Commentary & Deal Flow

IPTs: PerpNC5.5: 7.125%a

• Issuer / Trustee: Alinma AT1 Sukuk Limited (the "Trustee")
• Issuer / Trustee LEI: 254900PKP2060GO4VI45
• Bank: Alinma Bank (the “Bank”)
• Bank Rating: A2/A-/A- (Moody's/S&P/Fitch)
• Issue Rating: Unrated
• Label: Sustainable
• Bank LEI: 558600HPAUTN6XSVBK93
• Documentation: Alinma AT1 Sukuk Limited U.S.$2,000,000,000 Additional Tier 1 Capital Certificate Issuance Programme (the “Programme”)
• Format: Reg S, Category 2
• Sukuk Structure: Mudaraba
• Status: Additional Tier 1 Capital Certificates
• Currency: US$
• Aggregate Face Amount: Benchmark
• Pricing Date: 20-May-26
• Issue Date: 03-Jun-26
• IPTs: 7.125% area
• Maturity Date: Perpetual
• First Call Date: 5 years from the Issue Date
• First Reset Date: 5.5 years from the Issue Date (6-month par call)
• Ranking and Subordination: Each Certificate will represent an undivided ownership interest in the Trust Assets, will be a limited recourse obligation of the Trustee and will rank pari passu without any preference or priority with all other Certificates. The Relevant Obligations will (a) constitute Additional Tier 1 Capital of the Bank, (b) constitute direct, unsecured, conditional and subordinated obligations of the Bank, and (c) upon the occurrence and continuation of any Winding-Up Proceeding, rank (i) subordinate and junior to all Senior Obligations, (ii) pari passu with all other Pari Passu Obligations and (iii) in priority only to all Junior Obligations
• Periodic Distribution Dates: 03-Dec and 03-Jun in each year, commencing on 03-Dec-26
• Dividend Stopper: Subject to and as more fully described in the terms and conditions of the Certificates (the “Conditions”) set out in the Base Offering Circular (as defined below), if any amount of Rab-al-Maal Mudaraba Profit, Rab-al-Maal Final Mudaraba Profit Periodic Distribution Amount is not paid as a consequence of a Non-Payment Election or a Non-Payment Event, then, from the date of such Non-Payment Election or Non-Payment Event (the “Dividend Stopper Date”), the Bank will not, so long as any of the Certificates are outstanding: a) declare or pay any distribution or dividend or make any other payment on, and will procure that no distribution or dividend or other payment is made on, Ordinary Shares; or b) declare or pay profit or any other distribution on any of its Other Common Equity Tier 1 Instruments or securities ranking, as to the right of payment of dividend, distributions or similar payments, junior to or pari passu with the Relevant Obligations c) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire any Ordinary Shares; or d) directly or indirectly redeem, purchase, cancel, reduce or otherwise acquire Other Common Equity Tier 1 Instruments or any securities issued by the Bank ranking, as to the right of repayment of capital, junior to or pari passu with the Relevant Obligations, in each case unless or until (i) the next following payment of Rab-al-Maal Mudaraba Profit or (ii) (as the case may be) payment of the Rab-al-Maal Final Mudaraba Profit, in each case following the Dividend Stopper Date, has been made in full (or an amount equal to the same has been duly set aside or provided for in full for the benefit of the Trustee in accordance with the Mudaraba Agreement).
• Early Redemption: The Certificates may be redeemed in whole but not in part: a) at the option of the Bank / Trustee on the First Call Date and on any date thereafter up to and including the First Reset Date, or any Periodic Distribution Date thereafter; b) upon the occurrence of a Tax Event; and c) upon the occurrence of a Capital Event, in each case subject to conditions for redemption described below
• Conditions to Redemption: Prior consent of the Financial Regulator; Compliance with Applicable Regulatory Capital Requirements; Solvency Condition in respect of the payment of the applicable Relevant Obligations being satisfied; and No Non-Viability Event having occurred, in each case subject to and as more fully described in the Conditions
• NVLA Mechanism: Full or partial write-down following guidance from the Financial Regulator upon the occurrence of a Non-Viability Event
• Day Count Fraction: 30/360
• Use of Proceeds: To finance and/or refinance, in whole or in part, Eligible Sustainable Projects as set out in Alinma’s Sustainable Finance Framework
• Listing: London Stock Exchange’s International Securities Market (“ISM”)
• Governing Law: English Law
• Denominations: U.S.$200,000 and integral multiples of U.S.$1,000 in excess thereof
• Joint Lead Managers: Abu Dhabi Islamic Bank, Alinma Capital Company, Arqaam Capital, ASB Capital, Citigroup Global Markets Limited, DBS Bank Ltd., Emirates NBD Capital, First Abu Dhabi Bank, Goldman Sachs International, J.P. Morgan, Mashreq, Standard Chartered Bank, Warba Bank
• Billing & Delivery: J.P. Morgan
• ISIN: XS3310388734
• Common Code: 331038873
• Form of the Certificates: Registered form
• Stabilisation: FCA/ICMA
• Clearing: Euroclear and Clearstream, Luxembourg
• Timing: Global books open, today’s business
• Settle: 03-Jun-26 (T+10)