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DENİZBANK A.Ş.

Prospectus Dec 30, 2024

9140_rns_2024-12-30_c5e8159f-3981-4184-864c-0752ced4127f.pdf

Prospectus

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FINAL TERMS

17 December 2024

DenizBank A.Ş.

Legal entity identifier (LEI): 3RV7W250LTUQH12INJ88

Issue of EUR 20,000,000 Floating Rate Notes due December 2029 under the U.S.\$5,000,000,000 Euro Medium Term Note Programme

PART A – CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the base prospectus dated 2 July 2024 and the supplement to it dated 28 November 2024 which together constitute a base prospectus for the purposes of the UK Prospectus Regulation (the Base Prospectus). This document constitutes the Final Terms of the Notes described herein for the purposes of the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus in order to obtain all the relevant information. The Base Prospectus has been published on the Regulatory News Service operated by the London Stock Exchange at www.londonstockexchange.com/exchange/news/market-news/market-newshome.html.

1. Issuer: DenizBank A.Ş.
2. (a) Series Number: 112
(b) Tranche Number: 1
(c) Date on which the Notes will be
consolidated and form a single
Series:
Not Applicable
3. Specified Currency or Currencies: Euro
(EUR)
4. Aggregate Nominal Amount:
(a) Series: EUR 20,000,000
(b) Tranche: EUR 20,000,000
5. Issue Price: 100.00
per cent. of the Aggregate Nominal
Amount
6. (a) Specified Denominations: EUR 200,000
and integral multiples of EUR 1,000
in excess thereof
(b) Calculation Amount (in relation to
calculation of interest in global
EUR 1,000
form or Registered definitive form
see Conditions):
7. (a) Issue Date: 20
December
2024
(b) Interest Commencement Date: Issue Date
8. Maturity Date: 20
December
2029
9. Interest Basis: 6 months
EURIBOR
+ 2.90 per cent. Floating Rate
10. Redemption Basis: Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100.000
per cent. of their nominal
amount
11. Change of Interest Basis: Not Applicable
12. Put/Call Options: Not Applicable
13. (a) Status of the Notes: Senior
(b) Date Board approval for issuance
of Notes obtained:
22 February
2024

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

14. Fixed Rate Note Provisions Not Applicable
15. Floating Rate Note Provisions Applicable
(a) Specified Interest Payment Dates: Period(s)/Specified Semi-annually every 20 June and 20 December in
each year to and including the Maturity Date
(b)
Business Day Convention:
(c)
Additional Business Centre(s):
(d)
Party responsible for calculating the
Rate of Interest and Interest Amount
(if not the Principal Paying Agent):
Following Business Day Convention
London, New York City and Luxembourg
Principal Paying Agent
(the Calculation Agent)
(e) Screen Rate Determination:
Reference Rate: 6
months
EURIBOR
Index Determination: Not Applicable
Interest
Date(s):
Determination Second day on which the T2 System is open prior to
the start of each Interest Period

Relevant Screen Page:
EURIBOR 6M (EUR006M Index)
on Bloomberg

Specified Time:
11:00 CET

Relevant Financial Centre:
Luxembourg
(f) Linear Interpolation: Not Applicable
(g) Margin(s): 2.90
per cent. per annum
(h) Minimum Rate of Interest: Not Applicable
(i) Maximum Rate of Interest: Not Applicable
(j) Day Count Fraction: 30/360
16. Zero Coupon Note Provisions Not Applicable

PROVISIONS RELATING TO REDEMPTION

17. Notice periods for Condition 8.2: Minimum period: 15 days
Maximum period: 30 days
18. Issuer Call: Not Applicable
19. Investor Put: Not Applicable
20. Final Redemption Amount: EUR 1,000
per Calculation Amount
21. Early Redemption Amount payable on
redemption for taxation reasons or on
event of default:
EUR 1,000
per Calculation Amount

GENERAL PROVISIONS APPLICABLE TO THE NOTES

22. Form of Notes: Bearer Notes:
Temporary Bearer Global Note exchangeable for
Permanent
Bearer
Global
Note
which
is
exchangeable
for
Definitive
Notes
upon
an
Exchange Event
23. Additional Financial Centre(s): London and New York
City
24. Talons for future Coupons to be attached No

PROVISIONS APPLICABLE TO TURKISH LIRA NOTES

to Definitive Notes:

25. USD Payment Election: Not Applicable
26. Exchange Agent: Not Applicable
THIRD PARTY INFORMATION
Not applicable.
Signed on behalf of DenizBank A.Ş.:
By: By:
Name: Name:
Title: Title:
Duly authorised Duly authorised

PART B – OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

to admission to trading:

(i) Listing and Admission to trading Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's main market and to be listed on the Official List with effect from 20 December 2024. (ii) Estimate of total expenses related £625

2. RATINGS

Ratings: Not Applicable

3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for the fees payable to the Dealer, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and its affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business.

4. REASONS FOR THE OFFER AND ESTIMATED NET PROCEEDS

(i) ESG Notes: Yes
(ii) Reasons for the offer: See "Use of Proceeds" in the Base Prospectus
(iii) Estimated net proceeds: EUR 20,000,000
5. YIELD
Indication of yield: 100.00 per cent. per annum
The yield is calculated at the Issue Date on the
basis of the Issue Price. It is not an indication of
future yield.
6. OPERATIONAL INFORMATION
(i) Trade Date: 16 December 2024
(ii) ISIN: XS2966360450

(iii) Common Code: 296636045

(iv) CFI: See
the website of the Association of National
Numbering Agencies (ANNA) or alternatively
sourced from the responsible National Numbering
Agency that assigned the ISIN/Not Applicable
(v) FISN See the website of the Association of National
Numbering Agencies (ANNA) or alternatively
sourced from the responsible National Numbering
Agency that assigned the ISIN/Not Applicable
(vi) Any clearing system(s) other than
Euroclear
and
Clearstream,
Luxembourg
and
the
relevant
identification number(s):
Not Applicable
(vii) Delivery: Delivery against payment
(viii) Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
(ix) Benchmark Administrator: Not Applicable

7. DISTRIBUTION

(i) Method of distribution: Non-syndicated
(ii) If syndicated, names of Managers: Not Applicable
(iii) Stabilisation Manager(s) (if any): Not Applicable
(iv) If
non-syndicated,
name
of
relevant Dealer:
Not Applicable
(v) U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA D
(vi) Prohibition of Sales to EEA Retail
Investors:
Not Applicable
(vii) Prohibition of Sales to UK
Retail
Investors:
Not Applicable
(viii) Prohibition of Sales to Belgian
Consumers:
Not Applicable

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