*

Offers 6.6% premium vs Wednesday's closing level

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Deal expected to close in second half of 2025

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Unipol is main shareholder in both banks

By Andrea Mandala and Gursimran Mehar

MILAN, Feb 6 (Reuters) - Italy's fourth-largest bank

BPER on Thursday joined in a raft of takeover bids

rocking the country's financial sector, with a 4.3 billion euro

($4.46 billion) all-share bid for Banca Popolare di Sondrio

.

BPER and Popolare di Sondrio (BPSO) have in common their

main shareholder, insurer Unipol, which distributes its

products through both banks.

BPER said it would issue 29 new shares for every 20 shares

of BPSO shares tendered, implying a premium of 7.8% based on

Thursday's closing prices, according to Reuters calculations.

BPER said the premium is of 6.6% based on Wednesday's

closing levels, but both BPER and BPSO shares gained over 4% on

Thursday.

BPER said it aimed to secure at least 35% of BPSO's capital

plus one share in order to exert control over the rival.

The combined company's net profit is expected to surpass 2

billion euros in 2027, BPER said adding that it expects the deal

to close in the second half of 2025.

BPER's market capitalisation of about 9.74 billion euros is

more than double mid-sized lender BPSO's market value of 4.17

billion euros, according to LSEG data.

Though Unipol boss Carlo Cimbri had previously

said that a merger between BPER and BPSO would be "a mistake,"

the combination had been widely expected to take place at some

point in the future.

The bid comes as a number of unsolicited buyout offers are

set to redesign Italy's banking landscape.

Before Christmas, BPER's direct rival Banco BPM

launched a bid for asset manager Anima Holding and

took a stake in bailed-out Monte dei Paschi di Siena,

before becoming a takeover target for UniCredit.

Then earlier this year, state-backed Monte dei Paschi

launched a hostile 13.3 billion euro all-share bid for

prestigious rival Mediobanca.

Unsolicited offers are traditionally rare in the finance

industry. But Intesa Sanpaolo led the way back in 2020

by acquiring smaller rival UBI after a strenuous takeover

battle.

BPER reported full-year adjusted consolidated net profit of

at 1.40 billion euros, the Modena-based bank said in a separate

statement.

($1 = 0.9634 euros)

(Reporting by Andrea Mandala in Milan and Gursimran Kaur in

Bengaluru; Editing by Shounak Dasgupta and Valentina Za)