Commerzbank Stock Scales New 52-Week High as Derivative Dispute Casts Shadow Over UniCredit's Tender

Shares surge 5% to €38.52, escalating a dispute over UniCredit's derivative holdings as BaFin reviews the tender process.

Commerzbank shares pushed to a fresh 52-week high of €38.52 on Friday, capping a weekly advance of nearly 5% that has once again put the lender’s rising equity price at the centre of the takeover battle with UniCredit. The gain, however, has been accompanied by an escalating row over how the Italian bank’s reported acceptance levels should be interpreted — a technical, yet potentially decisive, question now sitting with German regulators.

UniCredit announced on 16 June that it had received valid tender declarations for roughly 139.9 million Commerzbank shares, equivalent to around 12.4% of the German lender’s capital. Combined with its existing direct holding of about 26.8%, the Italian group’s total position exceeds the 30% threshold it had targeted. Yet the Italian bank also holds cash-settled total-return swaps covering an additional 13.2% of Commerzbank’s stock. UniCredit itself stressed in its disclosure that those instruments carry no voting rights and confer no claim to the underlying shares — a detail that has become the flashpoint of the dispute.

Commerzbank’s management has formally asked BaFin, Germany’s financial regulator, to examine the use of these derivatives. The bank argues that the tendered shares came almost exclusively from banks and parties with ties to UniCredit, and that it could not identify a single independent institutional investor that had offered up a meaningful number of shares. It also points to a more than tenfold increase in securities lending volumes in Commerzbank stock since the offer was announced. UniCredit rejects the criticism, insisting it has acted fully in line with market rules and that it did not itself engage in any lending of Commerzbank shares. It too has submitted the contentious points to BaFin for review, leaving the regulator to adjudicate two diametrically opposed accounts.

Friday’s new high of €38.52 means the stock now sits 13.4% above its 200-day moving average. The prior day’s close of €38.20 was just 0.47% below the previous annual peak reached in mid-June, underscoring the market’s persistent confidence in the bank’s standalone case. On a year-to-date basis, the equity has surged 38%, and the 50-day moving average lies 6.02% below the current price. The relative strength index stands at 63.1 — signalling clear momentum without entering extreme overbought territory. The 30-day volatility of 23.9% reflects the uncertain backdrop.

Commerzbank’s board and supervisory board have formally rejected UniCredit’s offer as inadequate, pointing to the lack of a premium and the unconvincing strategic rationale. The stock’s rally strengthens that argument: the higher the share price goes, the more any discounted bid loses its appeal. Management insists it remains open to dialogue, but only on the condition of an improved financial proposal — a stance that market observers see as a negotiating position backed by hard price data.

The bank also enjoys political cover. Berlin has publicly rejected UniCredit’s approach and reaffirmed its commitment to Commerzbank’s independence. This gives the Frankfurt-based lender three lines of defence: a strong stock price, its own strategic turnaround narrative, and government backing. For shareholders, the extended acceptance period is set to run until 3 July 2026, with completion of the offer not expected before 2027 pending outstanding approvals.

Yet the run-up also carries risk. Commerzbank’s market capitalisation has swelled to €39.8 billion, pricing in a great deal of optimism. The recent dividend of €1.10 per share adds to the picture of a company that has moved beyond pure turnaround territory. But as one market commentator noted, any disappointment is likely to be felt more sharply now that the stock has run so far. The current strength is real, but it has come with little room for error.