Commerzbank Fires on Two Fronts: Record Profit Target and Criminal Complaint in UniCredit Fight
25.06.2026 - 21:07:17 | boerse-global.de
With the extended tender offer deadline fast approaching, Commerzbank’s leadership is countering UniCredit’s advance on two distinct but equally aggressive fronts. Management has unveiled sharply higher profit ambitions while simultaneously escalating the legal battle, lodging a criminal complaint against the Italian suitor over alleged market manipulation.
CEO Bettina Orlopp is betting that a stronger bottom line will persuade investors to back independence. The revamped “Momentum” strategy now targets a net profit of at least €3.4 billion for 2026, a clear leap from the previous forecast. Revenue is expected to hit €5.9 billion by the end of the decade, with €600 million earmarked for artificial intelligence initiatives. The bank is also aiming for a return on equity of 21%, a level that would put it squarely among Europe’s top performers.
Yet the corporate defence is not confined to spreadsheets. Commerzbank’s group works council has filed a criminal complaint against UniCredit with Frankfurt prosecutors, who have already begun preliminary investigations. The union Verdi has additionally called on BaFin chief Mark Branson to scrutinise UniCredit’s communications, questioning whether the Italian bank misled the market about the true level of acceptances.
The row centres on a stark discrepancy between statements from UniCredit CEO Andrea Orcel and Commerzbank’s own data. Orcel claimed that nearly all active large investors had already tendered their shares. Orlopp publicly contradicted him on Thursday, citing official numbers. According to Commerzbank, only 1.29% of institutional investors and 0.05% of retail holders have accepted the offer so far. Of the total 12.51% of shares tendered, 11.17 percentage points came from other banks — not from the long-term investors UniCredit sought to win over. Orlopp stressed that hundreds of institutional holders are sticking with the Frankfurt lender.
Should investors sell immediately? Or is it worth buying Commerzbank?
The exchange offer itself proposes 0.485 UniCredit shares for each Commerzbank share, a ratio that management continues to reject as lacking a fair premium. The acceptance window runs until 3 July, with the final tally expected on 8 July. UniCredit already holds nearly 40% of Commerzbank following the end of the regular offer period.
Investors appear to be taking the legal noise in stride. Commerzbank shares traded at €37.62, later edging up 0.72% to €37.67, reflecting resilience that keeps the stock above its 50-day moving average and within striking distance of the year’s high. Over twelve months the equity has gained roughly 38%. Analysts see further upside, with a consensus price target of €42.84 — a strong endorsement of the standalone case.
To sweeten the deal for existing shareholders, Commerzbank is pairing its growth narrative with tangible payouts. A dividend of €1.10 per share has been declared, and the annual general meeting authorised share buybacks of up to 10% of the capital base. Such moves aim to lock in loyalty even as the clock ticks down to the decisive July deadline.
Commerzbank at a turning point? This analysis reveals what investors need to know now.
With state prosecutors conducting preliminary investigations and BaFin weighing whether to widen its probe, UniCredit finds itself under pressure from multiple directions. Until the final acceptance figures are published on 8 July, the battle for credibility — and for shareholder support — will be fought as fiercely on the legal front as on the financial one.
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