Bank
UniCredit pushes back against Commerzbank claims as €40B takeover battle continues
UniCredit has dismissed Commerzbank's claims that support for its takeover offer may be overstated. The disagreement comes as UniCredit's direct stake approaches 38% and total exposure exceeds 40%, keeping the proposed €40 billion deal under close scrutiny from investors, regulators and banking sector observers.
Commerzbank's assertion that the tendered acceptances for UniCredit's takeover bid might be lower than claimed have also raised tensions in relation to the deal that could completely reorganize European banking.
The spat broke out when the German bank expressed doubt on the extent to which the exchange offer acceptance by shareholders represents true backing for the merger; Commerzbank said some shareholders' acceptances into the offer may not represent them truly accepting the offer.
Commerzbank also raised doubts whether some of the tendered acceptances represent anything else than share derivatisation with third-party long term investors.
UniCredit refuted these claims on June 15, declaring all tenders made as valid and irrevocable. "Statements suggesting that our acceptances are exaggerated are unfounded," Italian bank insisted.
Gaining ground while faced with resistance
UniCredit continues to grow its stake in Commerzbank, as it announces shareholders of around 10.9 per cent of Commerzbank share capital have accepted the offer, which brings the direct stake of UniCredit in Commerzbank up to 37.7 per cent.
Taking into account positions arising out of derivatives holdings, the stake becomes greater than 40 per cent, as Commerzbank board continues to advise shareholders against accepting the bid, and argue the merger will not benefit investors, and could be negative for the German lender.
The offer is valued at €39B-€40B, and it would be one of the largest in Europe.
Commerzbank bid as a European test-case
The transaction is watched with a great deal of attention from all corners of the world (US and Australia included) as regulators and policy makers urge banks to join hands to become greater European banks.
Central bank data says markets in the euro area are much more fragmented than those in the US where decades of bank consolidation have given rise to large national lenders; and experts believe that EU needs to achieve the same goal if European banks want to compete against big American counterparts.
UniCredit recorded a record profit of €9.7B in 2025 and Commerzbank posted net profit of €3.1B; these results fuel further arguments around whether Commerzbank would produce better performance on its own or as a part of larger European group.
Regulatory scrutiny
Commerzbank has tried to engage regulatory intervention concerning elements of the tender, arguing that the declared percentage of acceptance should not be regarded as a clear approval of the takeover bid from the shareholder side.
However, for the moment, the banks are at odds on the issue, and observers will be looking at regulators and further actions by shareholders, as well as at developments on this deal, among the most talked-about banking transactions in Europe, right now.
Source: Reuters
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