In a recent statement, Commerzbank described UniCredit's approach towards a potential merger as "hostile," stating that there had been no prior discussions with the Italian bank in the past two years despite claims made by UniCredit CEO Andrea Orcel. UniCredit is currently waiting for approval from the European Central Bank for the 28% stake it has acquired in Commerzbank, primarily through the use of derivatives. Commerzbank emphasized that the unilateral accumulation and expansion of a significant stake by UniCredit is perceived as hostile. UniCredit initially announced a 9% stake, which caused friction with the German government.
During a speech at Davos, Orcel expressed surprise at the backlash and expressed hopes of engaging with the future German government post the Feb. 23 election to explore a potential merger between Commerzbank and HVB, the Bavarian bank acquired by UniCredit in 2005. Orcel highlighted ongoing discussions between HVB and Commerzbank over the past 20 years, stating a desire for a deal that has yet to materialize. Commerzbank responded to Orcel's comments, stating that talks could only proceed based on a specific proposal and emphasized their willingness to assess any formal offer from UniCredit.
Commerzbank stressed the need to safeguard the interests of shareholders and the company amidst UniCredit's actions, which have caused discord among stakeholders. Orcel shared with the German paper FAZ his optimism about gaining clarity on UniCredit's strategy in Germany by year-end after engaging with the future government. He noted the constraints around making a specific takeover offer under German regulations, requiring any bid with cash payment to meet specified criteria if made within six months of crossing the 5% ownership threshold.