UniCredit has rejected suggestions by the German lender Commerzbank that the Italian bank has overstated the take-up of its shareholder buyout offer.

On 4 June,Commerzbank asked Germany’s financial regulator BaFin to review UniCredit’s disclosure that shareholders with a combined 7.58 per cent stake in Commerzbank had agreed to tender their shares into the latter’s €40 billion takeover bid.

Commerzbank claimed it had seen data to show the 7.58 per cent in tendered shares “are largely directly or indirectly linked to UniCredit's derivative counterparties - not independent investors”.

In a statement released Monday, UniCredit said that it has never combined or conflated the different categories that must be disclosed under applicable regulations. It instead claimed that Commerzbank management were responsible for such conflation on “multiple occasions, […] apparently with a view to generating a misleading narrative”.

In the statement, the bank categorically rejected claims that the actual number of tendered shares is lower than reported because they had been borrowed from UniCredit.

“As previously stated,” it added, “UniCredit has not engaged in share lending transactions involving the Commerzbank shares it holds. Tendered shares are tendered shares and irrevocably committed.”

Commerzbank chief executive Bettina Orlopp in turn rejected UniCredit’s claims when asked about them at a financial conference, according to reporting by Reuters.

"We have, of course, simply presented the facts, and ‌we ⁠will continue to do so, because we are the ⁠only ones who actually have access to ⁠them,” she said.

UniCredit has been pursuing a takeover of the German lender since March, when it unexpectedly moved to increase its stake in Commerzbank past 30 per cent. That month, UniCredit offered Commerzbank shareholders 0.485 UniCredit shares per Commerzbank share to expand its 26 per cent stake.

Commerzbank turned down UniCredit’s €35 billion takeover offer in April, but UniCredit has continued to pursue acquisition, laying out a transformation plan for Commerzbank later the same month.

In May, Commerzbank formally rejected the bid; at the time German chancellor Friedrich Merz criticised UniCredit’s actions as "hostile and aggressive”.

At the time of writing, UniCredit has secured 11.86 per cent of Commerzbank capital during its bid, bringing its overall stake in the firm to 41.8 per cent.

---