UniCredit talked to top German officials before Commerzbank stake buy, document shows

By John O'Donnell, Christian Kraemer and Tom Sims

FRANKFURT (Reuters) -UniCredit executives had conversations with top German government officials, including from the chancellery and the finance ministry, in the months before buying part of the state's stake in Commerzbank, according to a parliamentary document reviewed by Reuters.

The details of the meetings are presented in a government response to Matthias Hauer, a German lawmaker, and are the fullest account yet of contact between Germany and UniCredit before the Italian bank swooped to buy a large stake in Commerzbank. The German government has said it was surprised by UniCredit's move.

UniCredit has since pressed for a possible tie-up in what would be the most ambitious attempt yet at a pan-European bank merger, but it faces considerable political hurdles in Germany ahead of national elections.

Florian Toncar, the state secretary in charge of the stake sale, spoke with Marion Hoellinger, the head of UniCredit's German arm, on Sept. 4 about a government agency announcement on the stake sale and again on Sept. 10, the document showed.

Unicredit Chairman Pier Carlo Padoan met with Joerg Kukies, a top official in the German chancellery, on the sidelines of a conference in Paris on May 16, according to the government's answer, that also flagged two further exchanges with chancellery officials, on June 7 and May 30.

While the document sheds light on various meetings, it offers few details of the content of the discussions.

Hauer, a Christian Democrat lawmaker, said the answer showed a "lively exchange" between the German government and the Italian bank, urging a further inquiry into how the government had sold the entire stake for sale to UniCredit rather than a number of investors.

"The German government ... make out as if they have nothing to do with the chaos at Commerzbank. But they caused it," he said.

UniCredit declined to comment. Germany's finance ministry declined to comment.

The German government became the top shareholder in Commerzbank after a bailout during the global financial crisis more than a decade ago.

Commerzbank is one of Germany's few major privately owned banks and a big lender to the country's so-called Mittelstand of medium-sized companies that form the backbone of Europe's largest economy.

The document provides some details on the timeline in the days and hours ahead of the Sept. 11 announcement that UniCredit had amassed its 9% stake in Commerzbank.

For the first time, UniCredit's Hoellinger also emerges as a central figure in communication with the government.

Her Sept. 4 call with Toncar came a day after Germany's Finance Agency, an arm of the finance ministry, said that it would begin to sell shares in Commerzbank.

The document provides no detail on the content of that conversation. But Toncar told Hoellinger to speak with the finance agency, which was overseeing the sale, a person with direct knowledge of the conversation said.

On the evening of Sept. 10, at 8:13 pm, just hours after the finance agency announced it was gathering bids for Commerzbank from investors, Hoellinger and Toncar spoke on the phone about UniCredit's investment in Commerzbank, the document said.

When UniCredit announced that it had acquired its 9% stake - half from the German government and half on the open market - it also said it would apply to regulators to buy more.

That immediately prompted Commerzbank executives to launch a defence strategy as they pursued independence as a stand-alone bank.

Commerzbank's management, employees and the nation's chancellor, Olaf Scholz, have all voiced opposition to a potential takeover, but at least one big investor and some business leaders favour talks.

Unicredit CEO Andrea Orcel, who has long held an interest in a tie-up with Commerzbank, has recently said that a combination would be the best outcome. But he's also said he could sell its stake.

The document reviewed by Reuters does not reveal any government meetings with Orcel.

(Reporting By John O'Donnell; editing by Elisa Martinuzzi, Mark Potter and Christian Schmollinger)