RCS, Mediobanca and Bonomi launch counter-Opa, eyes on Cairo and Intesa – Reuters Italy

Claudia Cristoferi

MILAN (Reuters) – After so many rumors and so many denials, counter -Opa of RCS pointing to oust the “indecent proposal” the outsider Urbano Cairo has arrived.

The launch Mediobanca, Della Valle, UnipolSai and Pirelli, which together possess 22.6% of the editor of Corriere della Sera, with Andrea Bonomi.

The Remains of the parlor, which for years has controlled the publishing company , still at a loss and half a billion of debt, he has chosen the unusual street market offering 0.7 euro in cash for each title RCS against the euro around 0.53 offered, paper for paper, by Cairo Communication. An investment up to 282.7 million for the 77.4% of non-owned capital, which 55% shall be of the four historic shareholders of the group and 45% in Investindustrial.

There are the game the Exor / Fiat Chrysler Group, which now has left the game table dispersing the market its holding a majority time, and Intesa Sanpaolo which immediately joined the ranks alongside Cairo OPS Communication.

Whatever the outcome of the battle opened today, the Cairo Ops “has had the effect of sparigliare cards and compel recalcitrant and distracted members to deal with the company that seemed a little ‘left to itself, especially after the withdrawal of Fiat, “says a source close to the RCS world. A second source agrees and he credited to Giovanni Bazoli that, before leaving Intesa, he wanted to find a more permanent solution for RCS sponsoring Cairo and forcing other shareholders, contrary to leave the control of the Courier publisher Piedmont, to respond possibly on the market.

Of course, now the chances of Urbano Cairo dwindle while the value of the security It aligns to the tender offer price.

“If an industrial point of view I believe that the offer of Cairo was better, because in a perspective into the merger between the two publishing groups could emerge significant synergies, ahead of an offer significantly higher cash not think there is much to discuss. in addition, the bid by Bonomi and members explicitly mentions the possibility of a capital increase (up to 150 million), with the risk of dilution and deprezzamente title for those who do not subscribe to, “observes an independent analyst.

In his view, then, Cairo has not big enough shoulders to raise cash, because to approximately 350 million needed to detect 95% of RCS that does not have to 0.70 euro, would add 411 million debt RCS (net of the sale of RCS Libri); even removing his chest, amounting to 110 million, it would be a debt of around 650 million “on a combined EBITDA in 2016 expected at around 120 million: unsustainable”. Maybe it could improve the exchange offer or make an offer mixed, but for RCS to decide will be the large floating and it is “hard to find an offer more attractive than cash”. “In my view, the die is cast,” he concludes. More …