DGAP-News: Commerzbank AG / Key word(s): AGM/EGM/Corporate Action
Commerzbank AG: Annual General Meeting 2011
06.05.2011 / 10:09
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THIS PRESS RELESE AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR
DISTRIBUTION IN OR WITHIN THE UNITED STATES OF AMERICA, CANADA, JAPAN OR
AUSTRALIA.
Annual General Meeting 2011 votes on corporate action to largely reduce
silent participations of SoFFin
- Klaus-Peter Müller: '2010 was a good year for Commerzbank, we improved
substantially, and the Bank is on the right track.'
- Martin Blessing: 'We returned to profitability one year earlier than
expected. The strategy 'Roadmap 2012' is bearing fruit faster than
anticipated.'
The focus at today's Annual General Meeting (AGM) of Commerzbank is on the
resolutions of a corporate action to largely reduce silent participations
of the Financial Market Stabilisation Fund (SoFFin) as planned. The 2011
AGM will also decide on the creation of new authorised capital and new
conditional capital to replace existing capital. In addition, there are
various formal matters to be decided. The Commerzbank AGM is being held at
Frankfurt's Jahrhunderthalle.
Before the event, Klaus-Peter Müller, Chairman of the Supervisory Board of
Commerzbank, made the following statement:
'2010 was a good year for Commerzbank, we improved substantially, and the
Bank is on the right track. This is particularly evident in the successful
integration of Dresdner Bank and the excellent results for the first
quarter of 2011.'
Martin Blessing, Chairman of the Board of Managing Directors of
Commerzbank, said:
'2010 was a successful year for us. The strategy 'Roadmap 2012' is bearing
fruit faster than anticipated. Our business model is working, even in
difficult markets. We returned to profit one year earlier than expected. We
have also pushed ahead with de-risking and reducing volumes. To a great
degree, we reflect the German economy, and we benefit from its strengths.'
'The Bank's positive development gives us the possibility to reduce the
SoFFin silent participations ahead of schedule and in one transaction. We
successfully completed the first step of the corporate action in April, and
have already reached more than half the target volume of EUR 11.0 billion.'
'We also successfully merged the IT systems over the Easter holidays. This
was the final key milestone of the integration.'
'Commerzbank got off to an excellent start in 2011 with an operating
result of EUR 1.14 billion in the first quarter. From January to March 2011
we achieved our best quarterly results to date.This shows the potential of
the Bank in normalised markets. Once again, Mittelstandsbank and Corporates
& Markets delivered a strong earnings contribution. In our Private
Customers business, we have made significant progress. In Central & Eastern
Europe the positive trend has stabilised. The excellent results are proof
of the success of implementing our strategy 'Roadmap 2012'.'
'Overall - given a stable market environment - we expect the 2011 operating
profit to significantly exceed 2010. This will make 2011 another step on
the way to our 'Roadmap 2012' target of an operating profit exceeding EUR 4
billion in 2012, pre regulatory effects and under stable market
conditions.'
As announced on April 6, 2011, the silent participations of SoFFin are to
be reduced from their current level of EUR 16.2 billion by around EUR 14.3
billion until June 2011, and thus to repay them to a large extent. The Bank
is planning a corporate action for this comprising two steps, with a total
volume of EUR 11.0 billion.
In the first step in April 2011 Commerzbank successfully placed
1,004,149,984 Conditional Mandatory Exchangeable Notes (CoMEN) - subject to
the necessary vote by today's AGM - to raise EUR 5.7 billion (including the
planned conversion of the SoFFin silent participations into shares). This
corresponds to more than half of the total target volume for both steps of
the corporate action. The holders of CoMEN will receive 1 Commerzbank share
for each CoMEN, expected on May 12, 2011, carrying full dividend rights
from January 1, 2011 onwards.
As a second step, a rights issue to raise the remaining EUR 5.3 billion is
foreseen. This is to be executed from the end of May to the beginning of
June 2011. It is planned that once the first and second step have been
implemented, SoFFin will maintain its stake in the share capital of
Commerzbank of 25% plus 1 share. All the shareholder resolutions needed for
the corporate actions to largely reduce the SoFFin silent participations
are to be taken today in the AGM.
