ECB Clears UniCredit to Take Control of Commerzbank in €45 Billion Deal
ECB Clears UniCredit to Take Control of Commerzbank in €45 Billion Deal #
UniCredit has received authorisation from the European Central Bank to take control of Germany’s Commerzbank, clearing the last major regulatory barrier to the deal. The transaction would be Europe’s largest cross-border banking merger since the 2008 financial crisis.
Italy’s second-largest lender announced Thursday that the ECB has granted permission to cross the 30% ownership threshold in Commerzbank and to increase its stake further without an upper ceiling. UniCredit expects to hold approximately 50% of Commerzbank’s voting rights and formally assume control of the German bank by the end of the year, once the remaining regulatory processes and conditions relating to its takeover offer are completed.
The ECB decision follows the closure in early July of UniCredit’s hostile share-swap tender offer, valued at roughly €45 billion, which lifted its voting stake in Commerzbank to approximately 48%. ECB authorisation was required before UniCredit could take delivery of the tendered shares and advance towards a majority position.
UniCredit, led by Chief Executive Andrea Orcel, has operated Bavarian lender HVB in Germany since 2005, giving it an established presence in Europe’s largest economy. Orcel began pursuing Commerzbank more than two years ago, a strategic option that several of his predecessors had also studied.
Commerzbank’s management board, Germany’s federal government, and the bank’s workforce representatives initially opposed the takeover. Germany’s financial regulator BaFin had also flagged concerns about what it described as aggressive conduct by UniCredit during its stake-building phase. Earlier reporting, based on internal ECB documents, indicated regulators viewed the integration as a challenging and long-lasting undertaking and required UniCredit to present a strategy for building internal buy-in at Commerzbank.
The ECB nonetheless found no grounds to block the transaction. Italy’s Economy Minister Giancarlo Giorgetti welcomed the approval on the sidelines of international meetings, saying Italian banks should act as leaders rather than targets in European banking consolidation.
UniCredit has signalled it does not intend to push for a full operational merger until 2029 or 2030 at the earliest, preferring to install new governance at Commerzbank and run the two institutions in parallel in the near term. A complete combination would require a further shareholder vote and additional regulatory clearances.
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