Germany seeks Commerzbank Frankfurt safeguards in UniCredit takeover push

Germany seeks Commerzbank Frankfurt safeguards in UniCredit takeover push
Germany sets takeover terms

Berlin is setting conditions for a possible UniCredit takeover of Commerzbank as the Italian bank moves closer to control of its German rival. The government wants the lender to stay headquartered and listed in Frankfurt while protecting its workforce and its role in financing Germany’s Mittelstand.

Highlights

  • German finance minister Lars Klingbeil told UniCredit CEO Andrea Orcel that Commerzbank must remain headquartered, listed in Frankfurt, and retain its 40,000 employees if acquired.
  • Berlin signals a shift from blocking UniCredit's Commerzbank takeover to imposing conditions, including preserving Mittelstand business and continuing as a publicly listed entity.
  • Germany plans to keep its near-13 per cent Commerzbank stake, retain two supervisory board seats, and avoid compulsory redundancies despite possible job cuts in the merger.

Government conditions for a takeover

As first reported by Financial Times, German finance minister Lars Klingbeil tells UniCredit chief Andrea Orcel that Commerzbank should remain headquartered and listed in Frankfurt if the Italian lender secures control. In the first face-to-face talks between the two sides, Klingbeil also calls for safeguards for Commerzbank’s 40,000 employees and for the bank’s role in funding small and medium-sized businesses to be preserved.

After Monday’s meeting, Klingbeil says Germany expects Commerzbank to remain a publicly listed company based in Frankfurt and to continue its strong Mittelstand business in Germany and abroad. Orcel says he is grateful for the chance to present UniCredit’s priorities and understand the minister’s position for the first time, adding that both sides should reflect on the constructive discussion to find a way forward for stakeholders and shareholders.

Berlin’s stance and board influence

The talks signal a softer approach from Berlin after earlier opposition to UniCredit’s pursuit of Commerzbank. Germany, which holds a near-13 per cent stake in Commerzbank, is shifting from outright resistance to setting conditions if UniCredit takes control.

Berlin still wants to avoid compulsory redundancies even if a combination of the two banks leads to some job losses, according to a person familiar with the matter. The government also intends to keep its stake for now and expects to retain two seats on Commerzbank’s supervisory board, which together with employee representatives could form a majority.

UniCredit first disclosed its stake in Commerzbank in September 2024, triggering political opposition and a prolonged stand-off with Commerzbank management. A person familiar with the government’s and Commerzbank’s thinking describes July as a turning point after more investors than expected accepted UniCredit’s offer, which had been widely seen as a low bid; Commerzbank declines to comment.

Our earlier report on the UK government’s possible acquisition of Speciality Steel UK outlined how ministers were considering deeper state intervention after the official receiver failed to secure a private buyer. We noted that the South Yorkshire plants had effectively been mothballed while the state covered wages and operating costs, intensifying scrutiny over rising public spending to sustain strategic industrial assets.

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