UniCredit increases exposure to Commerzbank to 35.5 per cent

UniCredit increases its exposure to Commerzbank to 35.5 per cent. This is stated in the Ops prospectus published today. The document provides details of the derivatives position, which is added to the shareholding already in the portfolio of the bank led by Andrea Orcel, currently 26.77% of the capital. To this share is to be added another package of 3.22% linked to total return swaps that are potentially liquidatable with the delivery of shares to reach 29.99%, i.e. the Opa threshold. The package includes contracts with Citibank for a current share of 0.53%, with Nomura for 2.44% and with Bpn-Paribas for 0.25%.

With Nomura, a further contract was concluded on 17 April on 2.66% of the German bank's capital, liquidated exclusively in cash, which was amended a week ago, on 28 April, to increase the maximum number of underlying Commerzbank shares to 62.7 million, or approximately 5.56% of the capital. This contract, still a total return swap, expires on 16 July next year, but can be terminated in full or in part at any time before expiry. It should be noted that precisely with Nomura at the end of 2024, UniCredit had entered into a total return swap on 2.73% of Commerzbank's capital, which was originally liquidated for cash only, but was then partially executed to fall to 2.44% (which falls within the potential packages below the IPO threshold), a contract which, with an amendment made on 3 March last, is now liquidated both for cash and with the delivery of securities.

Thus, it can be said that UniCredit has preconceived the possibility of rising to 35.5% of Commerzbank regardless of the outcome of the share exchange offer (0.485 UniCredit shares for each Commerzbank share), which is currently at a discount. If the 30 per cent threshold is exceeded, UniCredit would have the possibility to purchase additional shares on the market without having to launch a new offer.