Deutsche Bank today announces that it has reached an agreement on the terms of a recommended all-cash offer for the acquisition of Numis Corporation Plc.
Numis is a leading UK corporate broking and advisory house providing strategic advice and capital market connectivity to 166 retained corporate broking clients, including 64 clients in the FTSE 350, representing almost 20% of the index.
The Transaction will allow Deutsche Bank to accelerate its Global Hausbankstrategy by unlocking a much deeper engagement with the corporate client segment in the UK, enabling Deutsche Bank to become a leading provider to more than 170 corporate clients for their comprehensive financial and advisory needs.
TheManagement Board of Deutsche Bank and Board of Numis are convinced that the Transaction represents an exciting strategic opportunity to combine Deutsche Bank’s existing UK and Ireland corporate finance business with Numis to establish a leading force in UK investment banking with a prominent position across corporate broking, strategic advisory (including M&A and growth capital), equity and debt capital markets and equity research, sales and execution, and to leverage Deutsche Bank’s comprehensive and global product offering across the Corporate Bank and the International Private Bank.
Under the terms of the Transaction, Numis shareholders will be entitled to receive a total of 350 pence per share, valuing Numis at approximately £410 million. The Board of Numis intends to recommend the Transaction unanimously to Numis shareholders. Deutsche Bank has received an irrevocable undertaking from Numis’ largest shareholder to vote in favour of the Transaction.
The Transaction is expected to complete during the fourth quarter of 2023, subject to certain conditions including approval by Numis shareholders and receipt of regulatory approvals.
Assuming closing in Q4 2023, Deutsche Bank anticipates that the transaction will be EPS accretive from 2024 and will deliver an attractive return on regulatory capital consumed. The CET1 ratio impact at closing is expected to be approximately (9) basis points.
This Transaction is strongly aligned to our Global Hausbank strategy and has the potential to unlock significant value within both the Numis and Deutsche Bank franchises. We have been evaluating how to accelerate the growth of our business in the UK and, as a leading UK franchise with a long history of successfully delivering superior client service and growth, Numis represents a compelling strategic fit. The combination enables us to realise greater revenue opportunities across our shared client base and to deepen our engagement with UK corporates. There is strong and complementary cultural alignment between Deutsche Bank and Numis that will propel the combined business to deliver exceptional client service, and we look forward to welcoming Numis management and employees to the Deutsche Bank Group.Fabrizio Campelli, Head of Corporate Bank and Investment Bank at Deutsche Bank
This press release must be read in conjunction with the Rule 2.7 announcement which is available on the London Stock Exchange RNS and along with other documents related to the transaction on https://investor-relations.db.com.
Media Contacts
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DISCLAIMERS
Important notice
This announcement is for information purposes only and is not intended to, and does not, constitute or form part of any offer to sell or subscribe for or any invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Transaction or otherwise.
Notice relating to Deutsche Bank
Deutsche Bank AG is a joint stock corporation incorporated with limited liability in the Federal Republic of Germany, with its head office in Frankfurt am Main where it is registered in the Commercial Register of the District Court under number HRB 30 000. Deutsche Bank AG is authorised under German banking law. The London branch of Deutsche Bank AG is registered in the register of companies for England and Wales (registration number BR000005) with its registered address and principal place of business at Winchester House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG is authorised and regulated by the European Central Bank and the German Federal Financial Supervisory Authority (BaFin). With respect to activities undertaken in the United Kingdom, Deutsche Bank AG is authorised by the Prudential Regulation Authority. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the extent of Deutsche Bank AG’s authorisation and regulation by the Prudential Regulation Authority are available from Deutsche Bank AG on request.
Cautionary note regarding forward-looking statements
This announcement (including information incorporated by reference into this announcement) may contain certain forward-looking statements with respect to the financial condition, strategies, objectives, results of operations and businesses of Deutsche Bank AG (“Deutsche Bank”) and its subsidiaries and subsidiary undertakings (together the “Deutsche Bank Group”) and Numis Corporation Plc (“Numis”) and its subsidiaries and subsidiary undertakings (together the “Numis Group”).
All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements include, among other things, statements concerning the potential exposure of Deutsche Bank and the Deutsche Bank Group and Numis and the Numis Group to market risks, statements as to accretion and statements expressing management’s expectations, beliefs, estimates, forecasts, projections and assumptions, including as to future potential cost savings, synergies, earnings, cash flow, return on capital employed, production and prospects. These forward-looking statements are identified by their use of terms and phrases such as “aims”, "anticipate", "believe", "could", "estimate", "expect", "goals", “hopes”, "intend", "may", "objectives", "outlook", "plan", "probably", "project", "risks", "seek", "should", "target", "will", “would” and similar terms and phrases.
By their very nature, forward-looking statements involve risks and uncertainties. There are a number of factors that could affect the future operations of Deutsche Bank and the Deutsche Bank Group and Numis and the Numis Group and could cause those results to differ materially from those expressed in the forward-looking statements included in this announcement. Such factors include the conditions in the financial markets in Germany, in Europe, in the United States and elsewhere from which the Deutsche Bank Group and/or the Numis Group derives a substantial portion of its revenues and in which the Deutsche Bank Group and/or the Numis Group 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 Deutsche Bank’s and/or Numis' strategic initiatives, the reliability of Deutsche Bank’s and/or Numis' risk management policies, procedures and methods, and other risks referenced in Deutsche Bank’s and/or Numis' filings with the U.S. Securities and Exchange Commission. Such factors are described in detail in Deutsche Bank’s SEC Form 20-F of 17 March 2023 under the heading “Risk Factors” (available at http://www.db.com/ir). These factors also should be considered by the reader.
No profit forecasts or estimates
No statement in this announcement is intended as a profit forecast or estimate for any period and no statement in this announcement should be interpreted to mean that earnings or earnings per share for Deutsche Bank for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share for Deutsche Bank.
