starting its mandate and in the assembly it would probably be voted one who does not have a majority of votes.
THE TIMING
According to what has been learned, a meeting of the non-executive directors of Generali will be held on Tuesday 14 September who will try to mediate a solution that brings together the different souls and needs of the board. CEO Philippe Donnet will not participate as executive director. If the list is subsequently presented, the manager will approve it. A CEO who – looking at the numbers – has always respected the commitments made with its shareholders, even in the year of the pandemic.
THE DISPUTE IN GENERAL SEEN FROM THE REPUBLIC
Del Vecchio and Caltagirone believe that the group from Trieste must grow by external lines, to shorten the distance compared to rivals such as the French Axa, the German Allianz and the Swiss Zurich, which twenty years ago competed head to head with the Lion and now they have become much bigger, wrote Repubblica : "Caltagirone (partner since 2004 at lower load prices than the current ones) and Del Vecchio (since 2007, at prices higher than the current ones) are convinced that a managerial discontinuity is needed to make a dimensional leap to Leo. Donnet was the first to admit, during the half-year of August 2, that "Generali prefers small to medium-sized acquisitions, where it manages to extract more value", such as Cattolica and the recent acquisition in Malaysia that Caltagirone contested on the board of directors ".
DONNET IS TO BE MOUTH, OR NOT. THESIS IN COMPARISON ACCORDING TO CORRIERE DELLA SERA
The directors close to Mediobanca are pushing for the proposal of a board list to pass – according to the current governance rules – with the confirmation for a third mandate of the CEO Philippe Donnet, who has successfully completed two industrial plans (the current one expires at the end of the year), wrote the Corriere della Sera : "Generali did not comment yesterday but the French manager can let the numbers speak: from 2016 to today, the Generali stock has risen by 57% and the overall return on capital was 103 %, more than Allianz (+ 29% and + 62%), Axa (+ 5% and + 36%) or even the entire Piazza Affari (+ 57% and + 82% the Ftse Mib). Results that are appreciated by Mediobanca, which in this way receives, like all the other shareholders, substantial dividends. But that capital – is the criticism – could have been used for major acquisitions. Caltagirone and Del Vecchio, on the other hand, would not have liked the moves in Malaysia and Cattolica or that Zurich bought the network of financial advisors of Deutsche Bank Italia, a tender in which Mediobanca but not Banca Generali took part. This is why they are asking for discontinuity with a new ticket – president and head of the company – that pushes growth and carries out a large acquisition that brings Generali to the level of Axa, Allianz or Zurich ”.
THE OTHER ALLIES OF CALTAGIRONE AND DEL VECCHIO
The Caltagirone-Del Vecchio Pact remains open to the entry of new shareholders. For the moment, no comments are leaked from the circles indicated as closest to the challenge to the management of the two entrepreneurs – Fondazione Crt (1.8%) and careful monitoring of developments (but the Benetton family is believed to be on the line of Caltagirone and Del Vecchio).
THE CANDIDATES FOR THE AFTER DONNET
Who could be the candidates of the Caltagirone-Del Vecchio duo? The names circulated as CEO are Matteo Del Fante, Marco Morelli, Carlo Cimbri, Sergio Balbinot, wrote the Corriere della Sera . Then there are the interiors Marco Sesana, Giovanni Liverani and Luciano Cirinà. Also welcome to Caltagirone would be the number one of Banca Generali, Gian Maria Mossa, grappling with events scrutinized carefully by the top management in Trieste: Mossa, among other things, had to deny an article in a Maltese newspaper that cited Europol wiretapping.
THE WISHES OF THE SUN 24 HOURS AGAINST DONNET
Il Sole 24 Ore , the Confindustria newspaper directed by Fabio Tamburini, wrote in an editorial: “The hope, a warm recommendation, is that the control of Italian capital over Generali will not be called into question. It would be a serious mistake not only for the insurance group, but the whole country. On the other hand, there are conditions to avoid it. Generali operates in a regulated sector, overseen by IVASS, which means Bank of Italy. It is equally foreseeable that the key choice will be on the confirmation of the CEO of Generali itself, Philippe Donnet. Caltagirone and Del Vecchio ask for its replacement, considering it a preliminary ruling to build an agreement. On the opposite front, the defense, at least so far, is total. The possibility, for Donnet, is to be confirmed in a scenario of permanent conflict with a significant part of the major shareholders. This is why the temptation may be to go to the cash desk and leave the scene ”. An invitation to leave the scene, practically.
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/economia/guerra-generali-caltagirone-del-vecchio-donnet-mediobanca/ on Sun, 12 Sep 2021 07:43:08 +0000.