Commerzbank and Unicredit: Relationship status uncertain
The acquisition drama between Unicredit and Commerzbank has simmered for a year, creating concern among corporate clients and prompting reactions.
Reproduction of article published by FINANCE, 17. November 2025
02/26/2026
An assertive Italian bank CEO, a German commercial bank fiercely resisting a potential takeover, and corporate clients following the Italians' moves with mixed feelings. Unicredit's entry into Commerzbank about a year ago has stirred emotions, even gaining attention in political circles in Berlin. The new government under Chancellor Friedrich Merz, with its 12% stake in Commerzbank, still has a say in this matter.
Meanwhile, Unicredit CEO Andrea Orcel appears largely unbothered by this, cementing his determination to proceed with his plans despite Commerzbank's defensive efforts and the federal government's resistance. During a notable appearance at the Frankfurt Banking Summit in September, Orcel made it clear that, although he has been tight-lipped about the timing of additional stake acquisitions, he won't rule out making a takeover bid even against the government's will.
Commerzbank acquisition: CFOs remain skeptical
Shortly after Unicredit bought its initial stake in Commerzbank, a survey by FINANCE revealed that many CFOs and mid-sized companies were concerned about the potential impact of merging both banks on their corporate financing, particularly in syndicated loans. The concern was summed up by a CFO at a midsize company's: "When banks merge, 1 + 1 rarely equals 2." These concerns are not unfounded, as evidenced by a current analysis from the consultancy, Fox Corporate Finance (FCF), shared exclusively with FINANCE. The study found that in 72.3% of examined syndicated financings in Germany, at least one of these two banks is involved. In about one-third of cases (32.7%), both banks are involved — often with the largest portions of the loan amounts.
Collectively involved in more than 80 percent of syndicated loans
Based on reported and captured financial data, Commerzbank and Unicredit are collectively involved in syndicated loans in Germany worth approximately €274 billion. This represents 54.8% of the total syndicated loan volume in Germany included in the dataset. (see chart) "If loans in which only one of the two banks participated are added, Commerzbank and Unicredit collectively contribute to syndicated loans worth approximately €417 billion in Germany. Together, they account for approximately 83.5% of the country’s total syndicated loan volume," summarises FCF partner, Marcel Lange.
Commerzbank and Unicredit dominate in automotive and machinery sectors
This dominance becomes even more evident when examining individual sectors. The two banks have their strongest joint presence in mechanical engineering and the automotive industry, two key areas of the German economy. Both banks are involved in 61.9% of syndicated loans in the machinery sector, financing 84.9% of the loan volumes there. In the automotive sector, they cover 44.3% of loans and 82.2% of the credit volumes. Ironically, companies in these industries are currently facing challenges with refinancing, creating uncertainty among financial decision-makers in mid-sized firms. At times, finding alternative financing may not be easy.
Beyond a potential shift in their willingness to lend, Lange identifies another issue that could become problematic for mid-sized firms in the event of an acquisition: the growing influence of the merged entity in existing loan syndicates. A merge of Unicredit's German subsidiary HypoVereinsbank (HVB) and Commerzbank would significantly increase the combined influence of the new institution in existing consortia, a development that many CFOs would view unfavorably. "We saw similar scenarios during previous major bank mergers in Germany, such as Deutsche Bank's acquisition of Postbank or Commerzbank’s merger with Dresdner Bank," observes Lange.
Unicredit focuses on larger loans
This is particularly concerning for companies currently in the process of refinancing. According to Lange, "Both banks are very active in lending at present." While Commerzbank positions itself as a bank for mid-sized companies, Unicredit focuses on issuing larger loans. "For mid-sized financing above €100 million, Unicredit doesn’t shy away from taking the full ticket alone," he explains.
Commerzbank, for its part, has also increased its lending activity. During the first nine months of this year, the bank's loan volume rose by 13% to €113 billion. This activity was recognised by corporate clients in FINANCE’s 2025 Bank Survey, six out of ten CFOs and treasurers rated Commerzbank as the leading bank in Germany—by a significant margin.
Given the significance of both banks for mid-sized business financing, many companies are reevaluating their banking relationships in light of a potential acquisition. "In current refinancing processes, we see CFOs deliberately trying to include only one of the two banks in their syndicates," Lange notes.
This observation is echoed by several financial advisors. "Discussions about the potential acquisition frequently arise in financing and refinancing conversations," confirms a partner from the financing team of an international law firm in Frankfurt.
CFOs fear uncertainties
Another consultant, speaking anonymously, shared a specific case in which ongoing uncertainty caused Commerzbank to lose its position as co-lead financier on a deal worth several hundred million euros. Competitors have also reported conversations with CFOs who are considering expanding their core banking pools to minimise risks. Some general counsels are also advising companies to diversify their banking relationships for precautionary reasons.
Despite this, there’s no significant exodus of major clients from either bank. Their importance for mid-sized and upper mid-sized German companies remains too great for that to happen.
The main source of uncertainty, according to CFOs and treasurers surveyed by FINANCE, lies in the potential future influence from Italy. They fear that, post-acquisition, credit decisions in Germany may increasingly be made in Milan. "Since becoming a GmbH (Germany’s equivalent of a private limited company) and a direct Unicredit subsidiary, HVB has become far less autonomous, with Milan exerting more influence than before," an insider reports. However, this dynamic may not always be noticeable to customers.
HVB itself disputes such claims. As Martin Brinckmann, co-head of corporate clients at HVB, stated this past spring, “Our close contact with clients remains unchanged; credit decisions are still made in Munich.” Larger commitments, he noted, may pass through the group’s credit committee for review; however, the bank has refused to disclose the loan levels at which this applies.
Takeover drama: the big question of when
CFOs should monitor this topic closely, advises FCF partner Lange. “Companies should analyse their financing structures and keep an eye on the impacts of potential changes in lending majorities or blocking minorities,” he warns. Businesses may want to consider early refinancing of syndicated loan agreements to maintain independence and financial flexibility.
Establishing additional banking relationships would also be a prudent step. As for whether Unicredit will make a takeover attempt, few doubt it. However, opinions vary regarding the timing and manner in which it will happen. “Unicredit needs more scale to strengthen its relevance in the European market,” states a Frankfurt financing lawyer.
Developments at HVB point toward a takeover: Milan not only laid the groundwork for a merger with Commerzbank by converting HVB into a GmbH, but has also reduced its staff to a bare minimum, according to a banking industry expert. "HVB is practically destined for a merger." How this corporate drama unfolds remains to be seen.
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