Unternehmensübernahmen

UniCredit reported on Tuesday that its stake in Commerzbank has risen to 34.35 percent of shares – for the first time clearly exceeding the one-third threshold. Handelsblatt reports that UniCredit is continuing to buy shares unimpressed by political and corporate resistance in Germany.

The one-third threshold is significant under German stock law: from 30 percent, there is generally an obligation to make a public takeover offer – UniCredit had already crossed this hurdle previously with regulatory approval. The group is now approaching the 35 percent mark, which could trigger further regulatory consequences.

In addition to its direct shareholding, UniCredit holds derivative positions according to ANSA, through which Orcel economically controls more than 50 percent of Commerzbank. Commerzbank itself cautioned against overestimating these derivatives, as FAZ reports – the actual voting rights situation and economic control are not identical.

Federal government rejects takeover

Commerzbank management and the federal government, which still holds around twelve percent of shares, continue to reject a hostile takeover. Nevertheless, UniCredit's step-by-step approach is having an effect: Zeit Online describes how the Milan-based financial institution is creating fait accompli with each purchase and increasing pressure on Commerzbank's board and supervisory board.

For UniCredit, Commerzbank is strategically attractive: a successful takeover would represent one of the largest cross-border bank mergers in eurozone history. ZDF summarizes that UniCredit would thereby massively expand its business in Germany – Europe's largest banking market. Orcel has repeatedly emphasized seeking a takeover only with the consent of all parties involved, but continues to buy shares in parallel.

Regulation decides next steps

How things proceed now depends primarily on German regulator BaFin and the European Central Bank, which would have to approve further stake increases. According to manager magazin, UniCredit plans to concretize the takeover strategy by 2026.