BayerLaw Rechtsanwaltsgesellschaft mbH / TRICON Rechtsanwälte Steuerberater
BayerLaw Rechtsanwaltsgesellschaft mbH / TRICON Rechtsanwälte Steuerberater: Important Information to Former Shareholders of Deutsche Postbank AG
DGAP-News: BayerLaw Rechtsanwaltsgesellschaft mbH / TRICON Rechtsanwälte Steuerberater / Key word(s): Miscellaneous Important Information to Former Shareholders of Deutsche Postbank AG (DPB.DE/ISIN: DE0008001009) +++Acting-in-Concert between Deutsche Bank AG (“Deutsche Bank”) and Deutsche Post AG (” Deutsche Post”) in respect of Deutsche Postbank AG (“Postbank”) as from September 12, 2008 most probable+++Inaccurate Statements of Facts Unveiled in Postbank-Trial against Deutsche Bank+++Various Classes of Former Postbank Shareholders May Claim Damages of around EUR 50 per Share from Deutsche Bank, and, Potentially, from Deutsche Post and Postbank as Joint and Several Debtors+++Aggregate Damages Estimated to Consume Significant Portions of, or Even Exceed, Deutsche Bank’s Reserves for Legal Risks+++ Law firms BayerLaw and TRICON Rechtsanwälte & Steuerberater today inform German and international institutional investors of the current status of the various trials pending with respect to Deutsche Bank’s staggered acquisition of Postbank between 2008 and 2015. Investors should note the following: 1. Deutsche Bank group has been violating mandatory procedural duties in the pending Postbank trials, including, without limitation, the rules of truthfulness and comprehensiveness of factual statements. Judgments awarded so far were prepared by the courts on a materially inaccurate fact basis. 2. Deutsche Bank recently changed its fact statements in the Postbank-Trial from “At no point in time Deutsche Bank and Deutsche Post have made any agreements with respect to the exercise of [Postbank] voting rights” and “Deutsche Bank and Deutsche Post have neither in connection with the amendment agreement nor independently therefrom made any explicit or tacit agreement regarding the exercise of voting rights” to ” as from February 25, 2009, Deutsche Post was free to exercise its Postbank voting rights.” Based on documentary evidence and information that has become available in the various Postbank trials, it seems highly improbable that this correction was sufficiently comprehensive in order to provide an accurate fact basis to the handling courts. 3. In its July 2014 remission to the Cologne Appellate Court the Federal Court of Justice rendered specific instructions to the Cologne courts that clearly outlined the Federal Court’s prerequisites for an “acting-in-concert”. The Cologne Appellate Court has recently subpoenaed clauses from Deutsche Bank that should meet or even exceed the Federal Court of Justice’s requirements for an acting-in-concert as from September 12, 2008. 4. The Cologne Regional Court has rendered an express instruction to Deutsche Bank group that it may consider fault on Deutsche Bank’s part in respect of not launching a mandatory offer, at least once the Federal Court of Justice judgment had become available in the summer of 2014. At this point in time, Deutsche Bank had known both (a) the contractual stipulations agreed upon with Deutsche Post in the acquisition documents, and (b) the test by the Federal Court of Justice for an acting-in-concert that had been stated in in its judgment “rather clearly”. Together with statements by the Cologne Regional Court made in a recent oral hearing, investors may expect that the Cologne courts will determine an acting-in-concert between Deutsche Bank and Deutsche Post in respect of their joint shareholding in Postbank as from September 12, 2008. 5. Various facts that have been unveiled in the Postbank trials so far point to Deutsche Bank, Deutsche Post, and Postbank jointly and deliberately concealing an acting-in-concert since September 12, 2008. This may lead to a joint and several liability of Deutsche Bank, Deutsche Post, and Postbank. 6. Management and Supervisory Board of Deutsche Bank are fully informed of the facts stated in Nos. 1 through 5 above since October 26, 2016 at the latest. 7. BaFin has also been fully informed of the above facts and circumstances. 8. Those former Postbank shareholders who tendered into Deutsche Bank’s voluntary tender offer dated October 6, 2010 (approx. 48mn shares) should have minimum improvement claims of around EUR 55.00 per share including interest. Similarly, other classes of former Postbank shareholders who sold Postbank shares to Deutsche Bank or in the market between September 12, 2008 and December 21, 2015 should have damage claims for the difference between the Reference Price (currently known as EUR 57.25) and the sales price received plus interest at 5% over ECB base rate p. a. In aggregate, these claims may reach several billion Euros. This release was made for cleansing any material non-public information that may be conveyed to investors that are invested in equity and debt securities issued by Deutsche Bank AG, Deutsche Post AG, and Deutsche Postbank AG. ***** BayerLaw Rechtsanwaltsgesellschaft mbH, represented by the Geschäftsführer RA Jan D. Bayer, Barckhausstrasse 10, 60325 Frankfurt am Main. TRICON Rechtsanwälte Steuerberater, represented by Dr. Oliver Krauss, Bräuhausstraße 4, 80331 München
12.12.2016 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. |