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27/06/2017 07:35:31
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DGAP-News: Consent Solicitation Result


Consent Solicitation Result

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DGAP-News: IKB Deutsche Industriebank AG / Schlagwort(e): Sonstiges

Consent Solicitation Result

27.06.2017 / 07:30

Für den Inhalt der Mitteilung ist der Emittent verantwortlich.

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Press Release (only English version available)

Dated 27 June 2017

IKB Funding Trust II

(an indirect wholly-owned subsidiary of IKB Deutsche Industriebank

Aktiengesellschaft, Düsseldorf, Germany (the "Bank")) issued on 1 June 2017

(as supplemented by Amendment No. 1 on 13 June 2017) a Solicitation of

Consents (the "Consent Solicitation") to Certain Amendments (the "Proposed

Amendment") to IKB Funding Trust II's Amended and Restated Trust Agreement

(the "Trust Agreement") relating to EUR400,000,000 Noncumulative Trust

Preferred Securities (with an aggregate outstanding Liquidation Preference

Amount of EUR400,000,000) (the "Securities")

(ISIN: XS0194701487; Common Code: 019470148; Dutch Security Code (Fonds

Code):

14826; German Security Code (WKN): A0BDRX)

We have not registered the Consent Solicitation or the Securities under the

Securities Act of 1933, as amended (the "Securities Act"), or any state

securities law in the United States. The Consents may not be solicited and

the Securities may not be offered or sold in the United States or to any

U.S. persons except pursuant to an exemption from, or in a transaction not

subject to, the registration requirements of the Securities Act.

The Consent Solicitation has not been approved or disapproved by the

Securities and Exchange Commission (the "SEC") nor has the SEC passed upon

the fairness or merits of the Consent Solicitation. Any representation to

the contrary is a criminal offence.

It was a condition to our completion of the Proposed Amendment that we

receive valid Consents from holders of at least a simple majority in

liquidation amount of the Securities at the time outstanding (the "Requisite

Consents"). The Requisite Consents were received prior to the end of the

Consent Solicitation period.

Pursuant to the receipt of the Requisite Consents, the Proposed Amendment

was effected to the Trust Agreement. Subsequent to the Proposed Amendment

becoming effective, the requisite approval of the regular trustees was

received for the merger as described in the Consent Solicitation, and the

Consideration was fixed as consisting of a combination of EUR150 cash and

EUR400 in principal amount of subordinated debt (with ISIN: DE000A2E4QG3)

per EUR1,000 note denomination of the Securities, as more fully described in

the Merger Proposal Memorandum (as amended). The Securities will

automatically be cancelled on the Settlement Date following the distribution

of the Consideration.

Date Calendar Date Event

Amend- 26th June 2017, The date on which we and the Trustees,

ment after receipt the sponsor and the Bank execute the

Effecti- of Requisite proposed amendment agreement affecting

ve Date Consents. the Proposed Amendment.

Settle- 28th June 2017, Date upon which the Securities will be

ment or as soon as cancelled upon distribution of the

Date practical Consideration (as defined in the Consent

thereafter. Solicitation).

Additional Documentation; Further Information; Assistance

Any questions regarding the terms of the Consent Solicitation should be

directed to the Information and Tabulation Agent at its addresses and

telephone numbers set forth below:

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London WC1H 8HA

United Kingdom

Attn: Yves Theis/Thomas Choquet

Email: ikb@lucid-is.com

Telephone: +44 (0) 20 7704 0880

The Consent Solicitation is made with regard to the securities of a foreign

company in reliance on the exemption afforded under Rule 802 of the U.S.

Securities Act of 1933, as amended. The Consent Solicitation is made for the

securities of a foreign controlled company. The Consent Solicitation is

subject to disclosure requirements of a foreign country that are different

from those of the United States. Financial statements, if any, have been

prepared in accordance with foreign accounting standards that may not be

comparable to the financial statements of United States companies.

It may be difficult for you to enforce your rights and any claim you may

have arising under the federal securities laws, since the Bank is, and a

majority of its assets are, located in a foreign country, and some or all of

its officers and directors may be residents of a foreign country. You may

not be able to sue a foreign company or its officers or directors in a

foreign court for violations of the U.S. securities laws. It may be

difficult to compel a foreign company and its affiliates to subject

themselves to a U.S. court's judgement.

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27.06.2017 Veröffentlichung einer Corporate News/Finanznachricht,

übermittelt durch DGAP - ein Service der EQS Group AG.

Für den Inhalt der Mitteilung ist der Emittent / Herausgeber verantwortlich.

Die DGAP Distributionsservices umfassen gesetzliche Meldepflichten,

Corporate News/Finanznachrichten und Pressemitteilungen.

Medienarchiv unter http://www.dgap.de

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Sprache: Deutsch

Unternehmen: IKB Deutsche Industriebank AG

Wilhelm-Bötzkes-Straße 1

40474 Düsseldorf

Deutschland

Telefon: +49 (0)211 8221-4511

Fax: +49 (0)211 8221-2511

E-Mail: investor.relations@ikb.de

Internet: www.ikb.de

ISIN: DE0008063306

WKN: 806330

Börsen: Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover,

München, Stuttgart, Tradegate Exchange; Open Market in

Frankfurt

Ende der Mitteilung DGAP News-Service

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586517 27.06.2017

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