SEC Form 20-F - Deutsche Bank Annual Report 2012

Deutsche Bank Notes to the Consolidated Financial Statements F-56
Annual Report 2010 on Form 20-F 04 – Acquisitions and Dispositions
ABN AMRO
On April 1, 2010, Deutsche Bank completed the acquisition of parts of ABN AMRO Bank N.V.’s (“ABN AMRO”)
commercial banking activities in the Netherlands for an initial consideration of € 700 million paid in cash in the
second quarter 2010. The amount of the consideration was reduced in the fourth quarter 2010 by € 13 million
following preliminary adjustments made to the closing balance sheet of the acquired businesses. The adjusted
total consideration of € 687 million is considered preliminary until the closing balance sheet has been finalized.
The closing of the acquisition followed the approval by the European Commission (EC) and other regulatory
bodies. As of the closing date, Deutsche Bank obtained control over the acquired businesses and accordingly
commenced consolidation in the second quarter 2010. The acquisition is a key element in Deutsche Bank’s
strategy of further expanding its classic banking businesses. With the acquisition, the Group has become the
fourth-largest provider of commercial banking services in the Netherlands.
The acquisition included 100 % of the voting equity interests in the acquired businesses and encompasses the
following activities:
— two corporate client units in Amsterdam and Eindhoven, serving large corporate clients,
— 13 commercial branches that serve small and medium-sized enterprises,
— Rotterdam-based bank Hollandsche Bank Unie N.V. (“HBU”), and
— IFN Finance B.V., the Dutch part of ABN AMRO’s factoring unit IFN Group.
The two corporate client units, the 13 branches and HBU were included in a separate legal entity prior to the
acquisition which was renamed as Deutsche Bank Nederland N.V. immediately after the acquisition. Both
Deutsche Bank Nederland N.V. and IFN Finance B.V. have become direct subsidiaries of Deutsche Bank. The
acquired businesses, which serve over 34,000 clients and employ 1,300 people, are using the Deutsche Bank
brand name and are part of the Group’s Global Transaction Banking Corporate Division.
Pending the finalization of the initial acquisition accounting of the business combination, as of the reporting
date the determination and allocation of the purchase price and the net fair values of identifiable assets and
liabilities for ABN AMRO as of the acquisition date are not yet complete. This includes the completion of the
closing balance sheet and the finalization of fair value adjustments for certain parts of the opening balance
sheet of the aquiree. Accordingly, the business combination is still subject to finalization within the applicable
measurement period.