Commerzbank successfully completes capital increase

CET 1 ratio with full application of Basel 3 (pro forma end of March 2015) increased to 10.2%
Leverage ratio (pro forma end of March 2015) improved to 3.9%

Commerzbank AG today placed 113.850.693 new shares with institutional investors by way of a so-called accelerated bookbuilding process. The placement price was fixed at EUR 12.10 per share. The gross issue proceeds amount to a total of EUR 1.4 billion.

After the successful completion of the capital measure the Common Equity Tier 1 ratio with full application of Basel 3 is increasing to 10.2% (pro forma end of March 2015). Thus, the level for the Common Equity Tier 1 ratio demanded by the capital market in the meantime is being attained more quickly than planned. The leverage ratio is improving to 3.9% (pro forma end of March 2015).

Commerzbank AG and Deutsche Bank AG were the Joint Global Coordinators for the placement.

About Commerzbank

Commerzbank is a leading international commercial bank with branches and offices in more than 50 countries. The core markets of Commerzbank are Germany and Poland. With the business areas Private Customers, Mittelstandsbank, Corporates & Markets and Central & Eastern Europe, its private customers and corporate clients, as well as institutional investors, profit from a comprehensive portfolio of banking and capital market services. Commerzbank finances more than 30 per cent of Germany’s foreign trade and is the unchallenged leader in financing for SMEs. With its subsidiaries comdirect and Poland’s mBank it owns two of the world’s most innovative online banks. With approximately 1,100 branches and approximately 90 advisory centres for business customers Commerzbank has one of the densest branch networks among German private banks. In total, Commerzbank boasts approximately 15 million private customers, as well as 1 million business and corporate clients. The Bank, which was founded in 1870, is represented at all the world’s major stock exchanges. In 2014, it generated gross revenues of almost EUR 9 billion with an average of approximately 52,000 employees.

Disclaimer

This press release does not constitute a prospectus, an offer to sell securities, or a solicitation of an offer to buy securities, in the United States of America or in any other jurisdiction and may not be published, distributed or transmitted, directly or indirectly, in or into the United States, Canada, Japan or Australia. 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 Aktiengesellschaft described herein have not been and will not be registered under the Securities Act, or the laws of any state or territory of the United States, 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 any other applicable laws. COMMERZBANK Aktiengesellschaft does not intend to register any portion of the offering described herein in the United States or conduct a public offering of securities in the United States.

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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.