Overview
- UniCredit said it had received 10.9% of Commerzbank shares tendered, which raises its direct holding to about 37.7% and brings its exposure including term trades to roughly 40.9%.
- Commerzbank has asked BaFin to investigate claims that many tendered positions come from banks that are counterparties to UniCredit through derivative hedges, with public filings naming firms such as Nomura as having tendered material packages.
- Media reports and market filings suggest complex total‑return swaps and stock‑lending chains could let the same economic exposure be counted more than once, a practice that Commerzbank says may misstate independent investor support for the offer.
- UniCredit strongly denied any impropriety and said its disclosures follow legal rules, while lawyers and market commentators say both BaFin and the ECB’s banking supervision may need to assess whether UniCredit effectively controls Commerzbank without a clear majority.
- The offer is a voluntary share‑swap of 0.485 UniCredit shares per Commerzbank share intended to avoid a costly cash mandatory bid, the acceptance period runs into mid‑June with a likely extension, and the outcome could affect jobs, Germany’s state stake and the wider debate over cross‑border bank consolidation in Europe.