SEC Form 20-F - Deutsche Bank Annual Report 2012

Deutsche Bank Notes to the Consolidated Financial Statements F-50
Annual Report 2010 on Form 20-F 04 – Acquisitions and Dispositions
Business Combinations completed in 2010
Deutsche Postbank
Following the successful conclusion of the voluntary public takeover offer (“PTO”) to the shareholders of Deutsche
Postbank AG (“Postbank”), the PTO settled on December 3, 2010 (“closing date”). Together with Postbank shares
already held before the PTO, the Group gained control by holding 113.7 million Postbank shares, equal to 51.98 %
of all voting rights in Postbank. Accordingly, the Group commenced consolidation of Postbank Group as of
December 3, 2010. Taking into account certain financial instruments on Postbank shares held by the Group prior
to the closing date (see ‘Treatment of the Group’s equity investment and other financial instruments on Postbank
held at the closing date’ below), as of the closing date the consolidation of Postbank is based on a total equity
interest of 79.40 %.
The following paragraphs provide detailed disclosures on the Postbank acquisition, specifically: a description of
Postbank’s business activities and the expected impact from their integration on the Group; the takeover offer;
the Deutsche Bank capital increase; the treatment of the Group’s equity investment and other financial instruments
on Postbank shares held at the closing date; the purchase price allocation and other acquisition-related
information.
Description of Postbank’s business activities and the expected impact from their integration on the Group.
With approximately 14 million domestic customers, more than 20,000 employees, 1,100 branches and total assets
of € 240 billion, Postbank Group is one of the major providers of banking and other financial services in Germany.
Its business activities comprise retail banking, business with corporate customers, money and capital markets
activities as well as home savings loans (via the BHW Group which is part of the Postbank Group). In its
Transaction Banking division, Postbank offers back office services for other financial services providers. Its
business focuses on Germany and is complemented by selected engagements, principally in Western Europe
and North America.
The Group’s Management Agenda Phase 4 provides for a focus on core businesses in the Private Clients and
Asset Management Group Division and home market leadership. In this context, the majority shareholding in
Postbank further strengthens the PCAM Group Division, in particular the Private & Business Clients (PBC)
Corporate Division, and enables the Group to strengthen and expand its leading position in the German home
market. The combination of Deutsche Bank and Postbank offers significant cost and revenue synergy potential
and growth opportunities. Furthermore, the inclusion of Postbank businesses in the Group’s consolidated results
will increase the level of retail banking earnings and strengthen and diversify the Group’s refinancing basis due
to the increased volumes in retail customer deposits.
Takeover Offer. The price per Postbank share offered in the PTO amounted to € 25.00. The acceptance period
under the PTO commenced with the publication of the offer document on October 7, 2010 and ended with expiry
of the additional acceptance period on November 24, 2010. The offer was accepted for 48.2 million Postbank shares,
corresponding to 22.03 % of the Postbank share capital and voting rights. Therefore, the total cash consideration
paid on December 3, 2010 for the Postbank shares acquired in the PTO amounted to € 1,205 million.