Commerzbank urges shareholders to reject UniCredit takeover

(Sharecast News) - Commerzbank said on Monday that it was recommending that shareholders reject a takeover offer by Italy's UniCredit.

In a joint statement, the German lender's board of managing directors and supervisory board said the offer provides no adequate premium and does not reflect the fundamental value of the group.

They also said UniCredit's plan is "vague and entails considerable risks" and that the Italian bank significantly underestimates revenue losses, overestimates synergies, and assumes an "unrealistic" implementation timeline.

They said Commerzbank's 'Momentum 2030' strategy creates greater value with low implementation risks.

Having undertaken a comprehensive assessment of the "adequacy" of the offer, the board of managing directors and the supervisory board said the conclusion was "unambiguous". Earlier this month, UniCredit launched an offer of around €24bn for the shares of Commerzbank it doesn't already own.

"The implied offer value constitutes a significant discount compared to the long-term value creation potential of Commerzbank as well as to the current trading metrics," said the management and supervisory boards.

Commerzbank chief executive Bettina Orlopp said: "UniCredit's takeover offer does not offer an adequate premium to our shareholders. What is described as a combination is in fact a restructuring proposal that would massively impact our proven and profitable business model.

"At Commerzbank, we have a clear and successful strategy, which offers an attractive growth case to our shareholders. That is the benchmark."