UniCredit secured a 47.6% stake in Commerzbank after a contested takeover offer, but Commerzbank said on Wednesday that less than 2% of institutional and retail investors tendered their shares. The German lender stated the low acceptance rate among independent shareholders demonstrates the low attractiveness of the offer. The limited tender response matters because UniCredit's large economic position does not reflect broad endorsement from Commerzbank's shareholder base, with much of the tension tied to how UniCredit built its exposure through derivatives and whether the offer provided sufficient value for minority investors. German government opposition has added political complexity to the transaction, with the state holding a 25% plus 1 share stake acquired during the 2009 financial crisis bailout that included a €10 billion capital injection.
German Government Rejects UniCredit Takeover Offer
The German government rejected UniCredit's offer in June. Chancellor Olaf Scholz described UniCredit's move to acquire a possible 21% stake as "an unfriendly attack." The government became a major shareholder during the global financial crisis, taking a 25% plus 1 share stake in 2009 in exchange for an additional €10 billion capital injection. Commerzbank has since returned to stronger profitability and rejoined Germany's DAX index, but the bank remains viewed as an important domestic lender for retail customers and corporate clients.
Commerzbank's 2008 Dresdner Bank Acquisition Led to State Bailout
Commerzbank's largest modern acquisition came in 2008, when it agreed to buy Dresdner Bank from Allianz in a $14.5 billion deal. During the global financial crisis, Commerzbank became the first commercial bank to seek capital from the German government, leading to the 2009 bailout and state shareholding. The bank launched a multi-year overhaul in 2016, dropped out of the DAX in 2018, held failed merger talks with Deutsche Bank in 2019, and later pushed ahead with job cuts, branch closures, and a renewed independence strategy under CEO Manfred Knof.
Commerzbank Management Rejected Offer in May
Commerzbank's management rejected UniCredit's offer in May, and Germany rejected it in June. UniCredit's interest was not new—the Italian bank had signaled interest in a potential merger as far back as 2017, and CEO Andrea Orcel approached Commerzbank again in early 2022 before the Ukraine war. Commerzbank posted a 20% increase in 2024 net profit in early 2025 and later announced plans to cut 3,900 mostly domestic jobs to support more ambitious profit targets. In May, the bank updated its strategy alongside earnings.
FAQ
What percentage of Commerzbank shares did independent investors tender to UniCredit?
Commerzbank said on Wednesday that less than 2% of institutional and retail investors tendered their shares as part of UniCredit's offer.
When did the German government acquire its stake in Commerzbank?
The German government took a 25% plus 1 share stake in Commerzbank in 2009 in exchange for an additional €10 billion capital injection during the global financial crisis.
How much did Commerzbank pay to acquire Dresdner Bank in 2008?
Commerzbank agreed to buy Dresdner Bank from Allianz in 2008 in a $14.5 billion deal.
