Mergers and more. Why the axis between Italy and Norway is worth following

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There must be a special feeling between the Meloni government and Norway in this period, certainly more than with France regarding the various open financial and industrial dossiers. After the Prime Minister had made it known that a Norwegian investment fund, the largest in the world by assets, has so much faith in Italy that it has brought its investment in BTPs to 8 billion, over the weekend the marriage of the public subsidiary Saipem with the Subsea7 group, also from the country of the fjords, was announced . Objective: to create a global giant of energy engineering with 20 billion in revenues and 43 billion in order portfolio, whose name will be Saipem 7.

The investor who loves Italian government bonds is Norges Bank , which is in fact among the most liquid sovereign funds globally, while Subsea7 has always been Saipem's main competitor and has Siem Industries as its main shareholder, a company headed by Norwegian magnate Christian Siem, followed by the American fund Elliot and the Folketrygdfondet fund, which manages the pensions of Norwegian government employees on behalf of the Ministry of Finance. Both companies, Saipem and Subsea, however, have widespread shareholdings with a large number of international market operators, but post-merger Italy will be present in the new group with a "combined" stake of 17 percent between Eni and Cdp, which in fact will allow it to have a prevailing weight in governance. Thus, Saipem will be responsible for appointing the CEO (the first will be Alessandro Puliti, the manager who got the company back on its feet after the 2021 crisis) while Subsea will appoint the president .

It is no coincidence that the Minister of Economy, Giancarlo Giorgetti , has underlined that the merger "is the perfect example of how the public can valorise impressive industrial operations". In fact, the giant Saipem 7 will have its headquarters in Italy and will be listed on both the Milan Stock Exchange, with a capitalisation of 9-10 billion euros, and on the Oslo Stock Exchange . Making a cross-border merger without having to raise the spectre of the Golden Power represents the perfect move for Palazzo Chigi, which is increasingly intervening to favour "Italian" solutions in the consolidation processes that concern the banking-financial and telephone sectors. But despite the immediate appreciation expressed by many analysts for the industrial design and synergies between the two groups, something has not convinced the market. The two stocks have, in fact, had opposite reactions, with Subsea's reaction in Oslo being very positive and Saipem's reaction in Milan being negative, which materialised towards the end of the day after an initial moment of enthusiasm .

Why? There could be European antitrust problems even if the geographies are complementary and the announced execution times are rather long (starting in 2026), but these are not determining aspects of the Italian-Norwegian deal. The biggest doubt that emerged only late yesterday afternoon is that the agreements signed could contain conditions that penalize the Italian side , in particular the extraordinary dividend of 450 million dollars that Subsea shareholders will distribute before the merger, of which approximately 110 million will go straight into the pockets of the Norwegian magnate Siem.

But everything has a price and as Alessandro Pozzi , analyst at Mediobanca Research, explains to Il Foglio, “it looks like a merger, but in reality it is Saipem that is buying Subsea”. In these cases, in fact, it can happen that the parties agree on what Pozzi defines as a “sweetener” for the one who is acquired, in this case the Norwegian partners. “In any case – he continues – we believe that the operation has a clear strategic logic and could lead to the birth of a true global champion in offshore energy services . Thanks to the combination of their skills, resources and fleets, the two companies could obtain important revenue synergies by reducing the number of players in the sector. Furthermore, we see their respective fleets as highly complementary and this benefit would not only improve the margins of Saipem 7 but would bring advantages to the entire sector”. In short, in the end the judgment is positive on the industrial level while on the financial one it is pragmatic : the Italian system (Eni-Cdp) has accepted the idea that the company it is about to marry will bring 450 million less as a dowry. A trade-off: Taking over a public company is never free.

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