Commentary & Deal Flow

IPTs: 6NC5: MS+130/135a

• Issuer: Banco de Crédito Social Cooperativo, S.A. (Ticker: CAJAMA)
• LEI: 95980020140005881190
• Issuer Ratings: BBB- (st) / BBB (st) / BBB (pos) (S&P/Fitch/DBRS)
• Expected Issue Ratings: BBB / BBB (Fitch/DBRS)
• Instrument: MREL Eligible Green Senior Preferred Notes
• Form: Reg S, Registered Form, TEFRA not applicable
• Status of the Notes: Direct, unconditional, unsubordinated and unsecured obligations of the Issuer (créditos ordinarios) that will rank (i) senior to any senior non preferred obligations and any subordinated claims (créditos subordinados) under article 281.1 of the Spanish Insolvency Law and (ii) pari passu among themselves and with any other senior preferred obligations. Condition 3.1 of the Terms and Conditions of the Notes applies
• Currency: Euro (“EUR”)
• Size: €500m WNG
• Settlement: 04-Jun-26 (T+5)
• Maturity: 04-Jun-32 (6NC5)
• Optional Redemption Date: One-time call option on 04-Jun-31 (5-year)
• Optional Redemption (Issuer Call): One-time call on the Optional Redemption Date, at par, in whole and not in part, at the issuer´s discretion subject to compliance with the Applicable Banking Regulations then in force and subject to the prior permission of the Competent Authority and/or the Relevant Resolution Authority, if and as applicable, with interest accrued to (but excluding) the relevant Optional Redemption Date. Condition 8.3 of the Notes applies
• Early Redemptions: Subject to compliance with the Applicable Banking Regulations then in force and subject to the prior permission of the Competent Authority and/or the Relevant Resolution Authority, if and as applicable, the Issuer may redeem in whole, but not in part, at any time, the Notes, at the Early Redemption Amount, with interest accrued to (but excluding) the date of redemption, for tax reasons or an Eligible Liabilities Event. Conditions 8.2, 8.5 and 8.8 of the Terms and Conditions of the Notes apply
• Clean-Up Redemption at the Option of the Issuer: Applicable
• Clean-up Percentage: 75 per cent.
• IPTs: MS+130-135bps area
• Coupon: [●] % per annum, payable annually in arrears on each Interest Payment Date, Act/Act (ICMA), following unadjusted, until Optional Redemption Date. If not redeemed on the Optional Redemption Date, then resets to 1-year Mid-Swap Rate + Reset Margin (subject to Benchmark Discontinuation), payable annually in arrear, Act/Act (ICMA), following unadjusted
• Interest Payment Date: 04 June in each year, commencing on 04-Jun-27 to (and including) the Maturity Date, if not fully redeemed previously
• Substitution & Variation: Condition 21 of the Notes applies
• Events of Default: If any order is made by any competent court or resolution passed for the winding up or liquidation of the Issuer. Condition 11.2 of the Terms and Conditions of the Notes applies
• Waiver of Set-off: No Holder may at any time exercise or claim any Waived Set-Off Rights against any right, claim, or liability of the Issuer or that the Issuer may have or acquire against such holder, directly or indirectly, howsoever arising and each Holder shall be deemed to have waived all Waived Set-Off Rights to the fullest extent permitted by applicable law in relation to all such actual and potential rights, claims and liabilities. Condition 5 of the Terms and Conditions of the Notes applies
• Non-viability & Recognition of Stay Powers: The Notes may be subject to the exercise of the Loss Absorbing Power and EU BRRD Stay Powers by the Relevant Resolution Authority. Conditions 14 and 15 of the Terms and Conditions of the Notes applies
• Use of Proceeds: An amount equivalent to the net proceeds from the Notes will be applied by the Issuer to finance or refinance, in whole or in part, new or existing Eligible Green Projects meeting the Eligibility Criteria as defined in the Grupo Cooperativo Cajamar Sustainable Bond Framework: https://www.bcc.es/en/responsabilidad-corporativa/marco-de-bonos-sostenibles/
• Joint Lead Managers: Credit Agricole CIB (B&D), Deutsche Bank, Natixis, Nomura and Santander
• Listing and trading: Euronext Dublin (Regulated Market)
• Clearing systems: Euroclear / Clearstream
• Documentation: Banco de Crédito Social Cooperativo, S.A. EUR 7,000,000,000 Euro Medium Term Note Programme dated 26-May-26 (the “Offering Circular”) approved by the Central Bank of Ireland
• Denominations: €100,000 + €100,000
• Governing Law: Spanish Law
• Selling restrictions: As per the Base Prospectus. Regulation S, Category 2. TEFRA Not applicable
• Target Market: Manufacturers’ target market is eligible counterparties and professional clients only (each as defined in MIFID II and in the FCA Handbook COBS and in UK MiFIR) (all distribution channels). No PRIIPs key information document (KID) has been prepared as the manufacturers should not be characterized as making available to retail investors in the EEA or the UK any packaged securities for PRIIPs purposes
• Advertisement: The Base Prospectus, supplements and the Final Terms, when published, will be available on the website of the Issuer (www.bcc.es).
• ISIN / Common Code: XS3396961289 / 339696128
• Timing: Today´s business