Unicredit, OK for Commerzbank increase. Padoan: 'The asset must generate more'

The go-ahead has been given by Unicredit for the capital increase to service the offer on Commerzbank. The step, approved on Monday 4 May in Milan by the extraordinary shareholders' meeting, represents a formal but decisive junction in the operation with which Piazza Gae Aulenti aims to strengthen its position on the German bank. On this basis, the Italia institute can start tomorrow, Tuesday 5, the market exchange offer, in parallel with the publication of the quarterly numbers.

With 99.55% of the share capital present and entitled to vote, the shareholders' meeting, as expected, granted the board of directors the authority to resolve, also in several tranches and by 31 December 2027, on a cash capital increase for a maximum nominal amount of EUR 6.7 billion, plus share premium.

The transaction envisages the issuance of a maximum of 470 million new ordinary shares UniCredit, with regular dividend entitlements and the same characteristics as those already outstanding. The increase will be reserved for the contribution in kind of Commerzbank shares tendered in the public exchange offer announced by UniCredit on 16 March. UniCredit is open to take up the entirety of the ordinary shares of the German bank not already held directly, amounting to approximately 30 per cent.

The Board of Directors will therefore now have the power to define, within the limits set by the shareholders' meeting and applicable regulations, the actual amount of the increase, the issue price of the new shares - including any share premium - and the other terms of the transaction.

"As Commerzbank's largest shareholder, Unicredit has a clear interest in the bank realising its full potential by investing in improving its preparedness for the future. It is the shared view of both the board of directors and management that this is not currently happening to the extent that would be possible and appropriate, and that Commerzbank needs to generate significantly more value than it does today," said Unicredit chairman Pier Carlo Padoan at the extraordinary shareholders' meeting.