UniCredit Commerzbank Bid Triggers mBank Buyout Rule
UniCredit says control of Commerzbank would trigger a mandatory bid for Poland's mBank. This requirement could increase the cost of its 35 billion euro offer.
UNICREDIT SPA from Italy has stated that acquiring control of Germany-based COMMERZBANK AG would trigger a mandatory bid for the remaining shares of MBANK SA in Poland. This requirement would significantly increase the total cost of the acquisition. Last month, the Italian banking group launched an all-share bid valued at approximately 35 billion euros ($41 billion). While the initial bid aims to raise its stake slightly above 30%, crossing the 50% threshold of voting rights would activate Polish regulations.
Commerzbank currently holds a 69.1% stake in mBank, which has a total market valuation of roughly $14.5 billion. Under Polish law, a bid for the remaining 30.9% would need to include a cash component with a minimum price determined by legal standards.
A full takeover of the Polish lender could lead to its delisting from the stock exchange, a move that contrasts with the preferences of Polish financial supervisors who favor listed institutions. Additionally, UniCredit noted that the uncertainty surrounding the integration process could lead to the departure of high-level staff and the loss of clients for both banks.
The decision to pursue the bid came after the German bank declined to collaborate on initiatives intended to enhance shareholder value. UniCredit believes that a higher stake would allow it to unlock the full potential of the German lender, offering clients a broader range of products and capital market services.
