2025-09-02

The Polish Financial Supervision Authority has approved PKO Bank Hipoteczny S.A.'s prospectus concerning the Mortgage Covered Bond Issue Programme. On this basis, the bank may issue covered bonds with a total nominal value of up to PLN 10 billion, as part of offers addressed to both institutional and retail investors.

 

- We want the first issue under the multi-year mortgage bond issue programme to be targeted at retail customers. This will be the first issue of mortgage bonds for Polish citizens since the interwar period. This is a pioneering move that will expand our offering to our customers and contribute to the development of the entire market - says Wojciech Papierak, President of the Management Board of PKO Bank Hipoteczny.

 

The final terms and conditions of the issue, which PKO Bank Hipoteczny plans to target at retail investors, will be announced in the coming weeks. This document will include:

  • information on the nominal value of the bonds,
  • interest rates,
  • interest payment dates,
  • bond maturity dates (i.e. the date on which PKO Bank Hipoteczny will repay the capital to investors),
  • dates on which retail investors will be able to subscribe for the bonds.

The issue is organised by PKO Bank Polski S.A., and the investment company participating in the offer is Biuro Maklerskie PKO Banku Polskiego S.A.  (PKO BP Brokerage Office).

In accordance with the prospectus and applicable law, the net proceeds from the issue of mortgage bonds may be used to refinance mortgage-backed loans and acquired receivables of other banks from mortgage-backed loans granted by them.

The company prospectus approved on 29 August 2025 by the Polish Financial Supervision Authority is the only legally binding document containing information about the company and its securities, and has been made available on the bank's website at www.pkobh.pl. Potential investors should read the prospectus before making an investment decision in order to fully understand the potential risks and benefits associated with the decision to invest in mortgage bonds issued by PKO Bank Hipoteczny S.A.

The full text of the prospectus is available in Polish: https://www.pkobh.pl/listy-zastawne/emisja-listow-zastawnych/

Mortgage bonds are debt securities which:

  • are issued by mortgage banks to raise capital for refinancing new mortgage loan portfolios,
  • are secured by a portfolio of high-quality mortgage loans (or other legally acceptable receivables, e.g. Treasury bonds and money market bills of the National Bank of Poland),
  • mortgage banks are obliged to redeem covered bonds within a specified period,
  • and pay interest to investors.

About PKO Bank Hipoteczny S.A.

  • PKO Bank Hipoteczny is Poland's largest mortgage bank, operating since 2014.
  • Its sole shareholder is PKO Bank Polski S.A.
  • Throughout its history, PKO Bank Hipoteczny S.A. has carried out 32 issues of covered bonds for investors from Poland and abroad, with a total value equivalent to over PLN 25 billion.
  • Moody’s Investors Service Cyprus Ltd. has assigned the bank a long-term credit rating of A3 with a stable outlook.
  • Covered bonds issued by PKO Bank Hipoteczny under the International Covered Bond Programme, aimed at institutional investors, currently have a Moody's rating of Aa1. This is the highest rating that Polish corporate debt securities can receive, as it is limited by the country's rating.
  • The main collateral for PKO Bank Hipoteczny S.A.'s covered bonds is high-quality mortgage loans.
  • PKO Bank Hipoteczny S.A. maintains collateral for its covered bonds at a level higher than required by applicable law. The law requires overcollateralisation of 5%, while in the case of PKO Bank Hipoteczny, overcollateralisation amounts to 92.3% (as at 30 June 2025).

 

 

 

This material is for informational purposes only and should in no way constitute a basis for making decisions to purchase securities of PKO Bank Hipoteczny S.A. (the “Company”). The Company's Prospectus approved on 29 August 2025 by the Polish Financial Supervision Authority (‘KNF’) (‘Prospectus’) is the only legally binding document containing information about the Company and the Company's securities. The Prospectus is available on the Company's website (www[.]pkobh[.]pl).

 

The approval of the Prospectus by the Polish Financial Supervision Authority should not be construed as a recommendation to purchase the Company's securities that are the subject of the offer and to admit them to trading on a regulated market. Potential investors should read the Prospectus before making an investment decision in order to fully understand the potential risks and benefits associated with the decision to invest in the Company's securities.

 

This material does not constitute an investment recommendation within the meaning of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (MAR) and Commission Delegated Regulation (EU) 2016/ 958 of 9 March 2016 supplementing MAR with regard to regulatory technical standards concerning technical measures for the objective presentation of investment recommendations or other information recommending or suggesting an investment strategy and the disclosure of particular interests or indications of conflicts of interest.

 

This material is not intended for distribution, directly or indirectly, in the territory or to the United States of America or in other countries where the public distribution of the information contained in this material may be subject to restrictions or prohibited by law. This material does not constitute an offer to sell securities or an invitation to subscribe for or purchase securities.

 

Potential offers of securities referred to in this material will not be directed at Russian or Belarusian citizens or natural persons residing in Russia or Belarus, or any legal persons or other organisational units based in Russia or Belarus, or other entities subject to restrictions on offering securities under national or EU regulations.

