Commentary & Deal Flow

Reoffer: 6NC5: MS+80bp / 100 / 3.738%
Benchmark: 6NC5: Obl193 @ 98.551 / B+92.3 / HR 97%

Final Books: €950m+. Peak book above €1.65bn.

Launched: 6NC5: €500m @ MS+80bp - Books above €1.65bn
Book Update: Books over €1.5bn
IPTs: 6NC5: MS+110a

• Issuer: FinecoBank S.p.A.
• Issuer LEI: 549300L7YCATGO57ZE10
• Issuer Ratings: BBB+ Positive (S&P)
• Expected Issue Ratings: BBB+ (S&P)
• Status: Preferred Senior, direct, unconditional, unsubordinated and unsecured
• Selling Restrictions: Reg S, TEFRA not applicable
• Format: Dematerialised
• Issue Size: €500m
• Specified Currency: EUR
• Maturity Date: 20-May-32
• Optional Redemption Date: On 20-May-31. One time call at the Issuer’s discretion pursuant to Condition 7.5, in whole - subject to compliance by the Issuer with any conditions to such redemption prescribed by the MREL Requirements at the relevant time - at par (being the “Optional Redemption Amount”)
• Event of Default: The Notes have limited events of default and remedies. No remedy against the Issuer other than as provided by Condition 10 shall be available to the Noteholders.
• Pricing Date: 13-May-26
• Settlement Date: 20-May-26 – T+5
• Reoffer: 100.00 / 3.738% ann / ms+80 / Obl193 + 92.3 (spot 98.551, 97% hr)
• Coupon: 3.738% for the period from and including the Issue Date to but excluding the Optional Redemption Date payable annually in arrear on any Interest Payment Date. If the Notes are not redeemed on the Optional Redemption Date, the interest, payable quarterly on the Notes from and including the Optional Redemption Date to and including the Maturity Date, shall be a floating rate equal to the 3-month Euribor plus [•] per cent. (the “Initial Spread”).
• Issuer Call Due to MREL Disqualification Event: At par. Applicable as per Condition 7.7
• Redemption for tax reasons: At par. Applicable as per Condition 7.3
• Waiver of Set-Off: Any right of set-off is waived as per Condition 2.1
• Variation: Upon (i) a MREL Disqualification Event, a Tax Event or an Alignment Event, and/or (ii) in order to ensure the effectiveness and enforceability of Condition 16, the Issuer may, subject to giving any notice required to be given to, and receiving consent required from, the Competent Authority and/or as appropriate the Relevant Resolution Authority, at any time vary the terms of such Notes so that they remain or, as appropriate, become, Qualifying Senior Notes, provided that Qualifying Senior Notes shall not, immediately following such variation, be subject to a MREL Disqualification Event or a Tax Event. No consent of the Noteholders shall be required for a variation of the Notes in accordance with Condition 13
• Conditions to Redemption and Purchase: Any redemption or purchase upon the occurrence of a Tax Event, following the occurrence of an MREL Disqualification Event, at the option of the Issuer (Issuer Call and Clean-Up Redemption Option), as provided by Condition 7.15
• Clean-up Call: Applicable (75%), as per Condition 7.8.
• Redemption: 100% of the Nominal Amount
• Benchmark Replacement: Upon the occurrence of a Benchmark Event, Condition 3.4 will apply to the determination of the Rate of Interest for the Notes
• Interest Payment Dates: 20-May in each year, commencing 20-May-27 till the Optional Redemption Date then quarterly in May, August, November and, February till the Maturity Date
• Business Days: T2 and Milan
• Business Day Convention Fixed: Actual/Actual (ICMA), following unadjusted
• Business Day Convention Floating: Actual/360, following adjusted
• Docs: Under the Issuer’s EMTN Programme. Please see the base prospectus of the EMTN Programme dated 11-May-26
• Denoms: €100,000 and integral multiples of €1,000 in excess thereof up to €199,000
• Listing: Euronext Dublin (Regulated Market)
• Governing Law: Italian Law
• Use of Proceeds: General corporate purposes
• Clearing: Euronext Securities Milan (Monte Titoli)
• Target Market (MiFID II/UK MiFIR)/PRIIPs: Eligible counterparties and professional clients only (all distribution channels). No EEA PRIIPs key information document (“KID”) or UK CCI product summary has been prepared as not available to retail in the EEA or the UK
• Joint Lead Managers: BNP Paribas, Crédit Agricole CIB, Mediobanca and UniCredit
• ISIN/Common Code: IT0005710139
• Timing: TOE 14:52 Ldn / 15:52 CET. FTT 15:15 Ldn / 16:15 CET
• Advertisement: This communication is an advertisement and is not a prospectus. The Base Prospectus dated 11-May-26 is available at https://about.finecobank.com/en/investors/fixed-income/ and the Final Terms, when available, at Dublin