FWP 1 dp16314_fwp-806j.htm FORM FWP
 
 


DWS INVESTMENTS
STRUCTURED NOTES
POWERED BY X-MARKETS
RESHAPING INVESTING
DWS INVESTMENTS
DEUTSCHE BANK GROUP

 iShares(R) MSCI Emerging Markets Index Fund Linked Buffered Underlying Securities (BUyS)

           International Equities |X| Bullish |X| Fee-Based Accounts

Indicative Terms as of January 29, 2010

CUSIP:                     2515A0 2C 6

Issuer:                    Deutsche Bank AG, London Branch

Maturity / Tenor:          24 Months

Index Fund:                iShares(R) MSCI Emerging Markets Index Fund
                           (Ticker: EEM.P)

Initial Level:             The closing level of the Index Fund on the
                           Trade Date

Final Level:               The closing level of the Index Fund on the
                           Final Valuation
                           Date multiplied by the Share Adjustment Factor

Index Fund Return:         Final Level - Initial Level
                                     Initial Level
                           (subject to the Index Fund Return Cap)

Participation Rate:        125.00% upside participation

Index Fund Return Cap:     21.00% - 23.50% (TBD on Trade Date)

Maximum Return:            26.25% -  29.375% (TBD on Trade Date)

Buffer Level:              15.00% (first 15% depreciation of the Index
                           Fund is fully protected)

Payment at Maturity:       (a) is greater than or equal to the Initial Level, a
                           cash payment per $1,000 Face Amount of the BUyS equal
                           to the Index Fund Return, which is subject to the
                           Index Fund Return Cap, multiplied by the
                           Participation Rate. Accordingly, subject to the
                           Maximum Return, the Payment at Maturity will be:
                           $1,000 + ($1,000 x Index Fund Return x Participation
                           Rate); OR

                           (b) is less than the Initial Level, and such decline
                           is equal to or less than the Buffer Level, the
                           Payment at Maturity will be $1,000; OR

                           (c) is less than the Initial Level, and such decline
                           is greater than the Buffer Level, the Payment at
                           Maturity will be:

Share Adjustment Factor:   Initially 1.0, subject to adjustment for
                           anti-dilution events.

Discounts and Commissions: The BUyS will initially be distributed through
                           Deutsche Bank Securities Inc. ("DBSI"), its
                           affiliates and/or certain other affiliated or
                           unaffiliated brokers (collectively, the
                           "Brokers"). DBSI will receive a selling
                           concession of up to 1.30% or $13.00 per $1,000
                           face amount. DBSI may pay referral
                           fees to other Brokers of up to 0.50% or $5.00
                           per $1,000 face amount and may additionally pay
                           fees of up to 0.80% or $8.00 per $1,000 face
                           amount to certain other Brokers. Deutsche Bank
                           AG will reimburse DBSI for such fees. DBSI, the
                           agent for this offering, is our affiliate. For
                           more information see "Supplemental Underwriting
                           Information
                           (Conflicts of Interest)" in term sheet No. 806J.

Agent:                     Deutsche Bank Securities Inc.

--------------------------------------------------------------------------------
                         Best Case Scenario at Maturity
--------------------------------------------------------------------------------
If the Index Fund Return is positive, investors will receive at maturity 125.00%
of the performance of the Index Fund Return, subject to an Index Fund Return Cap
of between 21.00% and 23.50% (TBD on Trade Date) for a Maximum Return of between
26.25% and 29.375% (TBD on Trade Date).
--------------------------------------------------------------------------------
                         Worst Case Scenario at Maturity
--------------------------------------------------------------------------------
If the Final Level is less than the Initial Level by more than the Buffer Level,
an investment in the BUyS will decline by 1.00% for every 1.00% decline in the
Index Fund beyond the Buffer Level. Subject to the credit of the Issuer, the
maximum loss at maturity on an investment is 85.00%.

