Commentary & Deal Flow

Launched: 4yr: €1.25bn @ MS+55bp - Books €3.4bn+ (pre-rec)
Spread set at: 4yr: MS+55bp
Book Update: Books €2bn+
IPTs: 4yr: MS+85a

• Issuer: ABN AMRO Bank N.V.
• Ticker: ABNANV
• Issuer LEI: BFXS5XCH7N0Y05NIXW11
• Issuer Rating: Aa3/A/A (Moody's/S&P/Fitch)
• Expected Issue Rating: Aa3/A/A+ (Moody's/S&P/Fitch)
• Format: New Global Note, Reg S, Bearer
• Format: Senior Preferred MREL Notes
• Tenor: 4-year Fixed
• ESG: EuGB, ICMA Green Bond Principles 2021
• Size: €1.25bn
• ISIN: XS3311914850
• Settle: 09-Apr-26 (T+5)
• Maturity Date: 09-Apr-30
• Coupon: Fixed rate, Annual, Act/Act (ICMA), Following, Unadjusted
• Interest Payment Dates: Annually on 9 April in each year up to and including the Maturity Date, payable annually in arrear
• First Interest Payment Date: 09-Apr-27
• Ranking: Unsubordinated and unsecured obligations, ranking pari passu and without any preference among themselves and with all other unsecured and unsubordinated obligations (including Senior Preferred Notes) other than, in the event of bankruptcy, Statutory Senior Non-Preferred Obligations. As more fully described in the Base Prospectus and supplements
• Set-off: No Noteholder may exercise or claim any right of set-off in respect of any amount owed to it by the Issuer arising under or in connection with the SP Notes.
• Redemption for Tax Reasons: Applicable
• Redemption due to MREL Disqualification Event: Applicable
• Variation or Substitution: If as a result of a MREL Disqualification Event the SP Notes can no longer be, or are likely to become no longer, included in full as MREL Eligible Liabilities, then the Issuer may, either substitute all of the SP Notes or vary the terms of the SP Notes so that they remain or become MREL Eligible Liabilities within the meaning of the Applicable MREL Regulations, subject to prior regulatory approval and applicable conditions, as more fully described in the Base Prospectus and supplements
• Statutory Loss Absorption: SP Notes may become subject to the determination by the Resolution Authority that without the consent of the SP Noteholder all or part of the SP Notes must be written down, reduced, redeemed and cancelled or converted into common equity Tier 1 instruments or otherwise be applied to absorb losses, as more fully described in the Base Prospectus and supplements
• Events of Default: Events of Default of SP Notes are restricted to bankruptcy and liquidation of the Issuer
• Redemption Price: 100%
• Documentation: ABN AMRO Bank N.V. EMTN Programme Base Prospectus consisting of the registration document dated 06-Jun-25 as supplemented on 15-Aug-25, 28-Nov-25, 16-Feb-26, 18-Mar-26; and the securities note dated 15-Aug-25
• Business Days: T2
• Governing Law: Dutch Law
• Listing / Denominations: Euronext Dublin / €100k + €100k
• Sales Restrictions: As set out in the EMTN Base Prospectus and supplements
• Use of Proceeds: The Notes use the designation ‘European Green Bond’ or ‘EuGB’ in accordance with Regulation (EU) 2023/2631 (the "EU Green Bond Regulation") and the ICMA Green Bond Principles 2021. An amount equivalent to the proceeds of the Senior Preferred Notes will be used to finance and refinance, in whole or in part, green bond eligible assets ("Eligible Assets") in accordance with the Issuer’s green bond factsheet prepared by the Issuer in accordance with Annex I of the EU Green Bond Regulation.
• Target market (MiFID II / UK MiFIR product governance): Eligible counterparties and professional clients only (all distribution channels). No EU PRIIPs or UK PRIIPs key information document (KID) has been prepared as not available to retail in the EEA or the UK
• Joint Lead Managers: ABN AMRO (B&D), BayernLB, BNP Paribas, BofA Securities, J.P. Morgan, UniCredit
• Timing: Today's business
• Books Subject: Books to go subject at 11:25 UK / 12:25 CET