Commentary & Deal Flow

Launched: 10NC5: £250m @ 7.125% - Books £425m+
IPTs: 10NC5: 7.250%-7.375% (s/a)

• Issuer: CMC Markets plc (debt ticker: "CMCXLN")
• Legal Entity Identifier: 213800VB75KAZBFH5U07
• Instrument: £250m [.] per cent. Tier 2 Capital Notes due 2036 (the “Notes”)
• Issuer Rating: BBB- by Fitch (stable outlook)
• Instrument Rating (Expected): BB+
• Size: £250m
• Tenor: 10NC5
• Issue Date: 3-Sep-26 (T+5)
• Maturity Date: 3-Sep-36
• Reset Date: 3-Sep-31
• Reference Benchmark: UKT 0.250% due 31-Jul-31
• Initial Rate of Interest: [.] per cent. per annum payable semi-annually in arrear on 3-Mar and 3-Sep in each year from (and including) the Issue Date to (but excluding) the Reset Date
• Issuer's Call Option: The Issuer may, in its sole discretion but subject to certain conditions elect to redeem all, but not some only, of the Notes on the Reset Date at their principal amount, together with any unpaid interest accrued to (but excluding) the date fixed for redemption
• Clean-up Call: If 75% or more of the aggregate principal amount of the Notes originally issued (including any tap issues) has been purchased by the Issuer or by others for the Issuer’s account and cancelled, then the Issuer may, subject to certain conditions, elect to redeem at any time all, but not some only, of the Notes at their principal amount, together with any accrued and unpaid interest thereon to (but excluding) the date fixed for redemption
• Redemption Due to Capital Disqualification Event or a Tax Event: The Issuer may, in its sole discretion but subject to certain conditions elect to redeem all (but not some only) of the Notes at any time following the occurrence of a Capital Disqualification Event or a Tax Event, in each case at their principal amount together with unpaid interest accrued to but excluding the relevant redemption date
• Substitution and Variation: Issuer may, upon occurrence of a Tax Event or a Capital Disqualification Event, either substitute all (but not some only) of the Notes for, or vary the terms of the Notes so that or provided that (as the case may be) they remain or, as appropriate, become, Qualifying Tier 2 Securities, subject to certain conditions (including, if and to the extent then required under the prevailing Regulatory Capital Requirements, the Issuer obtaining prior Supervisory Permission for such substitution)
• Use of Proceeds: The net proceeds of the issue of the Notes will be used by the Issuer for general corporate purposes
• Day Count Fraction: Actual / Actual (ICMA)
• Business Day Convention: Following, Unadjusted
• Business Days (for payment purposes): London
• Denominations: £100,000 and integral multiples of £1,000 in excess thereof
• Governing Law: English Law
• Listing: London Stock Exchange (International Securities Market)
• Form of Notes: Registered form
• ISIN/Common Code: XS3485571577 / 348557157
• Selling Restrictions: United States (Regulation S, Cat 2). TEFRA not applicable; EEA, United Kingdom and as further described in the Admission Particulars. Offers/sales into Ontario/Alberta/British Columbia only, subject to compliance with applicable law; other restrictions apply – see Base Prospectus)
• Target Market & PRIIPs: Manufacturer target market (UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels). No EEA PRIIPs key information document (KID) or UK CCI disclosure document has been prepared as not available to retail in EEA or the United Kingdom
• Joint Bookrunners: Barclays Bank PLC, BofA Securities (B&D), NatWest
• Documentation: Issued under the Issuer’s £500,000,000 Euro Medium Term Note Programme Base Admission Particulars dated 30-Jul-26
• Advertisement: The Base Admission Particulars are available on the Issuer's website athttps://assets.ctfassets.net/qjd94rsxb7ou/2uyLdhUmPefCYoE7LissWM/0aa837368fa7d38f51555fda1cba96ca/CMC-EMTN-Establishment-2026-Base-Admission-Particulars.pdf
• Final Terms: £250m at 7.125% (the #)
• Books Subject: 12.45 LDN