--------------------------------------------------------------------------------
                                    Benefits
--------------------------------------------------------------------------------
|X|  International equity exposure with protection for first 15.00% of any
     depreciation and upside leverage, subject to the Index Fund Return Cap

|X|  125.00% of any positive Index Fund Return up to the Index Fund Return Cap

|X|  The BUyS will outperform the Index Fund at maturity if the Final Level is
     less than the Initial Level
--------------------------------------------------------------------------------
                                      Risks
--------------------------------------------------------------------------------
|X|  Because the BUyS do not offer full principal protection of your initial
     investment and the return of the BUyS is linked to the performance of the
     Index Fund, you may lose up to 85.00% of your initial investment

|X|  Return on the BUyS is limited by the Index Fund Return Cap, and you will
     not benefit from any appreciation of the Index Fund beyond the Index Fund
     Return Cap

|X|  Return on the BUyS is linked to the value of the Index Fund without taking
     into consideration the value of dividends paid on the component stocks of
     the Index Fund

|X|  An investment in the BUyS is subject to the credit of the Issuer
--------------------------------------------------------------------------------
                                 Important Dates
--------------------------------------------------------------------------------
        Offering Period:.............January 29, 2010 - February 23, 2010
        Trade Date:.....................................February 23, 2010
        Settlement Date:................................February 26, 2010
        Final Valuation Date:...........................February 24, 2012
        Maturity Date:......................February 29, 2012 (24 Months)

                   NOT FDIC / NCUA INSURED OR GUARANTEED MAY
                      LOSE VALUE * NO BANK GUARANTEE NOT A
                                     DEPOSIT
                 NOT INSURED BY ANY FEDERAL GOVERNMENTAL AGENCY


                                                  ISSUER FREE WRITING PROSPECTUS
                                                      Filed Pursuant to Rule 433
                                           Registration Statement No. 333-162195
                                         Dated January 29, 2010 R-6034-1 (08/08)

             DWS Structured Products 1.866.637.9185 www.dws-sp.com


 
 
 
 
 

 

Capped BUyS Fact Sheet
DWS Structured Products
 
Return Scenarios at Maturity
(Assumes a Buffer Level of 15.00%, a Participation Rate of 125.00%, an Index Fund Return Cap of 22.25%, and Maximum Return of 27.8125%)
 Change in lndex Fund (%)
Index Fund Return (%)
BUyS Return (%)
Payment at Maturity (per $1,000 invested)
30.00%
22.25%
    27.81%
$1,278.13
 22.25%
 22.25%
    27.81%
$1,278.13
 10.00%
 10.00%
  12.50%
$1,125.00
   5.00%
   5.00%
   6.25%
$1,062.50
   0.00%
   0.00%
    0.00%
$1,000.00
-5.00%
-5.00%
    0.00%
$1,000.00
-10.00%
-10.00%
    0.00%
$1,000.00
-15.00%
-15.00%
    0.00%
$1,000.00
-20.00%
-20.00%
   -5.00%
   $950.00
-30.00%
-30.00%
 -15.00%
   $850.00
This hypothetical scenario analysis does not reflect advisory fees, brokerage or other commissions, or any other expenses that an investor may incur in connection with the BUyS.  No representation is made that any trading strategy or account will, or is likely to, achieve similar returns to those shown above. Hypothetical results are neither an indicator nor guarantee of future returns. Actual results will vary, perhaps materially, from this analysis. The numbers appearing in the above table have been rounded for ease of analysis.
 
Selected Risk Factors
 
YOUR INVESTMENT IN THE BUyS MAY RESULT IN A LOSS – The BUyS do not guarantee any return of your initial investment in excess of $150 per $1,000 face amount. The return on the BUyS at maturity is linked to the performance of the Index Fund and will depend on whether, and the extent to which, the Index Fund performance is positive or negative.
 
THE RETURN ON YOUR BUyS IS LIMITED BY THE INDEX FUND RETURN CAP – The Index Fund Return cannot exceed the Index Fund Return Cap of between 21.00% and 23.50% (to be determined on the Trade Date) and your payment at maturity is limited to a maximum payment of between $1,262.50 and $1,293.75 (to be determined on the Trade Date) for each $1,000 face amount of the BUyS you hold, regardless of any increase in the Index Fund beyond the Index Fund Return Cap.
 
CREDIT RISK – The payment of amounts owed to you under the BUyS is subject to the Issuer’s ability to pay. Consequently, you are subject to counterparty risk and are susceptible to risks relating to the creditworthiness of Deutsche Bank AG.
 
