Commerzbank AG — M&A Activity 2008

Nov 27, 2008

News Details

Ad-hoc | 27 November 2008 22:07

Commerzbank accelerates full takeover of Dresdner Bank

Commerzbank AG / Acquisition/Change of Personnel

Release of an Ad hoc announcement according to § 15 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

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November 27, 2008

Commerzbank accelerates full takeover of Dresdner Bank

• Commerzbank pays EUR 1.4 bn for remaining 40% stake

On November 27, 2008, Commerzbank's Board of Managing Directors reached an
agreement with Allianz to take over the remaining 40% stake in Dresdner
Bank in January 2009 already. Thus Commerzbank will achieve 100% of
Dresdner Bank a lot earlier than originally assumed. Commerzbank will pay
EUR 1.4 billion in cash for the remaining 40% stake. In addition
Commerzbank pays EUR 250 million to compensate Allianz for foregoing the
contingent deferred consideration ('risk umbrella') that was agreed in
August 2008. As at that time announced Allianz further receives just under
EUR 1.6 billion in cash, 163.5 million shares in Commerzbank and cominvest
valued at EUR 700 million.

The remaining stake in Dresdner Bank was originally meant to be taken over
in the second half of 2009. Already in August this year Commerzbank
announced the acquisition of 60% in Dresdner Bank. Based on the assumed
merger exchange ratio, Allianz was supposed to receive 151.5 million
Commerzbank shares for the remaining 40% stake. These shares will not be
issued any more. Nor will the merger-EGM which was planned for early 2009
have to take place. The agreement with Allianz is subject to the approval
of the Supervisory Board and the takeover is to be approved by the
appropriate antitrust and regulatory bodies.

At its meeting today, the Supervisory Board of Dresdner Bank has appointed
three members of the Commerzbank Board of Managing Directors on to Dresdner
Bank’s board, with effect from the purchase. Frank Annuscheit will become
COO and take responsibility for Business Services, while Wolfgang Hartmann
will take charge of Risk Management. Michael Reuther will head Dresdner
Bank's Investment Banking unit. These three new Dresdner Bank board members
will continue in their respective roles on the Commerzbank Board of
Managing Directors.
27.11.2008 Financial News transmitted by DGAP

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Language: English
Issuer: Commerzbank AG
Kaiserplatz
60261 Frankfurt am Main
Deutschland
Phone: +49 (069) 136 20
Fax: -
E-mail: ir@commerzbank.com
Internet: www.commerzbank.de
ISIN: DE0008032004
WKN: 803200
Indices: DAX, CDAX, HDAX, PRIMEALL
Listed: Regulierter Markt in Berlin, Frankfurt (Prime Standard),
Hannover, München, Hamburg, Düsseldorf, Stuttgart;
Terminbörse EUREX; Foreign Exchange(s) London, SWX

End of News DGAP News-Service

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