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UniCredit on Tuesday said it had increased its equity stake in Commerzbank to about 20 per cent, as the Italian bank doubles down on a potential takeover of Germany’s second-largest lender despite opposition from Berlin.
UniCredit has built a 28 per cent interest in Commerzbank since last year through a combination of share purchases and derivative transactions.
Before the Italian bank’s latest announcement, it had a 9.5 per cent equity stake in Commerzbank, with the remainder of its 28 per cent interest held through derivatives.
In a statement on Tuesday, UniCredit said it had received “all necessary legal and regulatory approvals” to convert about 10 per cent of its current interest in Commerzbank held through derivatives into physical shares.
The move will make UniCredit the largest shareholder in Commerzbank, and the Italian lender said the approvals underscored the “appropriateness of our actions and approach”.
The Milan-based bank added that it plans to convert the remaining derivative-backed exposure into Commerzbank shares “in due course”, which would take its total voting rights in the German lender to about 29 per cent.
In March, UniCredit said it had secured approval from the European Central Bank to directly own more than 9.9 per cent of Commerzbank’s shares.
Under German law, any shareholder whose stake in a company exceeds 30 per cent is required to launch a formal takeover offer — a step UniCredit has not yet committed to.
Commerzbank said UniCredit’s increased equity stake had “no impact on our strategic direction or ambitions”, adding that it remained focused on executing its independence strategy.
UniCredit chief executive Andrea Orcel’s dealmaking ambitions have recently suffered setbacks after German Chancellor Friedrich Merz and finance minister Lars Klingbeil both rejected the idea of an “unfriendly” takeover of Commerzbank and said they wanted the lender to remain independent.
The Italian government has meanwhile imposed conditions on a potential takeover by UniCredit of local rival Banco BPM.
In a letter sent in June to the German government, which is now the second-largest shareholder in Commerzbank with a 12 per cent stake, Orcel said UniCredit wished to remain “simply as an investor” while it observes “how Commerzbank evolves and executes its strategic plan”.
However, he added: “In the future, other options may remain open to us such as, but not only, going further and making an offer to merge Commerzbank with [UniCredit’s German subsidiary] HVB to create a new banking powerhouse for Germany.”
Orcel has already signalled a full-blown bid by UniCredit for Commerzbank could be delayed until 2027.
A sharp rise in Commerzbank’s share price has pushed up the potential cost of a deal — its stock has more than doubled since UniCredit first disclosed a stake in the German lender in September 2024.
