Finance
UniCredit launches offer to own more than 30% of commerzbank without taking control
Published by Global Banking & Finance Review®
Posted on March 16, 2026
2 min readLast updated: March 16, 2026
Quick Summary
UniCredit launched a share-swap offer to raise its stake in Commerzbank above 30%—triggering the mandatory takeover threshold under German law—but says it does not aim to gain control.
UniCredit launches bid for Commerzbank shares, seeking to revive takeover talks
UniCredit's Unsolicited Offer and Its Implications
By Valentina Za and Ludwig Burger
Background of the UniCredit-Commerzbank Pursuit
MILAN/FRANKFURT, March 16 (Reuters) - Italy's UniCredit said on Monday it was launching an unsolicited offer to increase its stake in Commerzbank to more than 30% and push its rival to engage in merger talks.
Current Stake and Ongoing Pressure
While UniCredit said it did not expect to achieve control of the German lender, in which it already holds a 26% equity stake and another 4% through total return swap contracts, the move ramps up pressure on Commerzbank's management after a pursuit that started more than a year ago.
Statement from UniCredit
"UniCredit signals openness for dialogue and willingness to build bridges with Commerzbank and key stakeholders," the Italian bank said in a statement.
Challenges and Stakeholder Reactions
UniCredit has met strong German opposition to a full takeover of Commerzbank following its initial investments, and CEO Andrea Orcel repeatedly said he would only launch such a move if all stakeholders were supportive.
Expected Outcome of the Offer
"It is expected that UniCredit will achieve a stake in Commerzbank in excess of 30% without reaching control," UniCredit said.
"The offer is designed to overcome the 30% cliff-edge that exists under German takeover law and foster constructive engagement with Commerzbank and its stakeholders in the coming weeks," it added.
Offer Details and Market Implications
Under German rules, the markets authority will determine the price of the offer, UniCredit said, adding it expected it to be set at 0.485 of a UniCredit share for each share of Commerzbank. That would imply a price of 30.8 euros per Commerzbank share, or a 4% premium on the German bank's closing price on March 13.
(Reporting by Valentina Za in Milan and Ludwig Burger in Frankfurt, editing by Giulia Segreti, Kirsten Donovan)
Key Takeaways
- •UniCredit currently holds 26% directly and about 4% via total return swaps; the offer crosses the 30% threshold without seeking control.
- •German regulator will set the exchange ratio at 0.485 UniCredit shares per Commerzbank share, implying ~€30.8/share representing a ~4% premium to March 13 close.
- •The move is aimed at navigating the '30% cliff-edge' under German takeover rules and fostering constructive engagement with Commerzbank’s stakeholders.
Frequently Asked Questions about UniCredit launches offer to own more than 30% of Commerzbank without taking control
1What is UniCredit's new offer regarding Commerzbank?
UniCredit is launching an offer to own more than 30% of Commerzbank, crossing Germany's mandatory takeover threshold without taking control.
2Does UniCredit plan to take control of Commerzbank?
No, UniCredit does not expect to reach control of Commerzbank, despite increasing its stake above 30%.
3What is the expected offer price per Commerzbank share?
The expected price is 0.485 UniCredit shares per Commerzbank share, or about 30.8 euros, a 4% premium on the closing price of March 13.
4Why is UniCredit making this offer now?
UniCredit aims to overcome the 30% threshold under German takeover law and foster constructive engagement with Commerzbank and its stakeholders.
5How much of Commerzbank does UniCredit currently own?
UniCredit currently holds 26% in equity and another 4% through total return swap contracts.
