C12443 - ICA: the Italian Competition Authority gives green light to the Bper-Carige merger


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Bper will have to sell to Banco di Desio e della Brianza a business unit consisting of 48 branches located in Sardinia, Liguria, Tuscany, Emilia Romagna, and Lazio.

The Italian Competition Authority has assessed the acquisition by Bper Banca S.p.A. of the sole control of Banca Carige S.p.A., and has decided not to initiate the investigation pursuant to Article 16, paragraph 4, of Law No. 287/90.

An essential part of the transaction is the sale by Bper to Banco di Desio e della Brianza S.p.A. of a business unit consisting of 48 branches (located in Sardinia, Liguria, Tuscany, Emilia Romagna, and Lazio). The sale of the business unit will eliminate the competition concerns which the transaction, in its initial configuration as a mere acquisition of the control of Carige, would have given rise to on some of the markets concerned, in particular as regards bank funding, loans to households, small family-run businesses and medium/large enterprises, as well as asset management (in turn, divided into mutual funds management, individual portfolio management of securities and funds, and management of supplementary pension products), and assets under administration. According to the Authority, the sale of the branches should offset the effects of the acquisition of control of Carige in these markets.

In particular, the transaction doesn’t change the position already held by Bper in the provinces of Sardinia, as it provides for the sale to Banco Desio of 100% of the Carige branches acquired, and also involves a downsizing through the sale of the Sardinian branches that were the subject matter of the conditional authorisation for the Bper/Unipol merger, dating back to 2019, thus resolving the pending issue of compliance with that decision.

In all other problematic markets, the post-merger quotas resulting from the overall transaction (after the sale of the business unit), remain below the threshold of 35%, most often below 25%.

Rome, 1 June 2022