Nova Ljubljanska banka d.d. Notes – NOVALJ 10 ¾ 11/28/32

Issuer

Nova Ljubljanska banka d.d., Ljubljana, Trg republike 2, 1520 Ljubljana

Type

Subordinated, EUR-denominated, issued in global note form

Status and subordination

The Notes shall constitute direct, unsecured and subordinated obligations of the Issuer and shall qualify as Tier 2 instruments of the Issuer pursuant to Article 63 of the CRR II Regulation

Ticker

NOVALJ 10 ¾  11/28/32

ISIN code

XS2413677464

Notes Rating

BB (S&P)

Aggregate nominal value of the issue (principal)

EUR 225,000,000.00

Nominal value of each Note

EUR 100,000.00

Interest commencement date

28 November 2022

Maturity

28 November 2032

Interest Rate

Interest rate means annual interest rate, which amounts to:

(i) 10.750% up to but excluding 28 November 2027;

(ii) from and including 28 November 2027, the sum of Reference Rate, applicable on Reset Interest Date, and Margin

Reference Rate

Mid-swap rate for swap transactions in euro with a maturity of 5 years

Reset Date

28 November 2027

Reset Interest Date

Means the day which is two TARGET Business Days prior to Reset Date

Margin

8.298%

TARGET Business Day

Means any day which is a day on which TARGET2 payment system is operating

Issue date

28 November 2022

Interest Calculation

If the amount of interest scheduled to be paid under the notes is required to be calculated for any period of time such amount of interest shall be calculated by the calculation agent by applying the 10.750% to the principal amount of the Notes, multiplying such amount by the day count fraction (act/act), and rounding the resultant figure to the nearest full cent with EUR 0.005 being rounded upwards.

Interest Period

Means the period from and including the Interest commencement date to but excluding the first interest payment date and each successive period from and including an interest payment date to but excluding the next succeeding interest payment date.

Interest Payment Date

28 November each year, starting on 28 November 2023

Type of redemption

At maturity, at redemption price equal to 100% of principal plus accrued interest

Possibility of early redemption

The principal of the Notes cannot be prepaid upon demand of a noteholder.

The Issuer may redeem the Notes before maturity (in whole, but not in part, at their principal amount together with accrued and unpaid interest thereon to but excluding the date specified for the redemption at any time on the date of early redemption specified in the notice, provided that the conditions to early redemption and repurchase set forth in conditions of the Notes are met):

(a) if, by 31 March 2023, the Issuer does not obtain the permission of the competent authority to include the Notes in whole in the calculation of its Tier 2 capital; and

(b) if conditions for redemption (which include approval of the competent authority) are met: (i) on 28 November 2027; (ii) at any time, if any of the following occurs or is expected to occur (x) a change in the regulatory classification of the Notes; and/or (y) a change in the applicable tax treatment of the Notes.

Listed on stock exchange

Luxembourg Stock Exchange, Euro MTF market

Listed from

28 November 2022

Offering Circular

Offering Circular

"IMPORTANT NOTICE"

The above description of the main characteristics of the notes is not legally binding, a detailed description of the rights and obligations arising from the notes are described in Offering Circular in the section "Terms and conditions of the notes".

Amortization plan for one Note (in EUR)* 

Date of maturity of obligation

Principal

Interest

Total

28.11.2022

-

-

-

28.11.2023

0.00

10,750.00

10,750.00

28.11.2024

0.00

10,750.00

10,750.00

28.11.2025

0.00

10,750.00

10,750.00

28.11.2026

0.00

10,750.00

10,750.00

28.11.2027

0.00

10,750.00

10,750.00

28.11.2028

0.00

10,750.00

10,750.00

28.11.2029

0.00

10,750.00

10,750.00

28.11.2030

0.00

10,750.00

10,750.00

28.11.2031

0.00

10,750.00

10,750.00

28.11.2032

100,000.00

10,750.00

110,750.00

* Calculation is informative.

BOOK VALUE PER SHARE

30.9.2023

NLB Group: 132.6 EUR

CONTACT

Valerija Pešec
Head of Investor Relations
T: + 386 1 476 9122
E: valerija.pesec@nlb.si

Investor Relations         
E: IR@nlb.si

Peter Jenčič
Investor Relations
T: +386 1 476 2620
E: peter.jencic@nlb.si

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