By Adria Calatayud

Italian banks Banca Monte dei Paschi di Siena and Mediobanca reached an agreement on the terms of their merger, which they expect to complete by the end of the year and to lead to the delisting of Mediobanca.

Monte Paschi, which holds 86.35% of Mediobanca after last year's takeover bid, will offer 2.45 of its own shares for each outstanding share in Mediobanca, the banks said late Tuesday. As a result, Monte Paschi said it plans a capital increase to issue up to 272 million shares, or roughly 9% of its current share capital.

The capital increase is set to dilute the holdings of Monte Paschi's shareholders. The bank said the stake of top shareholders Delfin, Gruppo Francesco Gaetano Caltagirone, Blackrock and the Italian state would be 16.1%, 9.4%, 4.6% and 4.5%, assuming the current structure remains unchanged. Delfin, Caltagirone, Blackrock and Italy currently own 17.5%, 10.3%, 5% and 4.9% of Monte Paschi, according to the bank's website.

Monte Paschi launched a surprise $19 billion bid for Mediobanca early last year and prevailed in its attempt to win control after securing majority ownership in September, creating Italy's third-largest lender by assets. Last month, Monte Paschi said it would delist Mediobanca and that it would integrate it through a merger by incorporation.

The banks said the merger plan remains subject to shareholder approval and that they expect it to become effective by the end of 2026.

Write to Adria Calatayud at adria.calatayud@wsj.com

(END) Dow Jones Newswires

March 11, 2026 03:06 ET (07:06 GMT)

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