Deutsche Bank AG Announces Tender Offer Results for Trust Preferred Securities issued by Deutsche Postbank Funding Trust I and issued by Deutsche Postbank Funding Trust III

Deutsche Bank AG Announces Tender Offer Results for Trust Preferred Securities issued by Deutsche Postbank Funding Trust I and issued by Deutsche Postbank Funding Trust III

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EQS-News: Deutsche Bank AG / Key word(s): Bond/Tender Offer
Deutsche Bank AG Announces Tender Offer Results for Trust Preferred Securities issued by Deutsche Postbank Funding Trust I and issued by Deutsche Postbank Funding Trust III
23.11.2023 / 10:43 CET/CEST
The issuer is solely responsible for the content of this announcement.*NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES**, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA *(the *United States*) *OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT*

*THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014*

23 November 2023. Deutsche Bank Aktiengesellschaft (in its capacity as the entity making the Offers, the *Offeror*) announces today the results of its invitations to holders of the outstanding series of Trust Preferred Securities described below (each a *Series* and together the *Trust Preferred Securities*) to tender any and all of their Trust Preferred Securities for purchase by the Offeror for cash (each such invitation an *Offer *and together the* Offers*). The Offers were made on the terms and subject to the conditions contained in the Tender Offer Memorandum dated 9 November 2023 (the *Tender Offer Memorandum*) prepared by the Offeror.  Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

*Details of the Trust Preferred Securities and Results*

As at the Expiration Deadline, the Offeror had received valid tenders of (i) €148,002,000 in aggregate Liquidation Preference Amount of the DPFT I Trust Preferred Securities; and (ii) €144,077,000 in aggregate Liquidation Preference Amount of the DPFT III Trust Preferred Securities. The Offeror announces that it has decided to accept for purchase all Trust Preferred Securities validly tendered pursuant to the Offers.

The Offeror will pay a Purchase Price for those Trust Preferred Securities accepted for purchase pursuant to the relevant Offer equal to: (i) in the case of the DPFT I Trust Preferred Securities, 77.00 per cent. of the Liquidation Preference Amount of the relevant DPFT I Trust Preferred Securities; and (ii) in the case of the DPFT III Trust Preferred Securities, 77.00 per cent. of the Liquidation Preference Amount of the relevant DPFT III Trust Preferred Securities.

The Offeror will also pay an Accrued Capital Payment Amount in respect of any Trust Preferred Securities accepted for purchase pursuant to the Offers.

A summary of the final results for the Offers appears below.

*Description of the Trust Preferred Securities* *ISIN /*
*Common Code / Fonds Code / WKN* *Purchase Price** *Amount accepted pursuant to the relevant Offer*
€300,000,000 Noncumulative Trust Preferred Securities issued by Deutsche Postbank Funding Trust I (the *DPFT I Trust Preferred Securities*) DE000A0DEN75 / 020467568 / 11648 / A0DEN7 77.00 per cent. €148,002,000
€300,000,000 Noncumulative Trust Preferred Securities issued by Deutsche Postbank Funding Trust III (the *DPFT III Trust Preferred Securities*) DE000A0D24Z1 / 021988391 / 11709 / A0D24Z 77.00 per cent. €144,077,000
*            As a percentage of the Liquidation Preference Amount of the relevant Trust Preferred Securities.*General*
The expected Settlement Date for the Offers is 29 November 2023.

Deutsche Bank Aktiengesellschaft is acting as Dealer Manager (Telephone: +44 20 7545 8011; Attention: Liability Management Group) and Kroll Issuer Services Limited is acting as Tender Agent (Telephone: +44 20 7704 0880; Attention: Arlind Bytyqi / Jacek Kusion; Email: db@is.kroll.com; Tender Offer Website : https://deals.is.kroll.com/deutschepostbank).

*DISCLAIMER* This announcement must be read in conjunction with the Tender Offer Memorandum.  No offer or invitation to acquire any securities is being made pursuant to this announcement.  The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law.  Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by the Offeror, the Dealer Manager and the Tender Agent to inform themselves about, and to observe, any such restrictions.

This announcement is released by Deutsche Bank Aktiengesellschaft and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (*MAR*), encompassing information relating to the Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Christian Streckert, Director at Deutsche Bank Aktiengesellschaft. --------------------

23.11.2023 CET/CEST Dissemination of a Corporate News, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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Language: English
Company: Deutsche Bank AG
Taunusanlage 12
60325 Frankfurt a. M.
Germany
Phone: +49 (0)69 910-00
E-mail: db.media@db.com
Internet: www.db.com
ISIN: DE0005140008
WKN: 514000
Indices: DAX, EURO STOXX 50
Listed: Regulated Market in Berlin, Dusseldorf, Frankfurt (Prime Standard), Hamburg, Hanover, Munich, Stuttgart; Regulated Unofficial Market in Tradegate Exchange; NYSE
EQS News ID: 1780431
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