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UniCredit Raises Direct Stake in Commerzbank to 34.4% in Takeover Push

German officials call the approach hostile which raises political and regulatory risk as the exchange offer values Commerzbank below recent market prices.

Overview

  • UniCredit disclosed Tuesday that its directly held stake in Commerzbank rose to 34.4 percent, with about 7.6 percent of Commerzbank shares tendered so far and an aggregate exposure of roughly 37.6 percent when certain instruments are included.
  • The voluntary exchange offer remains open until June 16 and proposes 0.458 UniCredit shares for each Commerzbank share, a ratio that values Commerzbank at about €35.75 per share compared with recent trading nearer €37.
  • Commerzbank’s CEO and the German government have publicly rejected the bid as undervaluing the bank, and Berlin still holds about a 12 percent stake that adds political weight to opposition.
  • UniCredit crossed the 30 percent threshold that can trigger mandatory-offer rules after a year of stakebuilding and has used derivatives, some cash-settled, which complicate how its final holding and control will be measured.
  • The next phase will hinge on whether large institutional holders tender late, whether regulators such as BaFin take action, and whether UniCredit’s management changes the offer as pressure grows on CEO Andrea Orcel and on Commerzbank’s standalone recovery plans.