UniCredit’s Commerzbank Offer Stalls as Shareholders Embrace Dividend Hike and AI Strategy

Only 0.02% of Commerzbank shareholders accepted UniCredit's offer; stock near 52-week high. Shareholders approved 'Momentum 2030' strategy, doubled dividend, and AI investment. Barclays sees 13% upside.

The Italian bank’s hostile bid to take over Commerzbank has fallen flat. Just 0.02% of shareholders accepted UniCredit’s exchange offer, which values each Commerzbank share at roughly €35 based on 0.485 UniCredit shares tendered. With the Frankfurt-based lender’s stock closing at €36.79 on Tuesday — just 2.5% below its 52-week high of €37.75 — investors clearly see more value in the stand-alone path.

The rejection was emphatic. Shareholders instead gave a thumbs-up to management’s “Momentum 2030” strategy at last week’s annual meeting in Wiesbaden. A dividend of €1.10 per share for 2025, nearly double last year’s €0.65 payout, was approved alongside a buyback programme of up to 10% of share capital. Combined, €2.7bn is flowing back to equity holders.

Barclays sees further upside, reaffirming an “Overweight” rating with a €42 price target — a 13% premium to the current level of around €37.00. The stock has climbed 39% over the past twelve months and sits more than 10% above its 200-day moving average, though the relative strength index at 79.6 signals overbought conditions. A pullback on profit-taking earlier this week left the shares down nearly 1% on the day.

Investors are betting on a transformative digital push. Management plans to invest €600m in artificial intelligence, targeting an annual contribution of €500m to earnings by 2030. A net return on equity of 21% is the medium-term goal, underpinned by the elimination of 3,000 jobs. Institutional holders such as DWS and Union Investment have maintained large positions, signalling confidence in the independent strategy.

Meanwhile, Commerzbank is deploying a novel marketing gambit to attract retail deposits: a five-percent interest rate linked to the German national football team’s performance at the World Cup. The move carries limited financial risk but scores high on brand visibility.

The formal acceptance period for UniCredit’s offer runs until 16 June 2026. Until then, volatility is likely to persist. The bank also disclosed a new voting rights notification under German securities law and confirmed that former CEO Manfred Knof has taken a salary cut. With the ECB weighing further rate moves, the rebound in Commerzbank’s shares — and the durability of its independence — will face fresh tests after the deadline passes.