Commerzbank Throws Up a Higher Profit Hurdle as Analyst Upgrades Undercut UniCredit's Below-Market Bid
12.05.2026 - 14:52:28 | boerse-global.de
It is a curious position for a takeover target: the shares are trading nearly 14% above the bid price. With Commerzbank stock at €35.62, well clear of UniCredit’s €31.07-per-share implied offer, management is using the discount as a central plank in its defence. The Frankfurt lender argues that the exchange ratio of 0.485 UniCredit shares per Commerzbank share lacks any premium and fails to reflect the bank’s stand-alone prospects.
JPMorgan has reinforced that view, raising its price target to €37 from €36 while maintaining a "neutral" rating. The upgrade is driven by the bank’s updated "Momentum 2030" strategy, which lifts earnings expectations for the coming years. Morningstar followed suit, adjusting its fair value estimate to €31.60 from €28.40. Both analyst houses see cost savings from job cuts as a tailwind, though they flag the intense competition in Germany’s banking market as a persistent risk.
On the operational front, Commerzbank is backing up its rhetoric with numbers. In the first quarter of 2026, net profit rose 9.4% year-on-year to €913m, while operating profit climbed 11% to €1.358bn. For the full year, management now targets a net profit of at least €3.4bn, up from the previous €3.2bn, and aims to push that figure to €5.9bn by 2030. The return on tangible equity is expected to reach roughly 17% by 2028, versus an earlier goal of 15%.
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To help hit those targets, the bank is pressing ahead with headcount reductions. Around 3,000 full-time positions are to be cut by 2030, at a cost of about €450m. A transformation agreement with the Verdi union effectively rules out compulsory layoffs; instead, the bank will rely on natural attrition and a partial-retirement programme that includes a €50,000 top-up payment.
The bid itself faces a sceptical market. UniCredit’s offer – 0.485 new shares in the Italian lender for each Commerzbank share – values the German bank at roughly €31.07, a deep discount to the current market price. The acceptance period is expected to run until July 3, 2026, and even then a final closing is unlikely before 2027, given the regulatory approvals still required. Commerzbank’s management has already described the offer as insufficiently precise, pointing to “significant implementation risks” in a letter to shareholders. The bank’s formal reasoned statement from the board and supervisory board, which is still pending, will be the next decisive communication.
Shareholders have a clear date to watch on May 20, when the annual general meeting will vote on a proposed dividend of €1.10 per share and also consider authorising future share buybacks. The management is betting that the combination of a rising payout and above-bid market price will sway investors to hold out for a better deal or a full takeover premium.
For now, the stock is trading comfortably above its 200-day moving average of €33.59, suggesting the market expects either a higher offer or a successful stand-alone defence. A relative strength index of 86, however, warns that the shares are deeply overbought, and any let-up in the takeover drama could trigger a corrective pullback.
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