Commerzbank AG

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Commerzbank places subordinated bonds (Tier 2) with issue volume of USD 1 bn

On September 2013, 12 Commerzbank successfully placed a subordinated US dollar bond (Tier 2 capital) with a volume of USD 1 billion on the capital market. The interest of institutional investors was strong, the issuance was several times oversubscribed. With the first placement of a Tier 2 issuance since 2011, the Bank is strengthening its overall capital structure also with a view to the implementation of the new EU capital requirements (CRD IV) applicable from January 1, 2014 onwards.

The benchmark US dollars issuance has a maturity of ten years and a coupon of 8.125 % p.a. More than two-thirds of the bonds were placed with institutional investors in the United States and Canada. The joint lead managers and joint bookrunners for the transaction were Commerz Markets LLC, Barclays, BofA Merrill Lynch, Credit Suisse and J.P. Morgan.

“With this issuance, Commerzbank is not only strengthening its overall capital structure, but is also expanding its investor base in the US capital markets,” said Thorsten Kanzler, Divisional Board Member Group Treasury.

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Press contact:

Nils Happich +49 69 136 44986

Karsten Swoboda +49 69 136 22339

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About Commerzbank

Commerzbank is a leading bank in Germany and Poland. It is also present worldwide in all markets for its customers as a partner to the business world. With the business areas Private Customers, Mittelstandsbank, Corporates & Markets and Central & Eastern Europe, it offers its private and corporate customers as well as institutional investors the banking and capital market services they need. With approximately 1,200 branches Commerzbank has one of the densest branch networks among German private banks. In total, Commerzbank boasts nearly 15 million private customers, as well as 1 million business and corporate customers. In 2012, it generated revenues of just under EUR 10 billion with approximately 56,000 employees on average.

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Disclaimer

This publication serves information purposes and constitutes neither an offer to sell nor a solicitation to buy securities of COMMERZBANK AG. The new securities described in it have already been placed.

This press release does not constitute an offer to sell securities, or a solicitation of an offer to buy securities, in the United States of America. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The securities of COMMERZBANK AG described herein have not been and will not be registered under the Securities Act, or the laws of any State, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable State laws. 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.

The communication of this document is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation.

This press release is not being distributed by, nor has it been approved for the purposes of section 21 of FSMA by, a person authorised under FSMA. This document is being communicated only at (I) persons who are outside the United Kingdom (II) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (III) high net worth companies and other persons within the categories described in 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 document or any of its contents. The Securities are available only to, and any invitation, offer or agreement to purchase will be engaged in only with Relevant Persons. Persons in possession of this document are required to inform themselves of any relevant restrictions. No part of this document should be published, reproduced, distributed or otherwise made available in whole or in part to any other person without the prior written consent of COMMERZBANK AG.

This release contains forward-looking statements. Forward-looking statements are statements that are not historical facts. In this release, these statements concern the expected future business of Commerzbank, efficiency gains and expected synergies, expected growth prospects and other opportunities for an increase in value of Commerzbank as well as expected future financial results, restructuring costs and other financial developments and information. These forward-looking statements are based on the 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. Such factors include the conditions in the financial markets in Germany, in Poland, elsewhere in Europe and other regions from which Commerzbank derives a substantial portion of its revenues and in which Commerzbank holds a substantial portion of its assets, the development of asset prices and market volatility, potential defaults of borrowers or trading counterparties, the implementation of Commerzbank’s strategic initiatives, the reliability of Commerzbank’s risk management policies, procedures and methods, and other risks. Forward-looking statements therefore speak only as of the date they are made. 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.