CERTAIN BUILT-IN COSTS ARE LIKELY TO ADVERSELY AFFECT THE VALUE OF THE BUyS PRIOR TO MATURITY – Certain built-in costs, such as our estimated cost of hedging, are likely to adversely affect the value of the BUyS prior to maturity. You should be willing and able to hold your BUyS to maturity.
 
NO PERIODIC COUPON OR DIVIDEND PAYMENTS OR VOTING RIGHTS  You will not receive periodic coupon payments on the BUyS or have voting rights or rights to receive cash dividends or other distributions with respect to the component stock of the Index Fund.
 
OUR RESEARCH, OPINIONS OR RECOMMENDATIONS COULD AFFECT THE LEVEL OF THE INDEX FUND OR THE MARKET VALUE OF THE BUyS – We and our affiliates and agents may publish research, express opinions or provide recommendations that are inconsistent with investing in or holding the BUyS, which could affect the level of the Index Fund or the value of the BUyS.
 
POTENTIAL CONFLICTS – Because we and our affiliates play a variety of roles in connection with the issuance of the BUyS, including acting as calculation agent and hedging our obligations under the BUyS, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the BUyS.
 
MANY ECONOMIC AND MARKET FACTORS WILL AFFECT THE VALUE OF THE BUyS – In addition to the level of the Index Fund on any day, the value of the BUyS will be affected by a number of complex and interrelated economic and market factors that may either offset or magnify each other.
 
NON-U.S. SECURITIES MARKETS RISKS The stocks included in the Index Fund are issued by foreign companies in foreign securities. These stocks may be more volatile than domestic stocks and may be subject to different political, market, economic, exchange rate, regulatory and other risks.
 
 
 
CURRENCY MARKETS MAY BE HIGHLY VOLATILE The BUyS are subject to currency exchange risk through their exposure to the performance of the iShares® MSCI Emerging Markets Index Fund, which measures the performance of foreign stocks and are denominated in U.S. dollars. Currency markets may be highly volatile, particularly in relation to emerging or developing nations’ currencies, and, in certain market conditions, also in relation to developed nations’ currencies.
 
LACK OF LIQUIDITY – There may be little or no secondary market for the BUyS. The BUyS will not be listed on any securities exchange.
 
THE ANTI-DILUTION PROTECTION IS LIMITED — The calculation agent will make adjustments to the Share Adjustment Factor, which will initially be set at 1.0, for certain events affecting the shares of the Index Fund. The calculation agent is not required, however, to make such adjustments in response to all events that could affect the shares of the Index Fund. If an event occurs that does not require the calculation agent to make an adjustment, the value of the BUyS may be materially and adversely affected. See “Anti-Dilution Adjustments” in the accompanying term sheet.
 
THE U.S. TAX CONSEQUENCES OF AN INVESTMENT IN THE BUyS ARE UNCLEAR – Significant aspects of the U.S. federal income tax treatment of the BUyS are uncertain, and the Internal Revenue Service or a court might not agree with the tax consequences described in the accompanying term sheet.
 
See "Selected Risk Considerations" in the accompanying term sheet and "Risk Factors" in the accompanying product supplement for additional information.
 
Deutsche Bank AG has filed a registration statement (including a prospectus) with the Securities and Exchange Commission, or SEC, for the offering to which this fact sheet relates. Before you invest, you should read the prospectus in that registration statement and the other documents including term sheet No. 806J  and the product supplement relating to this offering that Deutsche Bank AG has filed with the SEC for more complete information about Deutsche Bank AG and this offering. You may obtain these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Deutsche Bank AG, any agent or any dealer participating in this offering will arrange to send you the prospectus, prospectus supplement, product supplement, term sheet No. 806J and this fact sheet if you so request by calling toll-free 1-800-311-4409.
 
You may revoke your offer to purchase the BUyS at any time prior to the time at which we accept such offer by notifying the applicable agent. We reserve the right to change the terms of, or reject any offer to purchase, the BUyS prior to their issuance. We will notify you in the event of any changes to the terms of the BUyS, and you will be asked to accept such changes in connection with your purchase of any BUyS. You may also choose to reject such changes, in which case we may reject your offer to purchase the BUyS.
 

                 DWS Structured Products    1.866.637.9185    www.dws-sp.com