Italian bank UniCredit (CRDI.MI) announced on Tuesday it has increased its direct stake in German counterpart Commerzbank (CBKG.DE) to 34.4%. This move is part of a May 5 takeover bid, which continues to face widespread hostility in Germany. UniCredit is a significant Italian financial institution. It provides a broad range of banking and financial services across various markets. UniCredit’s latest data indicates investors have tendered Commerzbank shares representing 7.6% of the Frankfurt-based bank’s capital as of Tuesday, according to German takeover rules.
The tender offer, open until June 16, is currently priced below market rates, with institutional investors typically delaying decisions until closer to the deadline. UniCredit stated its voluntary exchange offer was designed to push its Commerzbank stake just above the mandatory 30% takeover threshold. This allows the Italian bank flexibility to acquire more shares on the market later. UniCredit also holds derivatives on 16.4% of Commerzbank’s share capital, mostly cash-settled, offering an option to adjust its final stake. Including share-settled derivatives, UniCredit’s total holding stands at 37.6%.
A German finance ministry spokesperson confirmed awareness of the developments, reiterating the government’s unchanged position. Germany, holding 12% of Commerzbank, has consistently rejected UniCredit’s approach as hostile. UniCredit Chief Executive Andrea Orcel faces pressure to finalise a deal, having previously paused takeover attempts. He has committed to financial return criteria, requiring UniCredit to avoid regulators declaring control without majority ownership. The offer, 0.458 new UniCredit shares per Commerzbank share, values Commerzbank at €35.75, below its Monday closing price of €37. UniCredit affirmed its objective: to exceed 30% for stake certainty and future acquisition optionality.
