BNL has doubts about Unipol takeover; Unipol board member Gnutti resigns |

BNL has doubts about Unipol takeover; Unipol board member Gnutti resigns

MILAN, Italy – Banca Nazionale de Lavoro SpA said Thursday its board still had doubts and criticisms about a takeover bid by insurer Unipol Assicurazioni SpA, whose chairman resigned after being questioned by prosecutors investigating a failed offer.In a statement, BNL said the delay in the bid had created “a situation of uncertainty over the launch and outcome of the Unipol offer, which would produce damages to the company and all its shareholders.”On Tuesday, Unipol chairman Giovanni Consorte and his deputy resigned amid a growing bank takeover scandal that has seen several bankers jailed and forced the Bank of Italy governor to resign. The pair will leave the company Jan. 9.Consorte is under investigation in Milan for market rigging related to a failed takeover bid by Banca Popolare Italiana Scarl for Banca Antonveneta SpA. He is also being investigated in Rome on the same charge in connection with Unipol’s own bid for BNL, news reports say.Prosecutors have said that key players in the BPI and Unipol bids helped each other secretly build stakes in the banks they were attempting to take over while enjoying the favor and protection of former Bank of Italy governor Antonio Fazio.Fazio, who resigned last week, is under investigation in Rome for abuse of power, and reportedly for insider trading in Milan. Prime Minister Silvio Berlusconi’s government named Goldman Sachs managing director Mario Draghi to replace Fazio Thursday.Separately Thursday, Unipol said Italian financier Emilio Gnutti had resigned from its board for health reasons. Gnutti was questioned Saturday by Milan prosecutors investigating BPI’s failed bid for Antonveneta.Later Thursday, Banca Monte dei Paschi di Siena SpA said Gnutti also had resigned from its board, again citing ill health.Gnutti is one of the financiers who had helped BPI’s former chief executive Gianpiero Fiorani take control of Antonveneta, according to a July ruling by Italy’s market watchdog Consob. Fiorani was arrested two weeks ago in connection with the Antonveneta bid.Prosecutors are looking into links among Consorte, Fioriani and Gnutti.BNL has filed official complaints with Italian regulators and a Rome court about Unipol’s bid, saying it was unfair in terms of the offer structure and that the offer price of 2.70 euros ($3.20) a share was inadequate.Last week, Consob ordered Unipol to raise its bid after finding that the insurer had increased its stake in the bank through an undisclosed agreement with Germany’s Deutsche Bank AG.Since Deutsche Bank bought part of its BNL stake for 2.75 euros ($3.28) a share, Consob ruled that Unipol has to raise its entire BNL offer to that price too, thus valuing the offer at around 5 billion euros ($6 billion).Unipol has said it doesn’t agree with Consob’s ruling, but raised the bid because it has been waiting for nearly half a year for takeover approval from the Bank of Italy and other Italian regulators.BNL said in the statement that even with the raised bid it continued to reject the offer. Its advisers, JP Morgan Chase & Co., Mediobanca SpA and Rothschild, have said the range of the price offer should be between 2.76 euros ($3.29) and 2.88 euros ($3.43) a share.Vail, Colorado

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