UniCredit gains 48% share in Commerzbank
UniCredit announced on Wednesday that it has acquired 47.6 per cent of the shares of Commerzbank, positioning the Italian bank just shy of gaining control of the German lender it has been pursuing since 2024. UniCredit chief executive officer Andrea Orcel, the architect of the cross-border deal, now faces the decision of whether to increase the stake above 50 percent. This move would enable his bank to propose board changes at the Frankfurt-based lender, or he may choose to pursue consensus first, as he had previously committed to doing.
Present in Germany since 2005 via its Bavarian unit HVB, UniCredit may encounter significant challenges in progressing its takeover initiative due to entrenched opposition from the government, labour unions, and Commerzbank itself. Germany’s finance ministry reiterated its disapproval of UniCredit on Wednesday, deeming its “aggressive and hostile approach” unacceptable. Commerzbank, retaining a 12 per cent stake from a 2009 bailout by Berlin, has expressed opposition to the deal while indicating a willingness to engage in constructive dialogue with UniCredit, reflecting similar sentiments voiced by the Milanese bank earlier on Wednesday.
Orcel and his Commerzbank counterpart Bettina Orlopp have engaged in multiple rounds of brief informal discussions; however, efforts to initiate meaningful negotiations regarding the takeover bid have thus far been unsuccessful due to ongoing disagreements. UniCredit stated that it now anticipates the European Central Bank will determine that it is in control of Commerzbank in accordance with German regulations. It would, however, require majority ownership to appoint all shareholder representatives on Commerzbank’s supervisory board, as Orcel has indicated it may pursue. Workers’ representatives occupy 50% of the board seats and express discontent with UniCredit’s strategy, according to Hans-Peter Burghof, chair of banking and financial services at the University of Hohenheim.
Although the head of the supervisory board, currently occupied by former Bundesbank chief Jens Weidmann, holds a double vote in the event of a tie, the bailout contract allocates two seats to the government, complicating matters for UniCredit, according to Burghof. Orcel has presented to investors his strategy to enhance the profitability of Commerzbank, a plan he intends to execute over the next few years while maintaining the independence of Commerzbank from HVB, a move that has provoked discontent among stakeholders.
