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Nova Ljubljanska banka d.d. Notes – NLB28

IssuerNova Ljubljanska banka d.d., Ljubljana, Trg republike 2, 1520 Ljubljana
TypeEUR-denominated notes, issued in dematerialized form
Status and subordinationThe Notes constitute direct, unsecured and subordinated obligations of the Issuer and shall qualify as Additional Tier 1 (AT 1) Instruments
TickerNLB28
ISIN codeSI0022104275
Notes RatingB+ (S&P)
Aggregate nominal amount of the issue (principal)EUR 82,000,000.00
Nominal amount of each NoteEUR 200,000.00
MaturityNotes are perpetual and have no scheduled maturity date; Issuer has the possibility for early redemption of the Notes in the period between 5 and 5.5 years from the Issue date
Distribution Rate(a) for the period till 23 March 2028 (however excluding 23 March 2028), 9.721% p.a.;

(b) for each subsequent 5-year period commencing on a Reset Date the sum of Reference Rate, applicable on the applicable Determination Date, and margin of 7.20%.
Reference RateMid-swap rate for swap transactions in euro with a maturity of 5 years
Reset Date23 March 2028, and each fifth anniversary thereof
Reset Determination Datethe second Business Day prior to the relevant Reset Date
Issue date23 September 2022
Distribution CalculationActual/actual; rounding to the nearest cent
Payment of DistributionsAnnually in arrears on each Distribution Payment Date
Distributions Payment Date23 September each year, starting on 23 September 2023
Cancellation of distributionsNLB may, at its full discretion, at any time cancel, in whole or in part, any payment of distributions for an unlimited period and on a non-cumulative basis
Redemption of the NotesThe noteholders do not have a right to demand the redemption of the Notes.

The Issuer may redeem the Notes in whole, but not in part, if the conditions for redemption (which include approval of the competent authority) in the following cases:

on each Business Day from and including 23 September 2027 to, and including the first Reset Date, and on each subsequent Distribution Payment Date;
at any time, if any of the following occurs or is expected to occur:
a change in tax treatment of the Notes;
a change in regulatory classification of the Notes, excluding them in full or in part from own funds or reclassifying them as lower quality form of own funds,
if, by 23 March 2023 the Issuer fails to obtain the permission of the Competent Authority pursuant to Article 149(2) of the Slovenian Banking Act to include the Notes in whole in the calculation of its Additional Tier 1 capital.
Write-DownIf it has been determined that: (i) the Group CET 1 Capital Ratio is lower than 5.125% and/or (ii) the Issuer CET 1 Capital Ratio is lower than 5.125% (the Trigger Event), NLB shall reduce the principal of the Notes for such amount as may be necessary to remedy the Trigger Event.
Write-UpAfter a Write-Down NLB may, at its sole discretion and subject to the conditions set out in the terms and conditions of the Notes, effect a reversal of a write-down by writing up the current principal amount of notes in whole or in part up to a maximum of the original principal amount.
ClearingKDD – Centralna klirinško depotna družba and Clearstream, Luxembourg
Listed on stock exchangeLuxembourg Stock Exchange, Euro MTF market
Listed from23 September 2022

 

"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".

pdf
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Offering Circular

Amortization plan for one Note (in EUR)

Calculation is informative and prepared for the first five years from the issuance of the notes.

* In case of a call on 23 September 2027. If the call is not exercised on that day, the Principle would be 0 and Interest would amount to 19,442.00.

Date of maturity of obligationPrincipalInterestTotal
23 September 2022---
23 September 20230.0019,442.0019,442.00
23 September 20240.0019,442.0019,442.00
23 September 20250.0019,442.0019,442.00
23 September 20260.0019,442.0019,442.00
23 September 2027200,000.00**19,442.00219,442.00