The sale of a stake in Italian oil contractor Saipem by main owner Eni to a state-owned investment fund does not constitute a change of control and so is exempt from rules triggering a mandatory bid, Italian watchdog Consob said on Nov. 11.
State-controlled Eni, which owns 43 percent of Saipem, reached a deal in October to sell 12.5 percent of its stake in the oil service company to Fondo Strategico Italiano (FSI).
At the same time Eni and FSI agreed to tie up stakes of 12.5 percent each, plus one share, in a shareholder pact controlling Saipem.
Under Italian law an investor holding more than 25 percent of companies like Saipem is required to launch a bid on the remaining shares providing there is no bigger shareholder.
However, if it can be shown there has not been a change of control at the company, Consob can grant an exemption.
In a statement on Nov. 11 the watchdog said the deal between Eni and FSI did not involve any actual change of control as far as minority shareholders were concerned.
Eni, which after the deal with FSI will also have an 18 percent Saipem stake outside the shareholder pact, is 30 percent controlled by the state.
FSI is fully owned by Cassa Depositi e Prestiti which in turn is 80 percent owned by the Italian Treasury.
Eni is selling down its stake in its subsidiary to be able to take more than 5 billion euros of Saipem debt off its own balance sheet.
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