„Keep calm and carry on“

WELT AM SONNTAG: Ms. Orlopp, the potential takeover of Commerzbank has been looming for 15 months. Why do you steadfastly refuse discussions with UniCredit CEO Andrea Orcel?
Bettina Orlopp: We don’t. With a 26% stake, UniCredit is a significant investor. Like all our shareholders, we are in regular communication with them. Sometimes Mr. Orcel participates in these discussions; sometimes he doesn’t.

WAMS: But these are surely special conversations.
Orlopp: They are entirely ordinary investor discussions. We talk about our strategy and development, earnings, costs, and economic trends. We cannot provide UniCredit with exclusive information - the rules are clear.

WAMS: Your shareholders would certainly prefer that the state of uncertainty comes to an end.
Orlopp: Our investors appreciate that we are strategically well-positioned and delivering profitability. If an offer were to come along, they would want us to examine it openly. And of course, we would do that. However, anyone who wants to walk through a door must take the first step. UniCredit hasn’t done so yet.

WAMS: As long as that doesn’t happen, unrest persists.
Orlopp: That was certainly the case initially, when there were constant new developments and UniCredit's intentions were unclear. The situation has since calmed down. Our focus remains on our operational business.

WAMS: How do you maintain focus under such circumstances?
Orlopp: We follow the principle of "Keep calm and carry on." Our customers want us to remain a reliable partner and continue to develop successfully. Internally, we communicate extensively- through Town Hall Meetings and direct interactions. And our colleagues can see that we are growing and investing like never before.

WAMS: However, the state of siege can hardly be sustained in the long term.
Orlopp: Our stock price is strong, and we are generating high profits. Investors trust us. Since I assumed leadership at the bank last October, we’ve developed a new strategy in record time and are executing it decisively. While we are operating from a position of strength, we cannot resolve the current situation. The ball is in UniCredit's court.

WAMS: Their goal seems to remain a takeover.
Orlopp: A transaction should never be an end in itself. It must make sense for shareholders, customers, and employees and create value. We don’t see that happening at the current valuation level. Even potential high synergies, often cited as justification, are questionable due to business overlaps and high implementation risks.

WAMS: UniCredit would struggle to withdraw without losing face.
Orlopp: Why should that be the case? Their involvement has already been highly profitable due to significant stock gains.

WAMS: As soon as it’s announced that UniCredit plans to exit, your stock will undoubtedly drop.
Orlopp: Our data shows that the stock was initially influenced by takeover speculation. Now, the valuation is based on Commerzbank’s results and future prospects. Technically, UniCredit could exit in a manner least disruptive to stock price, as they entered.

WAMS: With their current stake, UniCredit can demand seats on the supervisory board and block resolutions at shareholder meetings. Does that concern you?
Orlopp: We assume that all shareholders are interested in the company’s well-being and will act accordingly.

WAMS: Internationally, Commerzbank is small and may remain too small in the long run. Why are you so committed to independence?
Orlopp: Fundamentally, I’m not opposed to transactions. Given competitive pressures and the need for investments, they can make strategic sense within Europe. When the time arrives, Commerzbank can undoubtedly play a role. However, we first need to complete key steps in the European banking union.

WAMS: That argument has been made for years...
Orlopp: Although true nonetheless. Appropriate frameworks are needed. Harmonizing capital and liquidity regulations and unifying digital infrastructures would enable many combinations. Thus far, we have only achieved common oversight and face many national challenges.

WAMS: So, you’re looking to postpone all merger discussions indefinitely.
Orlopp: If a genuine opportunity arises, it must be analyzed and discussed. Successful merger discussions require trust and common ground. Only this way can structures, market allocations, and risks be clarified in detail. Any potential European combination, especially one targeting the German market, needs to be studied carefully for its impact, particularly on medium-sized enterprises.

WAMS: You might argue next that they don’t want decisions on your loan applications to be made abroad.
Orlopp: That’s a reality! Customers have repeatedly told me about poor experiences during crises. Furthermore, UniCredit has significant overlaps in its customer portfolio. A merger would likely lead to considerable revenue losses.

WAMS: Your strategy strongly focuses on German companies and a growing demand for loans. Is this realistic, given weak economic conditions?
Orlopp: Europe faces massive investments - in energy transition, digitalisation, and infrastructure. We’re already seeing this in public sector projects, utility companies, and businesses. Many medium-sized enterprises also plan to invest, often overseas. As a partner to the German Mittelstand, we’re there to support them.

WAMS: Many companies are undergoing existential crises. Surely, loan defaults will rise.
Orlopp: Bankruptcy numbers are rising but remain manageable. Despite three years of recession, many medium-sized businesses remain robust. In sectors such as automotive suppliers, mechanical engineering, and chemicals, we are more cautious. Our risk provisions remain conservative. This also applies to private real estate loans, though defaults remain low due to persistently low unemployment.

WAMS: With your Germany-focused business model, you aim for a 15% return on equity by 2025, while the more diversified Deutsche Bank targets 13%. Is this realistic?
Orlopp: Absolutely. Analysts were initially skeptical, but now most believe it’s achievable. This is reflected in significantly higher adjusted price targets. Our growth expectations are ambitious, but our macroeconomic projections remain very conservative.

WAMS: You’ve set high targets primarily to quickly boost the stock price and fend off UniCredit.
Orlopp: Our shareholders wouldn’t accept unrealistic goals. They scrutinize exactly what we are doing. Strategic reviews by new CEOs are entirely normal. Had UniCredit not entered the picture, we might have taken a few weeks longer to finalize our plans. Initially, we set goals until 2030, but once all data was compiled, it became clear that achieving them by 2028 was possible.

WAMS: Customers are likely unhappy about the account fees introduced recently. How many have you lost?
Orlopp: So far, around two-thirds have accepted the new terms, in line with our expectations. Naturally, some customers left, but these were primarily individuals acquired through promotional offers who rarely used their accounts.

WAMS: Your current headcount reductions heavily rely on early retirements. How does this align with calls for longer working lives?
Orlopp: We’ve undergone numerous restructurings, but looking at our age demographics, creating space for younger generations is necessary. Many taking advantage of early retirement or phased exits already have long careers and sufficient contribution years.

WAMS: Recent pension debates highlight the government’s struggles with reform. How frustrated are you?
Orlopp: I’m against pessimism. More is happening than meets the eye - a pension reform is now on the horizon. New depreciation rules make investments more attractive. Taxes were slightly reduced. Digitalization initiatives are also visible. But, of course, progress must accelerate. Public communication can also improve.

WAMS: How do the investors you talk to see Germany?
Orlopp: More positively than we do ourselves. Interest is tremendous. They’re more concerned about political unrest and lack of stability. That said, Germany remains crucial for Europe.

WAMS: You often say “we.” Do you lead differently from your predecessors?
Orlopp: As a former consultant, I come from a team-oriented culture. For me, openness, clarity, honest feedback, and collaborative decision-making are key. I don’t consider anyone - including myself - irreplaceable. I expect us to address issues openly. Leadership isn’t about making all decisions yourself: it’s about enabling decisions to be made effectively.

The interview was conducted and published in German. We received the permission to translate it into English from Welt am Sonntag.