Commentary & Deal Flow

IPTs: 30NC10: UKT+240a

• Issuer: Standard Life plc
• Ticker: SDLF
• Instrument: Dated Tier 2 Fixed Rate Reset Notes (the “Notes”)
• Long Term Issuer Default Rating: A+ (Fitch)
• Expected Issue Rating: BBB+ (Fitch)
• Status and Subordination: Direct, unsecured and subordinated obligations of the Issuer, ranking pari passu and without any preference among themselves. Junior to the claims of Senior Creditors of the Issuer (including holders of Senior Notes and Tier 3 Notes) in an Issuer Winding-Up, as further described in the Documentation
• Issue Amount: GBP 300,000,000 WNG
• Pricing Date: 12-Oct-26
• Settlement Date: 19-Oct-26 (T+5)
• Maturity: 19-Oct-56, subject to customary restrictions as described in the Documentation
• Optional Redemption: Any date from and including 19-Apr-36 to and including 19-Oct-36, and each interest payment date thereafter, subject to customary restrictions as described in the Documentation
• First Reset Date: 19-Oct-36
• Interest: [●]% per annum, to (but excluding) the First Reset Date, payable semi-annually in arrear on 19-Apr and 19-Oct, commencing 19-Apr-27. Interest resets on the First Reset Date and every 5 years thereafter to the sum of the Benchmark Gilt Rate (5-year) plus the Reset Margin (being the Reoffer Spread plus Step-Up (100bps)), payable semi-annually in arrear
• Optional Interest Deferral: Applicable, as described in the Documentation
• Early Redemption Events: Tax Event, Capital Disqualification Event, Ratings Methodology Event and Clean-up Call Option (75% threshold), all subject to and as described in the Documentation
• Substitution or Variation: At any time upon a Tax Event, Capital Disqualification Event or Ratings Methodology Event, all subject to and as described in the Documentation
• Denominations: GBP 100k + GBP 1k
• Use of Proceeds: The net proceeds of the issue of the Notes will be used to fund the general commercial activities of the Group, which may include (without limitation) financing the Aegon UK Acquisition
• Target Market: 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) or UK DISC disclosure document has been prepared as not available to retail in the EEA or the UK.
• Selling Restrictions: Reg S, Category 2, U.S., EEA, UK, France, Republic of Italy, Hong Kong, Singapore, Canada and Switzerland, as more fully described in the Documentation. No sales to retail investors. FCA/ICMA stabilisation applies.
• Governing Law: English law
• Listing: International Securities Market (exchange regulated market of the London Stock Exchange)
• Day Count / Business Days: Act/Act (ICMA), Following, Unadjusted
• ISIN / Common Code: XS3536402327 / 353640232
• LEI: 2138001P49OLAEU33T68
• Form of Securities: Registered
• Documentation: Offering Circular dated 17-Jul-26 relating to the Issuer’s £5,000,000,000 Euro Medium Term Note Programme as supplemented by the supplemental Offering Circular dated 10-Sep-26
• Joint Lead Managers: BNP Paribas, BofA Securities, Citigroup (B&D), Santander
• Timing: Books open, Today's business
• Fees: The Joint Lead Managers will be paid a fee in connection with this transaction. Details of the fee may be available to investors upon request
• Advertisement: The Documentation and the Pricing Supplement for the Notes (when prepared) will be available on the website of the Issuer at https://www.standardlifeplc.com/investors/debt-holdings-credit-ratings