The CEO of Commerzbank, Bettina Orlopp, maintains an iron fist against the large Italian shareholder Unicredit, a position firmly reiterated during the presentation of the second quarter results"The shareholding situation with Unicredit is, to put it mildly, not ideal, as it is not only an investor, but also a competitor," he explained, emphasizing that, as long as the Milanese institution behaves as a passive investor, "it makes no difference whether someone owns 5, 10, or 25%." Piazza Gae Aulenti has not yet requested a seat on the supervisory board. "Naturally," he added, "it is easier for us to work without external interference. That's why it's important for all investors to behave as such. We'll see how the situation evolves in the coming quarters." He added: "It's crucial that we share the same goals, which is to create and maximize value for Commerzbank." This remains the bank's focus, Orlopp concluded, sending a clear and firm message: with the threshold for a takeover bid in Germany which is approaching (30%), Commerz does not intend to give up its autonomy without a fight, also thanks to the support of the German government.
Unicredit buys into Commerz, Orlopp warns Orcel
Unicredit has recently resumed the takeover of Commerzbank, bringing their own share more than 20% Thanks to the conversion of derivatives into shares, with the aim of reaching 28%. This move aims to strengthen UniCredit's negotiating position without launching a takeover bid (at least for now), while Berlin continues to show its opposition to a possible hostile takeover.
Orlopp clarified that “the talks with Unicredit These are only the ordinary ones with investors, which take place every quarter. There have been no other contacts." Pressed by German journalists about a possible comparison table, reiterated his willingness to "examine any proposals in a completely open manner", but specified that "he has nothing in front of him yet".
Regarding the possibility of the Milanese bank consolidating Commerz, he called the issue "purely technical, which has no impact on what we do. Naturally, we have acknowledged that we now contribute significantly to UniCredit's 'growth story' for the coming years."
During the presentation of the results there was no shortage of controversy (never dormant) with Andrea OrcellUniCredit's CEO had described Commerzbank's results as "inflated by special effects." Specifically, Orcel noted that—excluding extraordinary benefits and restructuring—operating profit would be lower than the previous year.
The German bank responds with facts: without one-off costs, the profit would have been higher by about 500 million of euros compared to 2024. And even in a scenario of falling ECB rates, the bank managed to keep the interest margin stable and increase commissions.
Commerzbank: Results above expectations
In the second quarter of 2025, Commerzbank recorded solid results, despite a significant impact from restructuring costs.Net income It stood at 462 million euros, down 14,1% year-on-year, after including 493 million euros in extraordinary charges, but well above expectations, which stopped at 369 million.
I revenues rose by 13,2%, exceeding 3 billion euros. interest margin decreased by less than 1%, reaching around 2,1 billion, while commissions increased by 10,3%, exceeding 1 billion euros.operating profit It grew by 34,3%, reaching €1,169 billion. Orlopp made no secret of his satisfaction: "We recorded the best operating result in our history."
Commerz raises forecasts: 2025 profits expected to reach 2,5 billion.
In the wake of these results, the bank has raised forecasts for the whole of 2025, now targeting net profit of approximately €2,5 billion, up from the previously forecast €2,4 billion. Before restructuring costs, the target has been revised to €2,9 billion.
Among other updated indicators:
- Net interest margin expected at around 8 billion euros (previous: 7,8 billion)
- Expected commissions: +7%, to approximately 3,9 billion euros
- fair value estimated at around 0,3 billion
- Net commission margin growth waiting at 7%
- Cost-income ratio confirmed at 57%
- Expected CET1 ratio at least 14,5% by the end of the year
$1 billion buyback and higher dividends
The German bank intends to distribute the 100% of profits between 2026 and 2028, net of coupons on AT1 bonds. In 2024 alone, it has already returned 1,73 billion euros to shareholders through: a buyback of 1 billion, dividends of 773 million.
Now it's ready to do more. Orlopp announced: "We have already submitted the request for our next buyback, up to €1 billion, to the ECB and the Treasury Agency," and anticipated a second tranche in the third quarter.
Staff cuts and recovery plan
But growth also requires difficult choices. Commerz has launched an ambitious restructuring plan, which includes 3.900 job cuts full-time by 2028, including 3.300 in Germany. This means that global headcount will remain stable at approximately 36.700 thanks to new hires at the Polish subsidiary mBank and in low-cost Asian hubs. The goal is clear: reduce costs, increase profitability, and make the bank less vulnerable to takeover attempts.
Commerz under siege: countermeasures against Unicredit's advance
As the bank's numbers continue to exceed expectations, pressure from the Milanese banking giant is also growing. But Frankfurt hasn't yet thrown in the towel. Indeed, there are still some options on the table. defensive moves.
Avoid direct confrontationOrlopp continues to rule out any negotiations: no merger, no dialogue with Unicredit. As long as the latter remains a passive investor, the position holds. But beyond 30%, the scenario changes: Unicredit would join the supervisory board.
Counting on the German governmentBerlin still owns 12% and opposes an Italian takeover. But its room for maneuver is limited: it can refuse to sell, but not block a public takeover bid.
Keep the stock value highCommerzbank shares have seen extraordinary growth in 2025, more than doubling their value (+102,06%), with a market capitalization of approximately €35 billion. As of August 6, the stock is trading at €31,40, down slightly (-0,14%) in Frankfurt. With a strong stock, an acquisition becomes more expensive. However, rate cuts and economic uncertainty could slow growth in the coming quarters.
Seeking allies among partnersInvolving strategic customers or industrial groups as shareholders would help build a blocking minority. An interesting idea, but difficult to implement with such a high-priced stock.
Asking for more state? Unrealistic. A strengthening of the public stake is unlikely. Berlin has already begun selling in 2024, also for budgetary reasons.
