Commerzbank AG has sharply criticized UniCredit SpA’s strategy to increase its stake and consider a potential takeover bid, marking the first time the German lender has deemed the Italian bank’s approach “hostile.” The statement, issued Wednesday via email, further heightens tensions that have simmered since UniCredit disclosed its initial stake in Commerzbank last September.
While Commerzbank’s top leadership, including CEO Bettina Orlopp, has previously expressed reservations about a merger with UniCredit, the bank had stopped short of outright rejection. However, Wednesday’s statement suggests a hardening stance. Despite the criticism, Commerzbank indicated it remains open to discussions if UniCredit formally submits an offer. “We have not received any proposal yet,” the German bank stated.
UniCredit’s Tactic Draws Criticism
UniCredit CEO Andrea Orcel has gradually built a 28% stake in Commerzbank, primarily through derivatives. This approach has not only strained relations with Commerzbank but also drawn ire from the German government, a significant shareholder in the bank. Speaking to Bloomberg TV on Tuesday, Orcel expressed surprise at the backlash, emphasizing that UniCredit had engaged in preliminary discussions with both the German government and Commerzbank’s executives before pursuing the stake acquisition.
“I struggle to see why Berlin and Commerzbank said they were surprised by our move,” Orcel remarked, adding that UniCredit had been “invited” by the German government to participate in a share placement last September. Orcel also claimed that UniCredit had coordinated closely with Commerzbank during that process. “We interacted with Commerzbank’s leadership and informed them of our intention to participate,” he said.
Commerzbank Refutes UniCredit’s Narrative
Commerzbank contested Orcel’s account, asserting that there have been no discussions about a potential merger over the past two years before UniCredit’s recent investment. The bank reiterated its position in Wednesday’s statement, distancing itself from the Italian lender’s assertions.
Orcel, however, offered additional context in an interview with German newspaper Frankfurter Allgemeine Zeitung (FAZ), revealing that UniCredit had previously held a stake in Commerzbank but divested it when further expansion seemed unlikely. When asked whether this occurred in 2022, Orcel replied ambiguously, saying, “perhaps.”
Orcel also highlighted that UniCredit had held more than ten meetings with German institutions and Commerzbank’s leadership over the past two to three years, signaling its interest in fostering closer ties.
Standoff Highlights Strategic and Political Complexities
The unfolding dispute underscores the challenges facing UniCredit’s efforts to expand its influence in Germany, where political sensitivities and regulatory scrutiny add layers of complexity to any potential cross-border deal. With Commerzbank openly critical of UniCredit’s tactics and the German government reportedly wary of foreign influence, Orcel’s ambitions face significant obstacles.
As the situation unfolds, the path toward a resolution appears uncertain, with both sides entrenched in their positions. While Commerzbank signals its willingness to consider a formal offer, UniCredit’s approach has strained relations, complicating any potential deal between the two European banking heavyweights.
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