UniCredit CEO, Andrea Orcel, discusses earnings, geopolitical uncertainty, and the lender's position in Commerzbank.
What Andrea Orcel said
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Andrea Orcel, UniCredit's CEO, discussed the bank's strategic acquisition of Commerzbank, emphasizing that the deal is in the best interest of both banks. He noted that the offer, paid in UniCredit shares, was accepted by a disproportionate number of investors, leading to a 48% stake, with potential control by Q4. Orcel dismissed allegations of market manipulation, stating the public prosecutor did not pursue the case. He outlined next steps: obtaining approvals, engaging with the German government and workers' representatives, and keeping the banks separate for two to three years before considering a merger. On capital, he projected 15% CT1 by year-end, with full consolidation bringing it to about 13%, and expected per-share distribution growth of 17-18% annually from 2026 to 2028. He denied talks with Delfin about MPS, emphasizing UniCredit's pan-European identity and organic growth in Italy.
Key takeaways
UniCredit reached 48% of Commerzbank via a share-based tender, with control potentially by Q4, subject to authorizations.
Orcel expects CT1 capital ratio of 15% by year-end, dropping to about 13% after full consolidation of Commerzbank.
Per-share distributions are projected to grow 17-18% annually from 2026 to 2028 with Commerzbank, versus 14% standalone.
UniCredit plans to keep Commerzbank separate for two to three years before considering a merger.
Orcel denied any talks with Delfin about MPS, stating UniCredit is an observer in Italy's market consolidation.
We always said since the invasion of Ukraine that the new normal was one of fracture, change, volatility, and that winning institution had to be a lot more nimble, agile, able to adapt. And you can only do that if you empower and you delegate down to the teams because top-down it does not work. We think this is a competitive advantage of ours. So, if you look at Q1 and most of Q2, it was mostly about these. As we go into the second part of the year, we've rates expected to go up. NII should catch up and contribute more. And the teams will adjust on the mix of the business, depending on what is happening in their regions or in their countries. And I think this adjustment that allows us to balance and to move through the cycle is helping us a lot. We do expect more volatility. We do expect more geopolitical uncertainty. We do expect a difficult environment, but the bank is adjusting exactly to that and is following the customers and it's working.
One of the big takeaways in the numbers today, Commerzbank no longer a financial investment, but a strategic transaction. You got to 48%. That surprised a lot of people, surprised the market given that it was a lowball offer with only 4% premium. How did you get there?
Well, firstly, we're not done. We're still waiting for authorizations. The good news is that they may arrive by the fourth quarter, much earlier than we thought, but we'll see. How did we get there? I think people underestimated one point and the point was we were not paying cash. We were paying with UniCredit shares. And I think a number of investors balanced the two and looked at what UniCredit could do with Commerzbank and without Commerzbank and looked at what Commerzbank could do alone. Was the offer fair? Was the offer worth accepting? And a disproportionate number of them voted yes, it was. So, we're now in terms of vote or subject to Commerzbank canceling their treasury shares at 49.7. We are happy with the position. This allows us to or would allow us to exercise control, but at the same time not force us to do a cascade offering in Poland. I think this is the best outcome we could have hoped for.
But let me ask you because the market is speculating much of it was down to total return swaps with banks. The Frankfurt prosecutor looking into potential market manipulation. Your reaction?
Well, my reaction is this: during the course of this transaction and frankly over the last 18-20 months, there has been a lot of allegation, a lot of misinformation. The public prosecutor did not even pursue. And the bar is very low in Germany. So, he could have, he didn't. So, that speaks for itself. With respect to how we got, we say a tender is a tender. You know, the bottom line is directly or indirectly, you can talk about it whichever way you want, but people sold Commerzbank shares and bought UniCredit shares. And this is if they did it through swaps or if they did it through direct tender, this is what happened in the end.
So, no direct answer here from you, but where you got is the 48% de facto control of Commerzbank. What are the next steps? You're going to have to talk to the German government and the workers a lot more.
Well, we, I think the next steps are firstly to go through the approval process. It's not done. Secondly, to hopefully engage with the German government and the workers representatives of Commerzbank. I think this is the right time, probably also for them. My interpretation is that everyone let the offer go through, see where the shareholders will end up. And now they're taking stock of what happened and it is the right time between now and authorization to engage. I think there is a lot of misinformation reading newspapers and reading statements and I do think that when we will be talking face-to-face, people will realize that we agree on much, much, much more than they think.
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Orcel, A. (2026, July 23). Unicredit's Orcel: Commerzbank deal in best interest of both banks [Interview transcript]. CNBC International Live. CEOInterviews.AI. https://ceointerviews.ai/interview/1113766/
MLA
Andrea Orcel. "Unicredit's Orcel: Commerzbank deal in best interest of both banks." CNBC International Live, 23 Jul. 2026. Transcript, CEOInterviews.AI, https://ceointerviews.ai/interview/1113766/.
BibTeX
@misc{orcel2026_1113766,
author = {Andrea Orcel},
title = {Unicredit's Orcel: Commerzbank deal in best interest of both banks},
howpublished = {Interview transcript, CNBC International Live. CEOInterviews.AI},
year = {2026},
month = {jul},
url = {https://ceointerviews.ai/interview/1113766/},
note = {Speaker-attributed transcript with timestamps}
}
