Deutsche Bank Announces Expiration and Final Results of Exchange Offer and Cash Tender Offer for Its Outstanding 4.25% Senior
Notes Due 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO ANY JURISDICTION INTO WHICH SUCH
DISTRIBUTION WOULD BE UNLAWFUL. THIS NOTICE IS FOR INFORMATION ONLY AND IS NOT AN OFFER TO EXCHANGE, PURCHASE OR SELL SECURITIES.
THE EXCHANGE OFFER AND THE TENDER OFFER DISCUSSED BELOW WERE MADE SOLELY PURSUANT TO THE RESPECTIVE OFFER DOCUMENTS.
Deutsche Bank Aktiengesellschaft (XETRA: DBKGn.DE / NYSE: DB) (“Deutsche Bank”) announced today the expiration as of 11:59 p.m.,
New York City time, on May 16, 2017, of the previously announced offer to exchange up to $4,500,000,000 aggregate principal amount
of its outstanding 4.25% Senior Notes due 2021 (the “Original Notes”) for a like principal amount of its 4.25% Eligible
Liabilities Senior Notes due 2021 (the “Exchange Notes”) that are registered under the U.S. Securities Act of 1933, as amended (the
“Exchange Offer”). $3,644,873,000 of aggregate principal amount of Original Notes were validly tendered and accepted for exchange
into Exchange Notes.
Deutsche Bank also announced the expiration as of 11:59 p.m., New York City time, on May 16, 2017, of the previously announced
offer to purchase up to $1,000,000,000 aggregate principal amount of the Original Notes for cash (the “Tender Offer”). $673,305,000
of aggregate principal amount of Original Notes were validly tendered and accepted for purchase in the Tender Offer.
Deutsche Bank had launched the Tender Offer and Exchange Offer on April 19, 2017. On May 18, 2017, Deutsche Bank
expects to issue the Exchange Notes and to settle the purchases of any Original Notes purchased in the Tender Offer that have not
yet been settled.
Deutsche Bank’s affiliate, Deutsche Bank Securities Inc., served as Dealer Manager in connection with the Exchange Offer and
Tender Offer, and Global Bondholder Services Corporation served as Exchange Agent and Information Agent for the Exchange Offer and
as Tender Agent and Information Agent for the Tender Offer.
Further details can be found on Deutsche Bank’s Investor Relations website under https://www.db.com/ir.
DISCLAIMERS
THIS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER OR SOLICITATION TO EXCHANGE OR PURCHASE ORIGINAL NOTES. THE
EXCHANGE OFFER AND TENDER OFFER WERE MADE SOLELY PURSUANT TO THE OFFER DOCUMENTS, WHICH SET FORTH THE COMPLETE TERMS OF THE
EXCHANGE OFFER AND TENDER OFFER.
NONE OF DEUTSCHE BANK AG, THE EXCHANGE AGENT, THE INFORMATION AGENT, THE TENDER AGENT OR THE DEALER MANAGER EXPRESSED ANY
OPINION AS TO WHETHER THE TERMS OF THE EXCHANGE OFFER AND TENDER OFFER WERE FAIR. NONE OF DEUTSCHE BANK AG, THE EXCHANGE AGENT, THE
INFORMATION AGENT, THE TENDER AGENT OR THE DEALER MANAGER MADE ANY RECOMMENDATION THAT HOLDERS TENDER THEIR ORIGINAL NOTES OR
REFRAIN FROM DOING SO PURSUANT TO THE EXCHANGE OFFER OR TENDER OFFER, AND NO ONE WAS OR IS AUTHORIZED BY ANY OF THEM TO MAKE ANY
SUCH RECOMMENDATION.
This release contains forward-looking statements. Forward-looking statements are statements that are not historical facts; they
include statements about our beliefs and expectations and the assumptions underlying them. These statements are based on plans,
estimates and projections as they are currently available to the management of Deutsche Bank. Forward-looking statements therefore
speak only as of the date they are made, and Deutsche Bank undertakes no obligation to update publicly any of them in light of new
information or future events.
By their very nature, forward-looking statements involve risks and uncertainties. A number of important factors could therefore
cause actual results to differ materially from those contained in any forward-looking statement. Such factors include the
conditions in the financial markets in Germany, in Europe, in the United States and elsewhere from which Deutsche Bank derives a
substantial portion of its revenues and in which it holds a substantial portion of its assets, the development of asset prices and
market volatility, potential defaults of borrowers or trading counterparties, the implementation of its strategic initiatives, the
reliability of its risk management policies, procedures and methods, and other risks referenced in Deutsche Bank’s filings with the
U.S. Securities and Exchange Commission. Such factors are described in detail in Deutsche Bank’s SEC Form 20-F of March 20,
2017 under the heading “Risk Factors”. Copies of this document are readily available upon request or can be downloaded from
www.db.com/ir.
Deutsche Bank:
Investor Relations
+49 69 910 35395 (Frankfurt)
+44 20 754 50279 (London)
db.ir@db.com
or
Media Relations
Kerrie McHugh
+ 1 212 250 6853 (New York)
Kerrie.mchugh@db.com
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