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Mps, why Delfin said yes to Lovaglio (and no to Caltagirone)

Behind Delfin of Del Vecchio's vote that overturns Siena is the strategy on Mediobanca and Generali. With Banco Bpm being decisive and the government caught between adaptation and new cracks. Comments and interpretations on the positions of Delfin, Banco Bpm, and the government.

The final scene is that of Siena, with the Mps assembly erupting in applause and chanting the winner’s name: Luigi Lovaglio. But the result was decided elsewhere, between Milan, Trieste, and Rome, along the axis that holds together Delfin, Banco Bpm, Mediobanca, and Generali.

The Plt list of the Tortora family surprisingly (but not too much) prevails with 49.95% of the votes against 38.79% of the outgoing board’s list. A result built piece by piece, but decided by two key moves: the vote of Delfin (17.5%) and that of Banco Bpm (3.7%), which together account for over 21% of the capital and definitively shift the balance.

THE DECISIVE ROLE OF DELFIN: INVESTOR, NOT ALLY

The first piece of Lovaglio’s victory is called Delfin. The holding company of the Del Vecchio family, led by Francesco Milleri (in the photo), chose to openly take a stand, breaking the ambiguity of the previous weeks.

A choice that, according to what has been reconstructed, does not arise from alliance logic but from a cold and typically financial evaluation: “It is not a victory, but a patch on what was becoming a huge problem for the country,” Milleri reportedly confided.

Behind this phrase lies a double key of interpretation. On one hand, the desire to avoid that tensions over Generali and Mediobanca would end up compromising an industrial operation considered valid, such as the integration between Mps and Piazzetta Cuccia. On the other hand, a purely financial logic: supporting the manager who has produced results and can best enhance the asset.

As also noted by the Corriere della Sera, Delfin “has always acted as a pure financial investor betting on the manager who achieved the best result on the field.” In this light, Lovaglio becomes the guarantor of the continuity of the Mediobanca plan.

THE BREAK WITH CALTAGIRONE: NEVER A MARRIAGE

This is where the real fracture occurs. For months there was talk of a Delfin-Caltagirone axis, especially in the Generali battles. But the vote on Mps certifies a divergence.

“There was no marriage, there was no divorce,” writes the Corriere, portraying a relationship that was never organic. Yet, the break is evident: on one side Delfin voting for Lovaglio, on the other Francesco Gaetano Caltagirone supporting the board’s list and the candidacy of Fabrizio Palermo.

The reasons for the divergence are multiple. On the industrial level, the key issue is Generali: Caltagirone continues to view the dossier in terms of the balances and governance of the Lion, while Delfin steps aside and avoids intertwining the Trieste game too much with that of Siena and Mediobanca, distancing itself from those “power struggles” that – according to the Sole 24 Ore – risked compromising the operation. In the background also weigh the shadows of the Milan investigation, which according to some readings contributed to cooling relations.

The result is a rift that changes the balances: Delfin distances itself and repositions as an autonomous investor, leaving Caltagirone isolated.

BANCO BPM: TECHNICAL VOTE OR POLITICAL MOVE?

The second pillar of the victory is Banco Bpm. The group led by Giuseppe Castagna chose to vote for Lovaglio with its 3.7%, proving decisive in the assembly.

One interpretation is that of industrial continuity: defending commercial agreements with Mps, particularly on asset management through Anima Holding, and supporting a project that has already produced results.

But other elements emerge beneath the surface. Banco Bpm was recently at the center of a takeover attempt by UniCredit, stopped by the government’s golden power. An episode that strengthened ties with part of the executive and consolidated a more autonomous line compared to the large groups.

In this context, the vote on Mps also takes on a strategic value: strengthening an alternative hub and keeping open the game on possible future mergers. Not by chance, among the circulating hypotheses is that of a merger between Siena and Banco Bpm.

MEDIOBANCA, GENERALI, AND THE “ITALIAN JPMORGAN”

Behind the assembly battle of Siena moves, in any case, the broader game of Mediobanca and, cascading, of Generali.

This is where the choice of Delfin and the break with Francesco Gaetano Caltagirone are fully understood. Del Vecchio’s holding has continued to behave as a pure investor, choosing from time to time the project deemed most solid. In this case, that project has a precise name: Luigi Lovaglio.

Not only for the recovery of Mps – which also weighs – but for what comes next. Because the offer on Mediobanca, wanted and built by the manager, “has opened the prospect of the birth of an entirely Italian JPMorgan,” as Pierluigi Tortora said a few weeks ago. A non-random reference, also in light of the role of Vittorio Grilli, today chairman of Mediobanca and former JP executive.

Here lies the key passage: Delfin did not simply vote for a CEO, it chose a strategy. A strategy that foresees the integration between Mps and Mediobanca and, subsequently, a reorganization with possible spin-offs and synergies estimated at at least 700 million euros. In this scheme, Lovaglio is considered “the most suitable subject to carry it forward,” while his exclusion was seen as a concrete risk for the entire project.

Hence the decision: support the Plt list and lock in continuity. The effect is immediately seen on Generali. With Mps, through Mediobanca, controlling 13.2% of the Lion, the game inevitably shifts to Trieste, but with a different approach: less confrontation on governance and more attention to the financial enhancement of the asset. This marks the distance with Caltagirone, for whom Generali is a control game even before a market one.

In other words, Siena does not close the risk game. It relaunches it. But with a different logic.

THE GOVERNMENT BETWEEN DIRECTION, ADAPTATION, AND INTERNAL CRACKS

In the background, inevitably, politics. But reducing the Mps game to a “slap” to the government risks oversimplifying.

Some reconstructions speak of a disoriented executive: Repubblica describes a “broken front at Palazzo Chigi” and a “free for all” atmosphere while the Fatto Quotidiano evokes the “slap to Meloni” and the “Bpm-Giorgetti” axis.

Other readings are less harsh and provide a more nuanced picture.

More than a defeat, that of Siena appears as a game in which the government chose – or accepted – not to push all the way. Not by chance, in the preceding days, Palazzo Chigi had already shown signs of repositioning, progressively distancing itself from a confrontation too polarized on Caltagirone, also in light of the Milan investigations. So much so that Domani quotidiano ventures: Meloni has dropped Caltagirone.

In this light, Lovaglio’s victory can also be read as an outcome compatible with a more “systemic” line: managerial continuity, stability of the Mediobanca operation, and less exposure to tensions on Generali’s governance.

However, a not secondary political element remains: the different sensitivities within the majority. On one side the area closer to the premier, on the other the economic one linked to the Treasury and Giancarlo Giorgetti’s Lega, historically more attentive to banking and industrial balances. A divergence that does not explode but emerges between the lines.

The result is a mobile balance, in which new geometries are not excluded, starting from the Mps-Bpm convergence blessed by Giorgetti.

A NEW (UNSTABLE) BALANCE

In the end, Lovaglio returns to the top with eight councillors out of fifteen and a legitimacy strengthened by the assembly vote. But his victory is only the beginning of a new phase.

Delfin has shown it can decide games without tying itself stably to anyone. Banco Bpm confirms itself as the swing vote and a possible protagonist of future consolidations. Caltagirone remains a central but downsized actor. And above all, the real clash moves elsewhere: on Mediobanca and Generali, where the balances are far from defined.

The Siena game, in short, was not the end point. It was only the beginning of the second half of the Italian banking risk game.

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