EMTN Programme - Bank Pekao S.A.

General information on the EMTN Programme

On 31 October 2023 the Management Board of the Bank adopted a resolution concerning the approval for the establishment by the Bank as issuer of a programme (“EMTN Programme”) for the issuance of euro medium term eurobonds (“Eurobonds”).

The EMTN Programme has been established under the following conditions:

1. value of the EMTN Programme: EUR 5,000,000,000 or its equivalent in other currencies;
2. Eurobonds issued under the EMTN Programme will be offered and sold outside the territory of the United States of America to, or for the account or benefit of, non-U.S. persons, as defined in Regulation S under the U.S. Securities Act of 1933 (“U.S. Securities Act”). Eurobonds will not be registered in accordance with the U.S. Securities Act or any other state regulations concerning securities;
3. the Eurobonds may be issued in euros, zlotys, and/or other currencies in any number of tranches, with various interest structures and maturities;
4. the Eurobonds may be issued as green or sustainable bonds;
5. the Eurobonds will be deposited with a common depositary and registered in the name of the entity designated as common depositary for Euroclear Bank SA/NV or Clearstream Banking, S.A.;
6. the Bank can apply for the admission of a particular series of Eurobonds to official listing on the Luxembourg Stock Exchange (the “LuxSE”) and admission to trading on the regulated market of the LuxSE, the Luxembourg Green Exchange, the Warsaw Stock Exchange or any other entity operating a regulated market within the meaning of Directive 2014/65/EU on markets in financial instruments (as amended from time to time).

Eurobonds issued under EMTN Programme

On 23 November 2023 Bank issued the first series of green Senior Non-Preferred Eurobonds series 1 with a total nominal value of EUR 500,000,000. Information on the terms and conditions of series 1 Eurobonds is set out in the Final Terms.The aforementioned series of bonds received a rating of BBB from the rating agency S&P Global Ratings Europe Limited.

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