Finsoe

Finsoe S.p.A., whose name derives from Finanziaria dell'economia Sociale, was an Italian intermediate holding company established within the ownership structure of the Coop cooperative movement. Rather than operating primarily as a consumer-facing brand, Finsoe served as a corporate and governance vehicle through which cooperative shareholders coordinated their investment in Unipol, the Italian insurance and financial-services group. Its importance therefore lay in ownership architecture, voting control and strategic relationships rather than in retail products sold under the Finsoe name. Finsoe became the major shareholder of Unipol. For much of the period before 2015, Unipol had two classes of shares, allowing Finsoe to exercise approximately 50.75% of the voting rights while holding about 31.40% of the share capital. The two-class structure was subsequently removed in mid-2015 when the shares were converted into ordinary shares, changing the relationship between Finsoe's capital ownership and voting power. The company participated in a series of alliances and transactions involving Italian banks, insurers and other financial institutions. During the 1990s and early 2000s, it maintained cross-ownership links with Casse Emiliano Romagnole, the banking group associated with Carisbo, and with entities connected to Banca Agricola Mantovana and Banca Monte dei Paschi di Siena. These relationships were accompanied by joint ventures and investments involving UniSalute, Linear Assicurazioni, Noricum Assicurazioni, Quadrifoglio Vita and Banca dell'Economia Cooperativa, later known as Unipol Banca. Banca MPS became a significant Finsoe shareholder after acquiring Banca Agricola Mantovana and purchasing additional Finsoe shares from Hopa in 2003. Its holding later declined when it did not participate fully in Finsoe capital increases. Following Unipol's unsuccessful attempt to acquire Banca Nazionale del Lavoro, Banca MPS sold a substantial portion of its Finsoe stake to Holmo in 2007 and disposed of its remaining interest in 2008. Finsoe also exited its direct minority investment in Unipol Banca in August 2008, selling its 4.99% holding to Aurora Assicurazioni, an Unipol subsidiary. Finsoe's shareholder structure evolved as cooperative ownership was reorganized. Holmo, another intermediate holding company for Coop societies, held a dominant position in the early 2010s, but those interests were subsequently transferred to cooperative shareholders. After the creation of Coop Alleanza 3.0 on 1 January 2016, that cooperative became the largest single shareholder of Finsoe. Other reported shareholders included Holmo, Cooperare, Novacoop, Unicoop Tirreno, Spring 2, P&V Assurances and several Italian cooperative organizations. The available reference material documents Finsoe chiefly as an investment and control company connected to Unipol. It does not establish a current website, executive roster, consumer offering or independently marketed product portfolio. Its present operating status is therefore left uncertain in this dossier.

Finsoe was an Italian intermediate holding company whose full name was Finanziaria dell'economia Sociale. It was associated with the cooperative societies forming the Coop ownership network and functioned primarily as a vehicle for investing in and exercising influence over Unipol. Its corporate history was closely connected to the restructuring of Italian banking and insurance relationships during the 1990s and 2000s. From 1995 to 2001, Finsoe and Casse Emiliano Romagnole, the banking group connected with Carisbo, held interests in one another. Unipol also held a minority position in CAER, while the two groups participated in ventures involving UniSalute, Noricum Assicurazioni, Linear Assicurazioni and Banca dell'Economia Cooperativa. The latter was subsequently renamed Unipol Banca. In 2001, Cardine Banca, the successor to CAER, sold its interests in Finsoe and Unipol Banca, leaving a more limited set of cross-ownership relationships. Banca Agricola Mantovana became a minority Finsoe shareholder in 1998. That year, Quadrifoglio Vita was established as a joint venture involving Unipol, a Finsoe subsidiary and BAM. After Banca MPS acquired BAM in 1999, MPS became increasingly involved in Finsoe. It purchased a 20% interest in 2001 and, in February 2003, acquired a further block of shares from Hopa for approximately 179.3 million euros, bringing its Finsoe ownership to about 39% according to the cited reference material. MPS also participated in Finsoe capital increases that supported the acquisition of Winterthur Italia. Finsoe later bought back minority interests in Linear Assicurazioni and UniSalute from Banca MPS. When MPS did not participate in subsequent Finsoe capital increases in 2005, its percentage holding declined. In February 2007, following Unipol's failed bid for Banca Nazionale del Lavoro, MPS sold 14.839% of Finsoe to Holmo. Holmo consequently became the dominant shareholder, while MPS retained a smaller position. In June 2008, MPS sold its remaining Finsoe interest to Finsoe and Holmo. Quadrifoglio Vita was also sold by Unipol to AXA through Banca MPS in 2008. Finsoe's links with international financial institutions expanded in 2006 when BNP Paribas acquired a 4.5% stake from Holmo. BNP Paribas also acquired the BNL shares previously owned by Unipol. Between 2010 and 2012, BNP Paribas sold its Finsoe shares to Spring 2, another intermediate holding company connected with cooperative societies. Separately, BNP Paribas acquired a majority stake in BNL Vita from Unipol in 2011. In August 2008, Finsoe sold its 4.99% direct interest in Unipol Banca to Aurora Assicurazioni for a reported 68.6 million euros. Holmo also sold a matching 4.99% holding to Aurora, with the transactions linked to financing the repurchase of Finsoe shares from Banca MPS. By February 2011, Holmo reportedly held 76.5% of Finsoe, but those interests were later transferred to the underlying cooperative societies. The formation of Coop Alleanza 3.0 on 1 January 2016 changed the shareholder landscape again, making the new cooperative Finsoe's largest single shareholder. The available source does not provide a definitive account of Finsoe's current legal status, management or activities beyond its historical role in the Unipol ownership structure.

