Key Points
Works council files criminal complaint alleging market manipulation and investor deception.
Unicredit stake reaches 37 percent with 11.22 percent acceptance despite below-market offer.
BaFin regulator reviews share accumulation and underlying transactions for legal compliance.
Stock trades at 36.83 euros, 39 percent below Meyka's 51.32 euro 12-month forecast.
Commerzbank’s group works council filed a criminal complaint against Unicredit on June 13, accusing the Italian bank of market manipulation and investor deception. The complaint centers on Unicredit’s rapid share accumulation despite an offer priced 1.50 euros below the current stock price. Unicredit has collected 11.22 percent acceptance from shareholders, bringing its total stake to nearly 38 percent. The offer deadline runs through June 16, with possible extension to July 3.
Works Council Escalates Legal Fight
Commerzbank’s group works council, led by chairman Sascha Uebel, authorized the filing of a criminal complaint under German securities law paragraphs 119 and 120. The complaint alleges market manipulation and deliberate investor deception. Uebel stated the rapid share accumulation creates a false impression that Unicredit has already secured the takeover. The works council argues such accumulation without transparent communication breaches market rules.
Unicredit’s Stake Climbs Despite Below-Market Offer
Unicredit has collected 11.22 percent acceptance from shareholders through June 11, raising its total stake to approximately 37 percent. The offer values Commerzbank shares at 0.485 Unicredit shares per Commerzbank share, roughly 1.50 euros below the current market price of 36.83 euros. The works council questions why investors would accept an economically unattractive offer. Reports indicate most tendered shares came from banks and parties connected to Unicredit, including Nomura, rather than independent investors.
Regulators Step In as Tensions Rise
Germany’s financial watchdog BaFin has been notified and is reviewing the reported acceptance rates and underlying transactions. The regulator is examining whether the share accumulation follows legal requirements. Unicredit denies all allegations and maintains it has complied with all legal obligations. The company’s CEO Andrea Orcel dismissed the accusations as groundless. The offer deadline is June 16, with a possible extension to July 3.
Stock Holds Steady Despite Takeover Drama
Commerzbank stock closed at 36.83 euros on June 13, up 2.93 percent on the day. The stock trades 3.6 percent below its 52-week high of 38.4 euros and remains well above the offer value. Meyka rates CBK.DE a B with a neutral recommendation. The stock’s 12-month forecast stands at 51.32 euros, suggesting 39 percent upside from current levels. Volatility remains elevated at 28 percent, reflecting investor uncertainty over the takeover outcome.
Final Thoughts
The criminal complaint marks a major escalation in the takeover battle, with regulators now scrutinizing Unicredit’s share accumulation. With Meyka rating the stock B and forecasting 51.32 euros, the data suggests limited downside if the takeover fails.
FAQs
The works council alleges market manipulation and investor deception, claiming Unicredit is creating a false impression that the takeover is already secured to mislead the capital market.
Unicredit’s total stake is approximately 37 percent, including 11.22 percent from the offer, previous holdings, and financial instruments.
The offer is priced 1.50 euros below the current stock price. Most tendered shares came from banks connected to Unicredit, not independent investors.
Disclaimer:
The content shared by Meyka AI PTY LTD is solely for research and informational purposes. Meyka is not a financial advisory service, and the information provided should not be considered investment or trading advice.
About Author

Danny Kontos
Co FounderDanny Kontos has been a stock investor since 2007 and co-founded Meyka in 2023. He keeps a small, focused portfolio and only moves when the numbers are hard to argue with. He has waited years on a single position before. Before Meyka, he ran a web hosting company and a mortgage lending platform, so he knows what a well-run business actually looks like under the hood. This article did not come from a news cycle. It came from someone who has been watching this space for a long time.
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