On Monday, by announcing a €30.6bn cash-and-stock offer for Mps, the 64-year-old Messina reprised a strategy already tested six years ago with the surprise acquisition of Ubi, Italy's most solid mid-sized bank, thereby overtaking UniCredit as the country's leading lender.
As on that occasion, the operation was preceded by months of confidential preparation to structure a deal capable of addressing predictable antitrust hurdles in advance. Once again, a key partner was Carlo Cimbri's Unipol, another prominent figure on the Italian financial landscape.
Discussions on the Mps project began in January and were held in the utmost secrecy between the teams of the two companies. After a pause for personal reasons, with Messina committed to caring for his mother, who passed away a month ago, negotiations regained momentum until the announcement, which was moved forward two days from initial plans, partly in light of the interest shown by competitor Banco BPM.
SMOOTH RELATIONS WITH THE GOVERNMENT
At the helm of Intesa since 2013, following a nearly twenty-year career within the group and a brief stint in academia, Messina has built a close relationship with institutions over time.
Born and trained in Rome, without significant international experience, Messina refined his English skills when he became CEO, progressively strengthening his credibility in global markets as well.
His goal has been to position Intesa as a reliable interlocutor for the government in a heavily bank-centric economy.
"When forces are joined, great results can be achieved," Messina said this week.
While UniCredit has focused abroad, Intesa has bet on Italy's vast pool of private savings, orienting its business toward asset management and insurance, thus becoming a "systemic bank": an ally of the state.
This role proved decisive as early as June 2017, when the Italian government organized the rescue of two failing Venetian banks over the course of a weekend.
The operation brought €5.2bn in public funds, the healthy assets of the two institutions, and €12bn in state guarantees into Intesa's coffers.
The intervention was so costly for taxpayers that, according to officials speaking to Reuters, the Treasury had pledged never again to grant such generous terms in a bank rescue.
This stance contributed to the collapse of negotiations with UniCredit for the rescue of Mps in 2021, when CEO Andrea Orcel sought terms similar to the Venetian banks' case.
TRUSTED PARTNERS
Messina has kept Intesa out of what he called the "frenzy" of recent consolidation, while Orcel infuriated the Treasury by launching a bid for Banco BPM in November 2024 to block a government-backed BPM-Mps deal, before clashing in Germany over his acquisition campaign for Commerzbank.
But with UniCredit occupied with the German bank and Mps facing internal tensions following the acquisition of Mediobanca, Intesa began working on a deal in which Unipol would take over about half of Mps's bank branches to satisfy antitrust requirements.
The agreement with the company, which involves up to €3.5bn in cash, was finalized after months of negotiations.
"In these operations, relationships with people also play a role," Messina said on Monday. "I trust someone like Carlo Cimbri implicitly. He is a man of his word: when he says something, he does it."
The trust is mutual. Cimbri once described Messina as "the only true banker" in Italy.
A CLOSE-KNIT TEAM
Intesa is led by a small group of managers who have rotated through senior roles as direct collaborators of the CEO, ensuring continuity at the top, even though Messina, re-elected in April 2025 for a new three-year term, has repeatedly reaffirmed his willingness to remain at the helm as long as he has the support of shareholders.
His high dividend policy has consolidated the support of major shareholders, including Italian banking foundations and large international investors such as BlackRock.
The group also maintains a significant social profile, with substantial philanthropic initiatives and a reputation for job stability, although some employees report a certain organizational rigidity.
Messina, who often speaks about social inequality, has publicly promised that heavy technological investments will not lead to staff cuts.
LEARNING FROM MISTAKES
The rescue of the Venetian banks allowed Messina to move past a rare setback in 2017, when a leak forced Intesa to reveal a study on a possible merger with Generali, which was abandoned a few weeks later.
Since then, the group has developed its insurance business internally, and an acquisition of Generali would face major antitrust obstacles.
Intesa remains interested, however, in the 13% stake in Generali it will acquire through Mps.
To protect this position, it recently purchased a 3% stake in Generali, avoiding a repeat of 2017, when the Generali insurance group reacted by acquiring Intesa shares as a defensive measure.
Italian rules on cross-shareholdings effectively favor the first buyer, limiting the voting rights of the second.
"One can make a mistake. But one cannot make the same mistake twice," Messina told analysts.
(Translated by Jasmine Mazzarello, edited by Andrea Mandala)