 

This material does not constitute an offer to sell or a solicitation of an offer to purchase securities in the United States of America. Securities may be offered and sold in the United States of America after their registration in accordance with the U.S. Securities Act of 1933, as amended (the ‘U.S. Securities Act of 1933’), the ‘U.S. Securities Act’) or pursuant to an exemption from the registration requirements of the U.S. Securities Act. The Company does not intend to register any part of the offering in the United States of America. This material or any copy thereof may not be distributed or in any way transmitted or made available in the United States of America.

 

Legal disclaimer

Before gaining access to the information placed on this website please read carefully the content of the following information.

Please read the following disclaimer carefully. By selecting the ‘NEXT’ option below, you confirm that you have read the disclaimer below, agree to the restrictions contained therein, and confirm that you are accessing this website and the documents and information contained therein from the territory of the Republic of Poland or in accordance with the laws of the local jurisdiction applicable to you that provide for such access.
The materials to which you will gain access relate to or are connected with: (i) public offerings (‘Public Offerings’) of bearer mortgage bonds in the territory of the Republic of Poland (‘Mortgage Bonds’) issued by PKO Bank Hipoteczny S.A. with its registered office in Warsaw (‘Company’) as part of the mortgage bond issue programme established by the Company, in which the total nominal value of Mortgage Bonds issued within a 12-month period will not exceed PLN 10,000,000,000 (‘Issue Programme’); and (ii) the intention to apply for admission and introduction of the Covered Bonds to trading (“Admission”) on the parallel regulated market within the Catalyst platform, operated by the Warsaw Stock Exchange.
The base prospectus prepared in connection with the Public Offerings and Admission (the “Prospectus”) was approved on 29 August 2025 by the Polish Financial Supervision Authority, which is the supervisory authority for the capital market in Poland. The Covered Bonds will be issued in series and offered on the terms and conditions described in the Prospectus and the Final Terms, which will include the final terms of the offer for a given series and the final terms of issue for a given series. Detailed information on the number of Covered Bonds issued and offered within a given series and the opening and closing dates of the subscription will be included in the Final Terms.
The Prospectus, together with any supplements and updates, has been published and is available on the Company's website (www.pkobh.pl) and, for information purposes only, on the website of Powszechna Kasa Oszczędności Bank Polski S.A. Branch – Brokerage Office in Warsaw, as an Investment Firm (www.bm.pkobp.pl). The Prospectus is valid for a maximum of 12 months from the date of its approval by the Polish Financial Supervision Authority.
The Prospectus does not contain all the information necessary to make an investment decision, as the final terms of the issue and the final terms of the Covered Bonds offering will only be determined in the relevant Final Terms and are not known at the time of publication of the Prospectus. No investment decision should be made before carefully reviewing the entire Prospectus, including the documents incorporated by reference into the Prospectus, and in particular the risks associated with investing in Covered Bonds, described in the section of the Prospectus entitled ‘Risk Factors’, any possible supplements and updates to the Prospectus, and the Final Terms relating to the relevant issues of Covered Bonds.
Public offerings will be conducted only within the territory of the Republic of Poland. The information contained on this website is not intended for publication or distribution outside the Republic of Poland. Outside the Republic of Poland, the Prospectus may not be treated as a proposal or offer to purchase Covered Bonds. The Prospectus and the Covered Bonds covered by it have not been registered, approved or notified in any country outside the Republic of Poland, in particular in accordance with the provisions of Regulation (EU) 2017/ 1129 of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, or the provisions of law governing the offering of securities in force in the United States of America. The Covered Bonds covered by the Prospectus may not be offered outside the Republic of Poland (including in other European Union countries and the United States of America). Neither the Company nor any other entity acting on its behalf or for its benefit has taken or will take in the future any action that could be considered a public offering of the Covered Bonds covered by the Prospectus in any country outside the Republic of Poland.
Neither the Prospectus nor the Final Terms constitute an offer to sell or purchase securities in the United States of America, Canada, Japan, Australia, the United Kingdom or any other jurisdiction where such offer would constitute a violation of applicable law or require registration, notification or authorisation.
The laws of certain countries outside the Republic of Poland may restrict the dissemination of information contained on these web pages. Any Investor residing or having its registered office outside the Republic of Poland should familiarise themselves with the provisions of Polish law and the laws of other countries that may apply to them.
Public Offerings are not directed at Russian or Belarusian citizens or natural persons residing in Russia or Belarus, or at any legal persons or other organisational units with their registered office in Russia or Belarus, or at other entities subject to restrictions on offering under national or EU regulations.
Please be advised that the materials and information you access and use: (i) are subject to the terms and conditions described above; (ii) are intended for persons or entities located in and accessing this website from Poland; (iii) are not directed at U.S. persons within the meaning of Regulation S, which is an implementing regulation of the U.S. Securities Act of 1933 (U.S. Securities Act of 1933) or to persons who represent or act on behalf of such a person; and (iv) are not directed at persons or entities located in the United States.
Please note that viewing and accessing these materials in violation of the above conditions may constitute a violation of securities laws, in particular in Poland and the United States of America.
All capitalised terms not defined above have the meanings given to them in the Prospectus.

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