Banca Cf +’s takeover bid for Banca Sistema begins, with the ECB and Bankitalia giving the inexperienced gentle | EUROtoday

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Banca Cf +’s takeover bid for Banca Sistema begins. With reference to the voluntary public buy and trade supply on Banca Sistema’s unusual shares, Banca Cf+ has obtained all prior authorizations.

Green gentle from the European Central Bank

In a notice, Banca Cf + declares that it has obtained «from the European Central Bank, on 12 January 2026, the authorization for the direct and oblique acquisition of a controlling stake within the Issuer and from the Bank of Italy, on 13 January 2026, the authorization for the oblique acquisition of a controlling stake in Kruso Kapital and the authorization for the acquisition, by the Offeror, of direct and oblique shareholdings which, general, exceed 10% of the consolidated personal funds of the Offeror’s banking group”. Furthermore, it obtained «the authorization for the statutory amendments connected to the increase in the share capital functional to the maintenance of the regulatory capital requirements, as well as to calculate the newly issued shares among the primary class 1 capital instruments».

With reference to the authorization issued by the European Central Bank, Banca CF+ specifies in the note that «taking into account the non-agreed nature of the operation, the Supervisory Authority itself has prescribed that, in the event of completion of the Offer, Banca CF+ conducts due diligence to determine the badwill deriving from the operation within six months of its completion, to be certified by an auditing firm and to be transmitted without delay to the Bank of Italy. Following this, Banca Cf+ will also have to determine within the following month the possible adoption of the consequent mitigation actions, where necessary”. The notice provides: «Following the issuing of those authorizations, all of the prior authorizations required by the sector regulatory laws in relation to the Offer have been obtained. In gentle of the foregoing, the Offeror communicates that the situation of effectiveness of the Offer envisaged in paragraph 1.5, level (i), of the communication revealed on 30 June 2025 pursuant to article 102, paragraph 1, of Legislative Decree no. 24 February 1998. 58 (‘Tuf’), and of article 37 of the Issuers’ Regulation (the “Offeror’s Communication”) have to be thought of fulfilled”.