Commerzbank rejects UniCredit €39 billion takeover offer

Germany’s Commerzbank has formally advised its shareholders to reject UniCredit’s €39 billion exchange offer, arguing that the bid undervalues the bank and carries significant risks. The supervisory and management boards said the proposed price of €34.56 per share is well below the market closing price of €36.48 and far short of analysts’ median target of €41.50.

UniCredit, now the largest shareholder with close to 30 % of Commerzbank’s equity, presented the offer on 5 May and has continued to increase its stake while warning that a higher premium is needed. Commerzbank’s CEO Bettina Orlopp called the proposal a “restructuring plan” that would jeopardise the German lender’s business model, and the board highlighted concerns over integration costs, job cuts and exposure to Italian sovereign debt.

The rejection comes as the bank announced a 3,000‑job reduction and revised profitability targets to strengthen its independent strategy. German political leaders have also voiced criticism of the foreign ownership push, adding a broader regulatory dimension to the standoff.