Achmea announces intention to issue Restricted Tier 1 Notes, concurrently with Tender Offers for existing Subordinated Notes

Achmea B.V. has mandated Barclays Bank Ireland PLC and HSBC Continental Europe to act as Joint Global Coordinators and Banco Santander, S.A., Barclays Bank Ireland PLC, Deutsche Bank Aktiengesellschaft, HSBC Continental Europe, ING Bank N.V. and NatWest Markets N.V. as Joint Lead Managers for an intended issuance of € 300 million No Grow Perpetual Restricted Tier 1 Temporary Write-Down notes (the “New Securities”), subject to market conditions.

The expected ratings of the New Securities are BB+ by S&P and BBB by Fitch. The intended issuance is expected in the near future, dependent on market conditions.

The target market is MiFID II professionals and Eligible Counterparties only (all distribution channels). No EU/UK PRIIPs key information document (KID) has been prepared as these instruments are not available to retail in the EEA and UK. The New Securities should not be offered or sold to retail clients (as defined in COBS 3.4) in the UK.

At the same time, Achmea announces its invitation to holders of its outstanding € 250 million Tier 2 Subordinated Fixed Rate Reset Notes due 24 September 2039 (ISIN: XS2056491660) (the 2019 Notes) and € 750 million Tier 2 Subordinated Fixed Rate Reset Notes due 2 November 2044 (ISIN: XS2809859536) (the 2024 Notes and together with the 2019 Notes, the " Notes”), to tender their Notes for purchase by Achmea for cash up to the Maximum Acceptance Amount (as defined below) subject to, among other things, the satisfaction (or waiver) of the New Financing Condition (as defined below) (such invitation, each and “Offer” and together the "Offers"). The Offers are made subject to the terms and conditions set out in the Tender Offer Memorandum dated 20 October 2025 (the "Tender Offer Memorandum") as prepared by Achmea, and is subject to the offer restrictions as described in the Tender Offer Memorandum.

For the full press release, please refer to “Downloads”