UniCredit's exchange offer for Commerzbank reached the end of its initial acceptance period on 16 June 2026, the same day the German government formally rejected the bid for the state's 12% holding in the Frankfurt-based lender.
UniCredit said shares tendered under the offer stood at 12.41% of Commerzbank's capital at the 1200 GMT cut-off on 16 June. Together with its previously built 26.77% equity stake and 3.22% in share-settled derivatives, that gave the Italian bank an overall holding of 42.4%. UniCredit also holds 13.19% of Commerzbank through cash-settled derivatives. The final outcome, including shares tendered until midnight Frankfurt time, is due on 19 June, and shareholders can tender during an additional period from 20 June to 3 July on unchanged terms, with the final result due on 8 July.
The German Finance Agency, which manages the state's stake, said it supported Commerzbank's strategy of independence and rejected what it described as UniCredit's aggressive approach.
DISPUTE OVER TAKE-UP
The bid has been accompanied by a dispute over acceptance levels. On 10 June Commerzbank said the tendered shares came almost exclusively from banks and parties connected to UniCredit, that securities lending in its shares had increased tenfold since the offer was announced, and that it had reported its findings to BaFin, Germany's financial regulator. Commerzbank's management and supervisory boards maintained their recommendation that shareholders reject the offer. On 15 June UniCredit rejected Commerzbank's claims and asked BaFin to review Commerzbank's statements on the take-up.
NEXT STEPS
UniCredit has said the aim of its voluntary offer was to lift its stake above Germany's 30% mandatory bid threshold, allowing it to buy more Commerzbank shares on the market once the process concludes. European Central Bank authorisation is required for completion and is not expected before the third quarter. UniCredit has said it wants to avoid being declared in control of Commerzbank with less than 50% plus one share, because accounting rules for a minority stake would reduce its core capital ratio by 280 basis points, compared with 200 basis points under majority ownership.