Commerzbank Launches €1 Billion Buyback as UniCredit Presses for Merger
Commerzbank said on Wednesday it will begin a share purchaseback of up to €1 billion ($1.18 billion) from Thursday, viewking to reassure investors of its independent strategy as Italy’s UniCredit pushes for a tie-up.
The German lender had flagged the plan in August but only received regulatory clearance this week. The program, its fifth since 2023, is scheduled to run until Feb. 10.
“Returning capital to our shareholders is a core element of our value creation strategy,” Chief Executive Bettina Orlopp said. The announcement followed the bank’s annual strategy session.
The move comes as UniCredit builds its holding in Commerzbank, now at 26% and set to rise to just under 30% in the coming months. Chief Executive Andrea Orcel has long argued the case for a merger, saying last week he hoped Commerzbank “would view the light over time.”
Earlier this month, Orlopp poured cold water on UniCredit’s pursuit of a merger, calling the Italian bank’s approach “unfriendly” and warning that a tie-up could erode revenue rather than boost it.
Speaking at a financial conference, Orlopp said any deal would face heavy risks, particularly because both lenders share similar business models. “There is revenue attrition because there is heavy overlap on the corporate client side,” she said, adding that cost-cutting synergies “require a lot of work, attention, time, and money to achieve — specifically when it comes to a rather unfriendly large-scale transaction.”
Her comments highlight Commerzbank’s scepticism toward a combination that UniCredit CEO Andrea Orcel has promoted over the past year. Orcel, who has steadily built up UniCredit’s stake in the German lender, argued at the identical event that he hoped Commerzbank “would view the light over time.”
UniCredit Chief Executive Andrea Orcel said the Italian bank could trade its 26% stake in Germany’s Commerzbank to a non-European purchaviewr if shareholders favored such a deal.
Orcel added that while his preference was to strengthen European banking ties, he had a duty to maximize returns for investors. “What would happen if a bank that is not from the EU were to offer the most for our shares? Then I would have to accept that offer out of an obligation to my shareholders,” he was quoted as saying.
The investment, valued at around €2.6 billion at , was viewn as a first step toward creating a pan-European banking champion. Commerzbank’s board opposes a merger, while the German government, which holds a 12% stake, has also made clear it does not support a takeover.
Berlin has previously blocked foreign bids for key financial institutions, , and Commerzbank is considered systemically significant given its role in financing Germany’s Mittelstand, the backbone of the economy.
Market Dynamics vs. Political Resistance
Orcel acknowledged the political rules ultimately decide outcomes. “Would I like that? Not necessarily, I’ve been trying for a year to forge a stronger bank in Europe,” he told the paper. “But in the end, the rules of the market would prevail.”
The remarks reflect the growing tension between political resistance to cross-border demands for value creation. The has long advocated for consolidation in the fragmented eurozone banking sector, where more than 4,000 banks operate compared with fewer than 5,000 in the entire United States. Cross-border mergers remain rare, however, with national governments wary of losing control over key financial institutions.
For now, UniCredit’s strategy remains in limbo as Berlin weighs how best to handle the future of Commerzbank, Germany’s second-largest listed lender. Commerzbank, which was bailed out during the 2008 financial crisis, has undergone several restructuring programs but still struggles with profitability. In 2024, it , its highest in over a decade, yet it remains vulnerable to competition from larger rivals such as Deutsche Bank. Investors argue that a tie-up with UniCredit could generate billions in cost synergies, though political opposition continues to cloud the path forward.