• 2016

  Coop Alleanza 3.0 becomes the largest single shareholder

  [1]Finsoeen.wikipedia.org

  After its creation on 1 January 2016, Coop Alleanza 3.0 became the largest individual shareholder of Finsoe.

• 2015

  Unipol share classes are converted

  [1]Finsoeen.wikipedia.org

  Unipol converted its two classes of shares into ordinary shares, ending the structure that had allowed Finsoe to hold a larger proportion of voting rights than economic capital.

• 2008

  Finsoe withdraws from Unipol Banca

  [1]Finsoeen.wikipedia.org

  Finsoe sold its 4.99% interest in Unipol Banca to Aurora Assicurazioni, an Unipol subsidiary.

• 2007

  Holmo acquires a major Finsoe stake

  [1]Finsoeen.wikipedia.org

  Banca MPS sold 14.839% of Finsoe to Holmo after Unipol's failed BNL takeover attempt, leaving Holmo with a reported majority position.

• 2006

  BNP Paribas acquires a Finsoe interest

  [1]Finsoeen.wikipedia.org

  BNP Paribas purchased a 4.5% interest in Finsoe from Holmo and separately acquired Unipol's BNL shares.

• 2004

  Finsoe buys back insurance interests

  [1]Finsoeen.wikipedia.org

  Finsoe acquired Banca MPS's minority interests in Linear Assicurazioni and UniSalute.

• 2003

  Banca MPS becomes a major shareholder

  [1]Finsoeen.wikipedia.org

  Banca MPS bought an additional block of Finsoe shares from Hopa, raising its reported ownership to approximately 39%.

• 2001

  Cardine exits and Banca MPS acquires a Finsoe stake

  [1]Finsoeen.wikipedia.org

  Cardine Banca sold its Finsoe interests, while Banca MPS purchased a 20% stake in Finsoe.

• 1998

  Banca Agricola Mantovana enters Finsoe

  [1]Finsoeen.wikipedia.org

  Banca Agricola Mantovana became a minority shareholder, and Quadrifoglio Vita was formed as a joint venture involving Unipol, Finsoe interests and BAM.

• 1995

  Cross-ownership with Casse Emiliano Romagnole

  [1]Finsoeen.wikipedia.org

  Casse Emiliano Romagnole was reported as holding a minority stake in Finsoe, while Unipol held a minority interest in CAER.

An institutional holding and governance vehicle for cooperative shareholders associated with Coop Italy, rather than a consumer-facing operating brand.

Product categories. Holding-company investment and governance interests · Strategic shareholding in Unipol · Corporate ownership coordination for Coop-associated cooperative societies

• 2015

  Conversion of Unipol share classesStrategy

  Background

  Before the conversion, Unipol's dual-class structure gave Finsoe approximately 50.75% of voting rights despite its approximately 31.40% share-capital holding.

  Action taken

  Unipol converted its share classes into ordinary shares.

  Aftermath

  The distinction between Finsoe's voting influence and its economic ownership was reduced or removed under the ordinary-share structure.

  Source

• 2008

  Sale of Finsoe's Unipol Banca stakeM&A

  Background

  Finsoe held a direct minority interest in Unipol Banca during a period of restructuring among its cooperative and financial shareholders.

  Action taken

  Finsoe sold its 4.99% holding in Unipol Banca to Aurora Assicurazioni, an Unipol subsidiary.

  Aftermath

  The transaction ended Finsoe's direct minority shareholding in Unipol Banca.

  Reported transaction value. €68.6 million (August 2008)

  Source

1. 1Finsoeen.wikipedia.org