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BaFin Bars UniCredit’s Sensational Ads in €35bn Commerzbank Bid

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Germany’s financial watchdog BaFin has ordered UniCredit to stop using “sensationalist” language in its campaign for a €35bn takeover of Commerzbank. The regulator cited misleading advertising rules, after the Italian lender released three social‑media posts that could sway shareholders. The order takes effect immediately and can be appealed within the next week and will be monitored closely.

UniCredit has built a 27% stake in Commerzbank and 6% in related derivatives since 2024, but German politicians and the bank’s CEO, Bettina Orlopp, have branded the bid as hostile. The clash underlines a bitter fight for control that could reshape Germany’s banking sector and affect investor confidence for both shareholders and regulators in the near term.

During a Monday analyst call, Andrea Orcel described Commerzbank as “vulnerable,” warning that its trajectory could jeopardise survival. The comments prompted BaFin to scrutinise whether public statements influenced market perception. UniCredit said the post’s wording was misunderstood, removed it immediately, and urged a calmer tone to focus on building a better future for the bank.

BaFin’s enforcement could trigger fines if UniCredit breaches the order. The ruling signals regulators’ willingness to clamp down on aggressive takeover tactics in Germany’s regulated banking market. Investors now face a clearer view of the legal risks, while the two banks continue to negotiate terms that could determine the fate of one of Europe’s largest financial groups for the European sector.