UniCredit's Chief Executive Andrea Orcel is actively pursuing a transaction, with the Italian bank planning to develop a proposal for restructuring Commerzbank (CBK) and unlocking value from the German counterpart.

As the largest shareholder of Commerzbank, UniCredit released a presentation on Monday detailing its "value creation plan." The document stated that Commerzbank has been underperforming, is overvalued relative to its fundamentals, and is ill-prepared for future challenges.

Since the autumn of 2024, UniCredit has been closely monitoring the Frankfurt-based bank, having begun increasing its stake and advocating for deeper collaboration. Orcel's initiative was rebuffed by the target bank and also faced opposition from labor unions and the German government, which is Commerzbank's second-largest shareholder.

In March of this year, the Italian group escalated pressure by launching a takeover offer in an attempt to break the deadlock and prompt management to engage in talks regarding a potential merger. UniCredit clarified that it is not seeking full control.

Commerzbank, which staunchly defends its independent operational strategy, responded that after recent communications, there is no basis for a transaction.

UniCredit asserted on Monday that Commerzbank's strategy masks deeper structural weaknesses, including significant investments in high-risk non-core activities. This, it claims, results in operational inefficiency, a weak competitive position, and future restructuring risks for the German lender.

The Italian bank stated, "UniCredit believes that by moving beyond its current growth momentum strategy, Commerzbank possesses substantial upside potential and risk mitigation capabilities, which could create additional value."

The Italian group, which operates HypoVereinsbank in Germany, proposed that a merger would enable deeper penetration of the core German and Polish markets, thereby boosting profitability. UniCredit projects that by 2030, the combined entity could achieve €45 billion in net revenue, €21 billion in net profit, and deliver a return on tangible equity exceeding 25%.