Prime Minister Mario Draghi in March approved a decree allowing RAI to cut its holding in Rai Way below 51% from the current 65%, in a move expected to trigger consolidation in the television and radio mast sector.

The decree could pave the way for merger talks between Rai Way and unlisted rival EI Towers, a long-mooted tie-up that would create a group worth more than 2 billion euros ($2.2 billion).

EI Towers is 40%-owned by Italy's top commercial broadcaster MediaForEurope (MFE), controlled by the family of former prime minister Silvio Berlusconi. Italian state-backed infrastructure fund F2i holds the remaining 60%.

MFE valued its EI Towers stake at 387.7 million euros in its 2021 financial statements, implying an overall valuation for EI Towers of around 1 billion euros.

Listed in 2014, Rai Way has a market capitalisation of approximately 1.4 billion euros.

Under the decree, RAI can cut its stake in Rai Way to no lower than 30% while keeping control of Rai Way's infrastructure.

News of Lazard's mandate was first reported by Il Sole 24 Ore daily on Wednesday. Lazard declined to comment.

A third source separately said advisers would assess whether the conditions set out by the government were attractive for all parties involved.

A fourth source told Reuters F2i was unwilling to back a deal that would see RAI take control of EI Towers' infrastructure.

F2i CEO Renato Ravanelli has said the fund would strive to contribute to the project of a single broadcasting tower company and create infrastructure aligned with European competition best practices, F2i told Reuters in a statement.

RAI has traditionally been subject to political influence and a potential merger of its tower arm with EI Towers is opposed by several ruling politicians.

In April, an influential parliamentary committee supervising the state broadcaster approved a document urging RAI to preserve a majority stake in Rai Way.

($1 = 0.9319 euros)

(Reporting by Giuseppe Fonte and Elvira Pollina; Editing by Mark Potter)