Commentary & Deal Flow

Reoffer: Long 6NC5: UKT+85bp / 99.484 / 5.117%
Benchmark: Long 6NC5: UKT 0.25 31-Jul-31 @ 81.550 mid / 81.530 bid (HR 109%)

Final Books > £1.15bn. Peak book in excess of £1.2bn (pre-rec)

Launched: Long 6NC5: £600m @ UKT+85bp - Orderbooks in excess of £1.2bn (pre-rec)
Book Update: Books >£1bn
IPTs: Long 6NC5: UKT+100bp area

• Issuer: DNB Bank ASA (ticker: “DNBNO”)
• LEI Code: 549300GKFG0RYRRQ1414
• Issuer rating: Aa2 / AA- (Moody's (Stable) / S&P (Stable))
• Expected Issue rating: A2 / A (Moody’s / S&P)
• Status: Senior Non-Preferred Notes
• Format: Reg S Category 2 only, Bearer form, NGN
• Tenor: Long 6NC5 Fixed
• Currency & Size: £600m
• Pricing Date: 29-May-26
• Settlement Date: 05-Jun-26 (T+5)
• Maturity Date: 23-Jul-32
• Issuer Call: Subject to the provisions of Condition 7(i), on giving not less than five nor more than 15 days’ notice to the Noteholders in accordance with Condition 16, one-time call option, at par (in whole only and at the Issuer's discretion) with interest accrued to (but excluding) the Optional Redemption Date
• Optional Redemption Date / Reset Date: 23-Jul-31
• Reoffer: Mid UKT + 85bps / 99.484 / 5.117% s/a
• Coupon: Initial fixed rate of 5% per annum payable semi-annually in arrear from (and including) the Issue Date, commencing with a short first coupon of [●] per denomination on 23 July 2026, and [●] per denomination payable on each Interest Payment Date thereafter up to (but excluding) the Optional Redemption Date. If not redeemed on the Optional Redemption Date, the interest rate will be determined by on the basis of the reference bond rate + [●]bps, payable semi-annually in arrear.
• Benchmark: UKT 0.25 31-Jul-31 @ 81.550 mid / 81.530 bid (HR 109%)
• Interest Payment Dates: 23 January and 23 July in each year, commencing on 23 July 2026 and ending on the Maturity Date.
• First Interest Payment Date: 23-Jul-26
• Ranking: Direct, unconditional and unsecured obligations of the Issuer, and will at all times rank pari passu without any preference among themselves. In the event of a liquidation, dissolution or winding-up of the Issuer by way of public administration (except, in any such case, an Excluded Winding-up, as defined in the Terms and Conditions of the Notes), claims of the holders of Senior Non-Preferred Notes against the Issuer in respect of or arising under the Senior Non-Preferred Notes (including any amounts attributable to the Senior Non-Preferred Notes and any damages awarded for breach of any obligations thereunder) shall rank: (i) pari passu without any preference among themselves; (ii) pari passu with claims in respect of Non-Preferred Parity Securities and any other Statutory Non-Preferred Obligations, if any; (iii) in priority to claims in respect of Non-Preferred Junior Securities; and (iv) junior to any present or future claims of Senior Creditors.
• Redemption due to MREL Disqualification Event: If an MREL Disqualification Event (as defined in Condition 7(k)) occurs, the Issuer may, at its option, but subject to the provisions of Condition 7(i), on giving not less than nor more than 15 days' notice to the Agent and, in accordance with Condition 16, the Noteholders (which notice shall be irrevocable), at any time redeem all (but not some only) of the Notes at their Early Redemption Amount referred to in Condition 7(e) together (if appropriate) with interest accrued to (but excluding) the date of redemption. Upon the expiry of the relevant notice period, the Issuer shall redeem the Notes <GO>
• Variation or Substitution: If at any time an MREL Disqualification Event occurs and is continuing, or in order to ensure the effectiveness and enforceability of Condition 22, the Issuer may, subject to the provisions of Condition 7(i), (without any requirement for the consent or approval of the Noteholders) on giving not less than 5 nor more than 15 days' notice to the Agent and, in accordance with Condition 16, the Noteholders (which notice shall be irrevocable) either substitute all (but not some only) of the Notes for, or vary the terms of the Notes (including, without limitation, changing the governing law of Condition 22, from Norwegian law to English law) and/or the terms of the Agency Agreement so that they remain or, as appropriate, become, Qualifying MREL Securities (as defined in Condition 7(m)) <GO>
• Statutory Loss Absorption: Each Noteholder acknowledges and accepts to be bound by the exercise of Norwegian Statutory Loss Absorption Powers (as defined in Condition 22) by the Relevant Resolution Authority (as defined in Condition 22)
• Events of Default: As per Condition 10
• Redemption Price: 100%
• Documentation: DNB Bank’s EUR 45,000,000,000 Euro Medium Term Note Programme, Base Prospectus dated 13 April 2026.
• Business Days: London, T2
• ISIN: XS3400932599
• Denominations / Governing Law: £100k+100k / English law, except for (i) the provisions of Condition 2; (ii) the provisions of Condition 3; (iii) the provisions of Condition 4; (iv) the provisions of Condition 11; (v) the provisions of Condition 22; and (vi) any other write-down or conversion of the Notes in accordance with Norwegian law and regulation applicable to the Issuer from time to time, which in each case shall be governed by, and shall be construed in accordance with, Norwegian law
• Sales Restrictions: As per the Base Prospectus
• Listing: Euronext Dublin (regulated market)
• Use of Proceeds: The Notes are intended to constitute Green Bonds (as defined in the Base Prospectus). An amount equal to the net proceeds from the issue of the Notes is intended to finance or refinance, in whole or in part, a portfolio of Eligible Green Loans under the Issuer's Green Finance Framework (available on the Issuer's website). See the second and third paragraphs of Use of Proceeds in the Base Prospectus for further details
• Target market (MiFID II / UK MiFIR product governance): MiFID II / UK MiFIR professionals/ECPs-only/No PRIIPs KID – Manufacturer target market (MIFID II / UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA and in the UK
• Joint Lead Managers: Barclays (B&D), BMO Capital Markets, HSBC, TD Securities
• Timing: Priced, ToE 13:36 Ldn, FTT 13:50 Ldn