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Purpose of the offer
The purpose of the invitation is to optimise the bank’s capital
Structure.
Purchase price
Tender consideration: eur 36,500 per eur 50,000
Accrued and unpaid interest
The bank will pay all accrued and unpaid interest or dividends as
Applicable, but excluding the settlement date.
Minimum exercise amount
You need to tender in a minimum denomination of eur 50,000 and in
Multiples of eur 50,000 in excess thereof, in order to validly
Submit an instruction for the offer.
Minimum aggregate offer acceptance amount
The tender offer is not conditional on a minimum aggregate amount
Of securities being tendered.
Maximum aggregate offer acceptance amount
The target acceptance amount: the bank currently proposes to
Accept tenders of securities for purcahse pursuant to the
Invitation up to eur 500,000,000 in aggregate prinicipal amount
Or liquidation preference as applicable of securities
Proration
If the total amount instructed for the tender offer exceeds the
Target acceptance amount (see maximum aggregate offer acceptance
Amount ), the instructions to tender will be accepted on a pro
Rata basis:
Each tender of securities of the relevant series will be scaled
By a scaling factor and will be rounded down to in the case of
The series ii securities, the nearest full eur 100, in the case
Of the series iii securities, the nearest eur 1,000, in the case
Of the series iv securities, the nearest eur 50,000
Excess thereof (and any amount of securities that is not in such
An integral multiple shall, for the avoidance of doubt, be
Rejected).
Poolfactor
Not applicable
Market timetable
Market expiry date: 05/03/12 17:00 cet
Market withdrawal date: instructions are irrevocable
Final acceptance date: as soon as practicable after the market
Expiry date
Expected settlement date: 08/03/12
Withdrawal rights
Instructions for the tender offer are irrevocable, except in the
Limited circumstances described in the invitation memorandum .
Conditions
Refer to the invitation memorandum for the conditions of this
Tender offer
Restrictions
Certain restrictions apply for the following countries:
United states, united kingdom, republic of italy, kingdom of
Belgium, republic of france
The restrictions may apply at both participant and benefical
Owner level
Further restrictions may apply. Refer to the invitation
Memorandum for the restrictions of this tender offer
Tender agent
Deutsche bank ag, london branch
Winchester house
1 great winchester street
London ec2n 2db
United kingdom
For information by telephone: +44 (0) 20 7547 5000
Fax: +44 (0) 20 7547 6149/5001
Attention: trust and securities services
Email: xchange.offer(at)db.com
This corporate action notification does not constitute an offer
To sell or the solicitation of an offer to buy any securities by
Anyone in any jurisdiction
It is not, and should not be construed or treated as, investment
Or financial advice. In providing this information, euroclear
Bank is not acting as agent of the issuer
By sending an instruction to euroclear bank, you confirm that you
(and any beneficial owner(s) for whom you act) comply with the
Terms and conditions of the offer
If no instruction is required via euroclear bank for this
Corporate action, you should ensure full compliance with the
Terms of the offer and the agent’s requirements
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