Telecom, Italias

Telecom Italia's Minority Holders Face a New Playbook After Poste Falls Short of Full Control

Published on 10/01/2026 at 15:21 | Editorial boerse-global.de

Poste Italiane holds 85.823% of Telecom Italia after its offer, leaving about 14% in minority hands and the delisting path uncertain.

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Poste Italiane has formally taken the helm at Telecom Italia, but the Italian postal group's failure to cross the 90% ownership line means the telecom's shares will keep trading — and leaves roughly 14% of the capital in minority hands with little say over what comes next.

The board of Telecom Italia acknowledged on Wednesday that Poste Italiane now exercises direction and coordination over the company, a leadership role effective immediately. The directors also signed off on fresh governance guidelines to govern how the two groups will work together going forward. The move follows Poste's confirmation on Tuesday of the final tally from its reopened offer: 85.823% of Telecom Italia's share capital.

Settlement Set for October 2, but the Squeeze-Out Threshold Slips Away

Payment for shares tendered during the offer extension is due to be settled on Thursday, October 2. Accepting investors will receive, for each Telecom Italia share, a package of 0.218 newly issued Poste Italiane shares plus EUR 1.97 in cash. Poste had already sweetened the cash leg by EUR 0.30 earlier in the process, yet a portion of long-standing shareholders still declined to sell.

That reluctance left the bidder short of the 90% level needed for an immediate squeeze-out and a subsequent delisting. Reuters reported the shortfall weighed on the stock as early as Monday, with traders trimming bets on a near-term exit from the exchange. Italian media outlets monitored by ANSA have since suggested a full legal combination could still be pursued over the medium term, potentially through a merger with a group company.

A Market That Has Already Started to Reprice the Story

Wednesday's session offered a snapshot of that recalibration. Telecom Italia ranked among the weaker names in Milan, shedding 2.6% to close at EUR 6.68. By Thursday the pressure had intensified, with the stock giving up 3.6% to EUR 6.44 — a level 21% below its 52-week high.

Should investors sell immediately? Or is it worth buying Telecom Italia?

For those still holding, the arithmetic of the situation is stark. With free float now just above 14%, trading liquidity risks drying up abruptly. Thin volumes tend to amplify price swings and make it harder to offload larger positions without accepting meaningful discounts.

Two Roads to Full Control, Two Very Different Outcomes

How Poste Italiane closes the remaining gap — a little more than four percentage points — will shape the investment case from here. Reuters notes the group must now lean on alternatives to secure complete control, with two main routes on the table: open-market purchases or a formal merger of the two companies.

The distinction matters enormously for minorities. Buying through the order book generates direct demand and could put a floor under the shares, since the majority holder would need to offer market participants a price incentive to surrender the last free stock. A merger, by contrast, drags the process into lengthy corporate-law requirements and valuation procedures — and the original offer terms, including that 0.218-share plus EUR 1.97 cash package, fall away once the acceptance period closes.

During the reopening window, 410 million shares were tendered, equal to 19.2% of the share capital. Investors must now decide whether to sit on their residual position or reduce exposure before a definitive structural move lands.

Where the Balance of Risk Tilts

A merger scenario carries its own hazards. The exchange ratio in such a deal would be set through a valuation process, and the cash premium paid during the tender is not guaranteed to be repeated. Even if a future combination were priced off the terms of the EUR 13 billion offer, minorities would be negotiating from a position of near-total weakness: with close to 86% of the votes, Poste controls shareholder meetings outright, leaving smaller holders with virtually no influence over strategy or future dividend decisions.

Anyone who stays invested therefore carries the risk of being bought out at less favorable terms in a later squeeze-out or merger resolution than those available during the official offer.

What to Watch Next

As long as the market can speculate on targeted buying by Poste Italiane, heavier institutional selling should be cushioned. Should that expectation flip toward a drawn-out merger without a cash component, the shares could come under further pressure given the shrinking float.

The next tangible catalyst is a formal step from the majority owner — either an announcement that it has begun purchasing stock on the exchange, or the convening of an extraordinary shareholders' meeting to prepare a merger. Until that choice is made, uncertainty remains the dominant force for Telecom Italia's minority investors.

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