3 Significant transactions

In addition to the acquisitions and disposals cited in Note 2, the following significant transactions affected the Group’s net assets, financial position and results of operations in financial year 2008:

In September 2008, steps were initiated to sell the Deutsche Postbank Group following the decision taken by management on 12 September 2008. The agreement between Deutsche Bank AG and Deutsche Post AG was adjusted in January 2009. Further information can be found in Note 61 (Significant events after the balance sheet date). The agreement entered into in September provided for the sale of a 29.75% minority stake in Deutsche Postbank AG to Deutsche Bank AG for €2.79 billion or €57.25 per share. Approval was granted by the relevant regulatory and competition authorities and by the German government in November. Furthermore, mutual call and put options for additional shares in Deutsche Postbank AG have been agreed. Deutsche Post AG has granted Deutsche Bank AG the option of acquiring an additional 18.0% of the shares of Deutsche Postbank AG for €55.00 per share. This option can be exercised between 12 and 36 months after the acquisition of the 29.75% stake has been completed. At the same time, Deutsche Post AG has been granted a put option: It is entitled to sell its remaining stake of 20.25% plus one share in the Deutsche Postbank Group to Deutsche Bank AG for €42.80 per share. Deutsche Post AG can exercise its option between 21 and 36 months after the sale of its minority stake to Deutsche Bank has been completed. In addition, Deutsche Post AG has granted Deutsche Bank AG a right of first refusal for its remaining shares in the Deutsche Postbank Group. Deutsche Bank can pay for the stakes from both options in cash or fully or partially with its own shares. In accordance with IAS 39.2 (g), the options do not fall within the scope of IAS 39 and therefore do not affect accounting. As at 31 December 2008, the fair values of the options amounted to €–49 million and €1,220 million.

In addition, Deutsche Post AG participated as majority shareholder in a capital increase carried out by Deutsche Postbank AG in November 2008. Deutsche Post AG undertook to purchase all shares not subscribed for by other investors, in addition to its existing interest. As a result, its shareholding in Deutsche Postbank AG increased to 62.35%. The capital increase gave rise to negative goodwill amounting to €81 million which was reversed to income. Further explanations can be found in Notes 21 and 38.

In November 2008, the Group announced that it would withdraw from the domestic US express business at the beginning of 2009. The Group will concentrate on its international core competencies in the US express market in future and will discontinue its domestic air and ground express business at the end of January 2009. However, the full range of the Group’s international products will continue to be offered in the USA. The total restructuring costs will amount to around US$3.9 billion, spread over two years. Expenses in the amount of €2,117 million were already incurred for the planned measures in financial year 2008.

As a result of the impairment test in respect of the Supply Chain Cash Generating Unit (CGU – smallest identifiable group of assets), an impairment loss amounting to €436 million was recognised. The CGU’s recoverable amount of €2,939 million was less than its carrying amount of €3,375 million. A further impairment loss of €174 million was recognised on goodwill for the CIS CGU, since its carrying amount of €814 million was higher than its recoverable amount of €640 million. The Group also resolved to discontinue using the Exel brand. As at 31 December 2008, the brand name was fully written down in an amount of €382 million. Further details can be found in Note 26 (Intangible assets).

On 1 July 2008, the European Court of First Instance in Luxembourg annulled the European Commission’s state aid ruling of 2002. At the time, the Commission had ordered Deutsche Post AG to repay alleged state aid and interest amounting to €907 million to the Federal Republic of Germany. The Commission had ruled that, between 1994 and 1998, Deutsche Post AG misused state aid intended to finance the universal service as a cross-subsidy to cover its costs in the competitive market segment where it carries parcels for business customers. Deutsche Post AG appealed against the ruling in the same year. In August 2008, Deutsche Post AG received €1,067 million back from the German federal government on the basis of this ruling. Information on subsequent developments can be found in Note 54 (Litigation).

The sale of Deutsche Post AG real estate to US investor Lone Star took economic effect on 1 July 2008. The real estate comprised properties located mainly in Germany with a residual carrying amount of €927 million. The first payment of the purchase price amounting to €250 million was made in June 2008; a further €661 million was paid in December. The Group will lease back the majority of the properties under operating leases. In the course of the period, the properties were reported as assets held for sale. The impairment losses of €25 million arising from their measurement under IFRS 5 were reported under other operating expenses.

The following table presents an overview of the impact of significant non-recurring items on profit or loss from operating activities (EBIT) in financial year 2008 (at Group level):

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