Italian banking giant UniCredit has received approval from the European Central Bank (ECB) to take control of Germany’s Commerzbank, marking a major step toward one of Europe’s largest cross-border banking acquisitions in decades.
UniCredit, Italy’s second-largest lender, announced Thursday that the ECB had authorized it to exceed the 30% ownership threshold in Commerzbank and increase its stake without restrictions.
The regulatory approval follows UniCredit’s €45 billion ($50.51 billion) hostile takeover offer, completed in July, which raised its ownership in the German bank to 48%.
UniCredit expects to secure control of Commerzbank by the end of 2026, with approximately 50% of voting rights, subject to outstanding regulatory requirements and takeover conditions.
The acquisition could become Europe’s biggest cross-border banking transaction since the global financial crisis, potentially reshaping the region’s financial services industry.
UniCredit CEO Andrea Orcel has pursued Commerzbank for more than two years, building on the Italian lender’s existing German operations through HVB, which it acquired in 2005.
However, the takeover has faced significant resistance from Commerzbank executives and the German government, which has raised concerns about employment, corporate independence and financing for domestic businesses.
Despite opposition, UniCredit accumulated sufficient shares to influence ordinary shareholder decisions while remaining below the 50% ownership threshold that could trigger mandatory buyout obligations involving Commerzbank’s Polish subsidiary, mBank.
Orcel has urged Commerzbank to implement his proposed profitability strategy beginning in January 2027, although a complete merger between the two banks is not expected until 2029 or 2030.
Meanwhile, German officials have held discussions with UniCredit regarding safeguards for Commerzbank’s Frankfurt headquarters, employee protections and continued lending to German companies.
Once UniCredit formally receives the tendered shares, Orcel could seek an extraordinary shareholder vote to replace Commerzbank’s supervisory board and management rather than waiting for the bank’s next annual general meeting.
The ECB’s decision strengthens UniCredit’s position in the takeover battle, bringing the Italian lender closer to consolidating its influence over Germany’s banking sector while leaving key political and regulatory challenges unresolved.
