Berlin Softens Its Stance as UniCredit's Commerzbank Push Clears a Legal Hurdle
Published on 07/17/2026 at 17:45 | Redaktion boerse-global.deThe political and legal barriers that have complicated UniCredit's pursuit of Commerzbank are falling away in quick succession. Frankfurt prosecutors have dropped their market-manipulation investigation into the Italian lender, removing one of the most potent arguments wielded by takeover opponents. At the same time, the German government — long a vocal skeptic of the deal — is quietly shifting tack, preparing a formal list of demands rather than trying to block the transaction outright.
UniCredit now controls roughly 47.6% of Commerzbank's capital, according to the latest filings. Because Commerzbank holds some of its own shares, which carry no voting rights, UniCredit's voting stake stands at nearly 49.65% — a hair's breadth from a de facto majority on the shareholder register. The Frankfurt public prosecutor's office confirmed the closure of its probe, concluding that no evidence of market manipulation existed. The decision leaves the European Central Bank as the sole remaining regulatory gatekeeper; if UniCredit wants to push its holding past 50% or launch a full takeover, it needs the ECB's green light, a decision expected by 2027.
Berlin's evolving posture marks the most significant shift. According to a Bloomberg report, Chancellor Friedrich Merz has made clear that shareholders, not the government, will decide Commerzbank's fate. Instead of opposing the deal, the government is now drawing up specific conditions for negotiations. The demands center on three points: safeguarding financing for small and medium-sized enterprises (the Mittelstand), maintaining a separate stock-market listing for Commerzbank, and preserving its Frankfurt headquarters. UniCredit has already indicated it is willing to make concessions on some of these issues.
The social and financial details are likely to be the hardest bargaining chips. UniCredit is reportedly planning to cut as many as 7,000 jobs, and Berlin is insisting that compulsory redundancies be ruled out. The government is also pushing for a higher purchase price, though the current exchange offer — 0.485 UniCredit shares for each Commerzbank share — has already become less attractive to Commerzbank investors as the target's stock has rallied.
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Brussels is watching closely. On July 17, the European Commission unveiled a proposal to reform bank supervision, aiming to dismantle national barriers to cross-border mergers. The plan is designed to free up roughly €230 billion in trapped liquidity and to curb political meddling in bank tie-ups. Several international media outlets have pointed to Germany's earlier resistance to the UniCredit-Commerzbank deal as a textbook example of the kind of block that the EU wants to prevent. The legislative blueprint is expected by the end of March 2027.
The numbers on the ground have been volatile. Commerzbank shares hit a 52-week high of €39.18 on July 14, only to slide 2.93% to €36.71 on the Friday after news of Berlin's conditions emerged — slipping below the 50-day moving average of €37.10. Since then, the stock has partially recovered, trading at €37.77 on a subsequent session, still up roughly 33% year to date. The relative strength index sits at 51.6, comfortably in neutral territory.
On the analyst front, JPMorgan's Kian Abouhossein reiterated a "Neutral" rating on July 16 with a price target of €37, making only minor tweaks to his adjusted earnings-per-share forecasts for 2026 through 2028. His call came ahead of Commerzbank's quarterly results, which will be closely watched for any sign that CEO Bettina Orlopp's "Momentum 2030" strategy is gaining traction. The bank has set a profit target of at least €3.4 billion for 2026 — a figure that may determine whether remaining free-float shareholders hold out for a better offer or accept UniCredit's share swap.
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The German government still holds a 12% stake in Commerzbank, giving it a direct interest in the outcome. With the legal cloud gone and Berlin now willing to negotiate, the weeks ahead will test how much ground both sides are prepared to cede on jobs, price, and the bank's future identity.
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