In the framework of the overall transaction Commerzbank is also as
announced redeeming SoFFin silent participations to the amount of
approximately EUR 3.3 billion from excess regulatory capital. Together with
the two steps of the corporate action, this reduces the silent
participations of SoFFin by a total of EUR 14.3 billion.
The agenda and other documentation for the AGM, as well as a link to a live
broadcast of the speeches of the Supervisory Board and the Chairman of the
Board of Managing Directors, can be found at www.commerzbank.com/agm
Press contact:
Reiner Rossmann +49 69 136 46646
Maximilian Bicker +49 69 136 28696
Simone Fuchs +49 69 136 44910
*****
About Commerzbank
Commerzbank is a leading bank for private and corporate customers in
Germany. With the segments Private Clients, Mittelstandsbank, Corporates &
Markets, Central & Eastern Europe as well as Asset Based Finance, the Bank
offers its customers an attractive product portfolio, and is a strong
partner for the export-oriented SME sector in Germany and worldwide. With a
future total of some 1,200 branches, Commerzbank has one of the densest
networks of branches among German private banks. It has around 60 sites in
50 countries and serves approximately 14 million private clients as well as
one million business and corporate clients worldwide. In 2010 it posted
gross revenues of EUR 12.7 billion with some 59,100 employees.
*****
Disclaimer
This publication is intended for information purposes and is neither a
prospectus, nor an offer to sell, nor a solicitation of an offer to
purchase, nor an invitation to purchase or subscribe to securities of
Commerzbank AG. The offering will be conducted solely through and on the
basis of the approved and publicized Prospectus (comprising a Registration
Document, a Securities Note, a Summary as well as any Supplements thereto;
together, the 'Prospectus'). An investment decision in respect of the
publicly offered securities of Commerzbank AG should only be made on the
basis of the Prospectus. The Prospectus is available free of charge at
Commerzbank AG (Kaiserstrasse 16 (Kaiserplatz), 60311 Frankfurt am Main)
and on the website of Commerzbank AG at www.commerzbank.com.
This release does not constitute an offer to sell or a solicitation of an
offer to purchase any securities in the United States. The securities of
Commerzbank AG referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended (the 'Securities Act') or
the laws of any state within the United States, and may not be offered or
sold in the United States absent exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act or the laws
of any state within the United States. Commerzbank AG does not intend to
register any portion of the offering in the United States or conduct a
public offering of securities in the United States. This release is only
directed at (I) persons who are outside the United Kingdom, (II) investment
professionals falling within Article 19(5) oft he Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') or (III)
high net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as 'relevant persons'). Any person who
is not a relevant person should not act or rely on this release or any of
its contents. Any investment or investment activity to which this release
relates is available only to and will be engaged in only with relevant
persons (Stabilization/Regulation (EC) 2273/2003).
This release contains statements concerning the expected future business of
Commerzbank, efficiency gains and expected synergies, expected growth
prospects and other opportunities for an increase in value of the company
as well as expected future net income per share, restructuring costs and
other financial developments and information. These forward-looking
statements are based on management's current expectations, estimates and
projections. They are subject to a number of assumptions and involve known
and unknown risks, uncertainties and other factors that may cause actual
results and developments to differ materially from any future results and
developments expressed or implied by such forward-looking statements.
Commerzbank has no obligation to periodically update or release any
revisions to the forward-looking statements contained in this release to
reflect events or circumstances after the date of this release.
Contact:
Commerzbank AG
Group Communications
Tel.: +49 69 136 - 22830
mediarelations@commerzbank.com
End of Corporate News
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Language: English
Company: 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
Listed: Regulierter Markt in Berlin, Düsseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, München, SIX, Stuttgart;
Terminbörse EUREX; London
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123281 06.05.2011
DGAP-News: Commerzbank AG: Annual General Meeting 2011
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