Commerzbank's €2.7bn Payout Faces UniCredit's Boardroom Challenge as July 8 Deadline Nears
Published on 07/07/2026 at 04:31 | Redaktion boerse-global.de
The battle for control of Commerzbank is heading toward a defining moment on July 8, when UniCredit publishes the final tally of its extended tender offer. But behind the numbers lies a deeper confrontation: the Italian lender now controls up to 45% of the German bank's shares and is demanding sweeping changes to the supervisory board.
UniCredit chief Andrea Orcel is pressing for as many as ten of the 20 seats on the oversight body, a move that would give him direct influence over strategy. Market reports suggest the bank is using its growing footprint to force a restructuring agenda, questioning Commerzbank's planned €2.7 billion payout for the 2025 financial year. UniCredit has signalled it may slash or even suspend the €1.10-per-share dividend, arguing that the German lender needs to channel cash into IT upgrades and operational overhauls instead.
Commerzbank is not waiting idly. Management has secured the green light to repurchase up to 10% of its share capital, pending final approval from the European Central Bank and Germany's financial agency. The payout plan — a full distribution of profits after AT1 coupon payments — is the centrepiece of a defence strategy designed to keep shareholders onside. The bank also raised its 2026 net profit target to at least €3.4 billion, with ambitions to hit roughly €6 billion by the end of the decade.
Should investors sell immediately? Or is it worth buying Commerzbank?
So far, the approach appears to be working. Individual and institutional investors largely ignored UniCredit's original tender offer, with acceptances reaching just over 1%. The German government, which still holds about 12% of Commerzbank shares, has firmly rejected the takeover. Berlin's opposition adds a political layer to what is already a complex regulatory puzzle: the ECB must still formally approve UniCredit's breach of the 30% ownership threshold.
Shares in Commerzbank have held up well through the turbulence, trading around €38 in recent days — within striking distance of a 52-week high of €38.85. The stock is up roughly 34% over the past twelve months, though year-to-date gains are a more subdued 4%.
UniCredit has warned that any final completion of the takeover process is unlikely before 2027, given the need for multiple regulatory sign-offs. For now, both sides are digging in. The July 8 announcement will reveal whether Orcel's stake has grown further, but the broader fight over board seats, dividends, and strategic independence is only just beginning.
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