28/01/2011

By Max Clarke

Today, as a step in its capital management, Commerzbank’s Board of Managing Directors, with the approval of the Supervisory Board, has completed the capital measure announced on January 13, 2011. In these transactions, Commerzbank’s subscribed capital will be increased by 10% less one share (118,135,291 shares) by means of a contribution in kind using the Bank’s authorised capital; shareholders’ pre-emptive rights were excluded. The new shares are fully underwritten by Credit Suisse Securities (Europe) Limited (“Credit Suisse“) against the contribution of the hybrid equity instruments (Trust Preferred Securities) issued by companies in the Commerzbank group and identified below.

The new shares were placed with institutional investors by a syndicate of banks comprising Credit Suisse, Citigroup, Goldman Sachs and UBS on January 13, 2011. The registration of the capital increase in the commercial register is expected soon.

Credit Suisse will contribute the following Trust Preferred Securities in kind to Commerzbank:

* Commerzbank Capital Funding Trust I (ISIN DE000A0GPYR7) in an aggregate nominal value of
EUR 355,300,000
* Commerzbank Capital Funding Trust II (ISIN XS0248611047) in an aggregate nominal value of
GBP 283,250,000
* Commerzbank Capital Funding Trust III (ISIN DE000CK45783) in an aggregate nominal value of
EUR 43,315,000
* Eurohypo Capital Funding Trust I (ISIN XS0169058012) in an aggregate nominal value of
EUR 96,338,000
* Eurohypo Capital Funding Trust II (ISIN DE000A0DZJZ7) in an aggregate nominal value of
EUR 79,904,000

The German Financial Market Stabilisation Fund (SoFFin) intends to continue to maintain its equity interest ratio in Commerzbank (25% plus one share). For this purpose, a corresponding portion of the silent participations held by SoFFin is intended to be converted into shares, using the conditional capital authorized in the 2009 Annual General Meeting of shareholders.

This transaction marks an important step in optimising Commerzbank's capital structure. The transaction will have a one-off positive effect of more than EUR 300 million on the pre-tax result of Commerzbank pursuant to IFRS; it will not have any noticeable impact on the Bank's Tier 1 capital ratio, but it will result in an increase of Core Tier 1 capital.