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Ad-hoc release

07.01.2016 - comdirect bank to benefit from planned takeover of Visa Europe Limited by Visa Inc. Positive non-recurring effect expected from the allocation of a sum of around €37m.

Other / positive non-recurring effect

Quickborn. Following the audit concluded today, comdirect bank AG (ISIN DE0005428007*), as a member of Visa Europe Limited (Visa Europe), expects to benefit from the allocation of a sum of around €37m as part of Visa Inc.’s planned takeover of Visa Europe. The transaction remains subject to approval by the relevant regulatory authorities and is expected to take place in Q2 2016.

Based on the information received about the planned structure of the deal, comdirect bank is expected to receive this sum of around €37m in the 2016 financial year, of which some 75% will be paid in cash and some 25% as preferential shares in Visa Inc. This sum may, however, yet be adjusted depending on the transaction costs as well as on legitimate appeals made by Visa Europe members who are involved in the transaction. The review of the appeals should be completed on 1.3.2016, meaning that from this date onwards, the allocation of the respective amounts will be laid out conclusively and made binding.

The transaction between Visa Inc. and Visa Europe also includes an earn-out agreement, which envisages a further payment to comdirect bank four years after the transaction has been concluded, provided that comdirect bank agrees to the transaction and remains a Visa member for another four years. The effects of this earn-out agreement on comdirect bank’s result are unknown.

Please direct any questions to: Dr André Martens, Investor Relations, comdirect bank AG, Pascalkehre 15, 25451 Quickborn, Germany, Tel.: +49 (0)4106 704 1966, Fax: +49 (0)4106 704 1969, Email: investorrelations@comdirect.de

* Admitted for trading on the regulated market of the Frankfurt Stock Exchange

End of this ad-hoc announcement

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