Commerzbank is rejecting the latest takeover offer from Italy's UniCredit as "not adequate," the major German banking group said in Frankfurt on Monday.
"UniCredit is not offering Commerzbank shareholders an adequate premium and has not presented a comprehensible and robust strategic plan for a merger," the management and supervisory boards said in a joint statement.
"UniCredit’s plan is vague and entails considerable risks," the statement said. The boards charged that UniCredit was underestimating earnings losses, overestimating synergies and assuming an "unrealistic implementation timeline."
This particularly affected the job cuts planned by UniCredit, the complex IT integration and earnings losses from overlaps in corporate client business.
“UniCredit’s takeover offer does not offer an adequate premium to our shareholders," said Commerzbank chief executive Bettina Orlopp in a statement.
The management board and supervisory board are advising Commerzbank shareholders not to accept the share exchange offer.
Both groups said they were convinced that implementing the latest strategy independently, with higher profit targets, would create more value. Shareholders who remain invested would benefit.
Orlopp said although UniCredit has described its offer as a merger, it "is in fact a restructuring proposal that would massively impact our proven and profitable business model."
Supervisory board chairman Jens Weidmann added that UniCredit's "speculative proposals" jeopardized Commerzbank's customer relationships as well as employee motivation.
