UPDATE 3-Atlantia minority investors call on board to reject CDP bid for Autostrade

* Offer from consortium undervalues unit – TCI, Spinecap

* CDP and partners value 100% of Autostrade at 9.1 bln euros

* Sale of stake part of efforts to end political dispute

* Atlantia board set to decide later on Friday (Adds graphic for the stock)

MILAN, Feb 26 (Reuters) – Atlantia’s minority investors TCI and Spinecap on Friday called on the board of the Italian group to reject an offer for 88% of its motorway unit by Cassa Depositi e Prestiti (CDP) and its partners, saying it undervalued the asset.

Italian state lender CDP, together with co-investors Macquarie and Blackstone, have presented a proposal valuing the 100% of Atlantia’s Autostrade per l’Italia at 9.1 billion euros ($11 billion).

Italian daily la Repubblica reported that the consortium had also requested Atlantia guarantee up to 1.5 billion euros in potential damage claims, making the binding bid less attractive than previously expected.

“No deal is better than a bad deal, especially a bad deal and a wrong price,” TCI Advisory Services Partner Jonathan Amouyal said in a emailed comment to Reuters, urging the board to turn down the offer.

TCI, which holds an indirect stake of around 10% in Atlantia, repeated that the value for 100% of Autostrade should be no less than 12.5 billion euros.

The hedge fund also said the board should ask international banks to prepare a fairness opinion on the sale.

Smaller Atlantia investor Spinecap asked Atlantia board members and top managers, in a letter, to reject the consortium’s bid, a source at the firm told Reuters.

The negotiations between Atlantia and the CDP-led consortium are part of an effort to end a political dispute over Autostrade’s motorway concession triggered by the collapse of a motorway bridge run by the unit.

The bid expires on March 16, but the deadline could be extended in case Atlantia calls an extraordinary shareholders meeting (EGM) on the issue, la Repubblica reported.

“The details provided by the press are not supportive and we fear that Atlantia’s board or the EGM, if called, will reject the proposal submitted by the CDP-led consortium,” an analyst at Intesa Sanpaolo said in a note.

Shares in the group were down 1% at 1600 GMT, after recovering early losses, as investors waited for the decision of the board, expected later on Friday.

Atlantia, which is controlled by the Benetton family, owns 88% in Autostrade with Germany’s Allianz and funds DIF, EDF Invest and China’s Silk Road Fund holding the rest. ($1 = 0.8243 euros)

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