Informazione
Regolamentata n.
0043-123-2026Data/Ora Inizio Diffusione 21 Settembre 2026 19:21:26Euronext Milan
Societa' :BPER BANCA Utenza - referente :BPERN03 - Anselmi
Tipologia :REGEM
Data/Ora Ricezione :21 Settembre 2026 19:21:26 Data/Ora Inizio Diffusione :21 Settembre 2026 19:21:26 Oggetto :BPER Banca successfully places euro 500 million Senior Non-Preferred green bond
issuance
Testo del comunicato
Vedi allegato
BPER Banca S.p.A., Head Office in Via San Carlo 8/20, Modena – Tax Code and Modena Companies Register No. 01153230360 – Company belonging to the BPER BANCA VAT GROUP, VAT No. 03830780361 – Share capital Euro 3,136,702,715.30 – ABI Code 5387.6 – Register of Banks No. 4932 – Member of the Interbank Deposit Guarantee Fund and of the National Guarantee Fund – Parent Company of the BPER Banca S.p.A. Banking Group – Register of Banking Groups No. 5387.6 – PEC:
bper@pec.gruppobper.it – bper.it – group.bper.it
Page 1 of 3
PRESS RELEASE
BPER BANCA SUCCESSFULLY PLACES EURO 500 MILLION SENIOR
NON -PREFERRED GREEN BOND ISSUANCE
ORDERS FOR OVER EUR 1.9 BILLION
Modena, 21 September 2026 – BPER Banca S.p.A. (the “ Bank ”) has successfully placed a Senior Non -Preferred Bond issuance qualifying as green for institutional investors, with 4 -year maturity and a call option after year 3, for an amount of € 500 million (the “ Notes ”).
This is the Bank's third issuance qualifying as green in accordance with the Group’s Green, Social and Sustainability (GSS) Bond Framework, whose proceeds will be used to finance and/or refinance Eligible Green Assets.
The Notes were placed at an issue/re -offer price of 99.87%, with an annual fixed coupon of 4.125% corresponding to a spread of 70 bps over the mid -swap rate , the lowest ever for a Senior debt issuance by the Bank.
In a market characterised by selective investor behaviour and a continued focus on the macroeconomic outlook, the issuance attracted strong interest from over 110 investors, whose orders exceeded Euro 1.9 billion.
Strong, well -diversified demand made it possible to lower the spread from an initial guidance of around 100 bps to 70 bps.
The final allocation was mainly in favour of investment funds (78%) and banks (10%).
The geographical breakdown shows participation by international investors - including from France (26%), UK & Ireland (15%) - and Italian investors (18%).
BBVA, Deutsche Bank, IMI -Intesa Sanpaolo, J.P. Morgan, NatWest and Société Générale acted as Joint Lead Managers in the transaction, while Equita SIM acted as Co -Lead Manager.
The Notes are expected to be rated BBB -, BBB - e BBB by S&P, Fitch and DBRS, respectively.
Page 2 of 3 Note
This announcement does not constitute an offer to sell or the solicitation of an offer to buy the notes issued in the context of the “Notes or any other financial product and shall not constitute an offer to sell or the solicitation of an offer to buy in the United States or in any jurisdiction in which, or to any persons to whom such offering, solicitation or sale would be unlawfu l.
The Notes will not be registered under the U.S. Securities Act of 1933, as amended (the “ Securities Act ”) or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold within the United States, or to, or f or the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.
Promotion of the Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the “ FSMA ”), and, accordingly, the Notes are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) have professional experience in matters relating to investments falling within Articl e 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “ Financial Promotion Order ”), (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to enga ge in investment activity within the meaning of section 21 of the FSMA in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “ Relevant Persons ”). The Notes will only be available to Relevant Persons and this announcement must not be acted on or relied on by anyone who is not a Relevant Person.
The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) o f:
(i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “ MiFID II ”); (ii) a customer within the meaning of Directive 2016/97/EU (as later amended or supplemented, the “Insurance Distribution Directive” or " IDD"), where that customer does not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or is not a “qualified investor” (within the meaning of Regulation (EU) 2017/1129 (as amended)), and any relevant implementing measure in the EEA Member State concerned (the “ EU Prospectus Regulation ”). Consequently, no key information document required by Regulation (EU) No. 1286/2014 (as amended, the “ PRIIPs Regulation ”) for offering or selling the securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities or otherwise making them available to any retail investor in the EEA may be unlaw ful under the PRIIPs Regulation.
The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom. For these purposes, a retail investor means a person who is one (or both ) of the following: (i) a customer who does not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No. 600/2014 as it forms part of United Kingdom domestic law by virtue of the EUWA (“ UK MiFIR ”); or (ii) a customer who is not a qualified investor as defined in paragraph 15 of Annex 1 to the “Public Offers and Admissions to Tradin g Regulations 2024” (“ POATR ”). Consequently, no information document required by the “FCA Product Disclosure Sourcebook” (“DISC ”) has been prepared in connection with the offer, sale or distribution of the Notes or their being made available to retail investors in the United Kingdom and, therefore, the offer, sale or distribution of the Notes, or their being made available t o any retail investor in the United Kingdom, may contravene the law under the DISC and the Consumer Composite Investments (Designated Activities) Regulation 2024.
Any offer of the Notes in any EEA Member State or the United Kingdom will be made pursuant to an exemption under the EU Prospectus Regulation or the equivalent UK Regulation, as applicable, from the requirement to publish a prospectus for offeri ng the Note s. This press release or any information that will be provided as part of the investor meetings is not a prospectus for the purposes of the EU Prospectus Regulation or the equivalent UK Regulation or any implementing legislation or rules relatin g thereto.
Page 3 of 3 This press release may include “forward -looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward -looking statements can be identified by the use of forward -looking terminology, including the terms “believe", “estimate", “anticipate", “expect", “intend", “may", “will” or “should” or, in each case, their negative, or other variations or comparable terminology. These forward -looking statements include a ll matters that are not historical facts and include statements regarding the Bank or its affiliates’ intentions, beliefs or current expectations concerning, among other things, the Offering.
By their nature, forward -looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Readers are cautioned that forward -looking statements are no guarantee of future performance. Given these risks and uncertainties, forward -looking statements should not be relied upon as a prediction of actual results.
This announcement is not a public offer of financial products in Italy as per Article 2, letter (d), of Regulation (EU) 2017/ 1129.
The documentation relating to the offer has not been and will not be submitted to the approval of CONSOB.
BPER Banca S.p.A.
Contacts:
Investor Relations
investor.relations@bper.it Media Relations
mediarelations@bper.it
www.bper.it – group.bper.it
This press release is also available in the Emarket Storage system. This is a translation into English of the original in Italian. The Italian text shall prevail over the English version.
Fine Comunicato n.0043-123-2026 Numero di Pagine: 5