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Germany Says It Can’t Thwart Potential Hostile Commerzbank Deal

The headquarters of Commerzbank AG in Frankfurt. Photographer: Alex Kraus/Bloomberg (Alex Kraus/Bloomberg)

(Bloomberg) -- The German government said it wouldn’t be able to thwart an acquisition of Commerzbank AG by UniCredit SpA, highlighting the limited influence it has despite its fierce opposition to the potential deal.

“A hostile takeover of a majority of Commerzbank shares could not be prevented” by Germany given the bank’s public listing and “its widely diversified shareholder base,” the finance ministry said in a response to questions from lawmakers published Wednesday by the lower house of parliament’s press service.

However, Berlin could stand in the way of a “full takeover” as it owns 12% in the German lender, the ministry added in the document dated Nov. 5.

Italian lender UniCredit has said it’s considering acquiring Commerzbank after building a major stake in the Frankfurt-based lender. The deal would create a bigger and better bank, UniCredit Chief Executive Officer Andrea Orcel has said.

The German government has criticized UniCredit’s approach and made clear it’s against a hostile takeover. The country’s new finance minister, Joerg Kukies, reiterated that stance on Tuesday.

Orcel said last week it may take him as much as a year until he makes a decision on what to do with UniCredit’s Commerzbank stake.

He also indicated he doesn’t want to buy the lender against Berlin’s will, saying he’s trying “to convince all key stakeholders including the government” that combining the two banks is a good idea. 

Germany has also denounced the way UniCredit seized on a government placement of Commerzbank shares to build the stake. Orcel has said the Italian lender flagged its interest in Commerzbank before participating in the placement and the purchase shouldn’t have come as a surprise.

UniCredit Germany head Marion Hoellinger had a call with Deputy German Finance Minister Florian Toncar on Sept. 4 to discuss the announcement on the previous day that the country was going to sell Commerzbank shares, according to the finance ministry document dated Nov. 5.

The call happened before the transaction was carried out the following week, confirming a Bloomberg News report that contacts between UniCredit and the German government had taken place during that period.

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