Banamex’s $900 Million Perpetual Additional Tier 1 Capital Notes Offering

Cleary Gottlieb represented Citi, as global coordinator and active bookrunner, and BBVA, BNP Paribas, and HSBC, as joint bookrunners, in Banco Nacional de México S.A., integrante del Grupo Financiero Banamex’s (Banamex) Rule 144A/Reg S offering of $900 million aggregate principal amount of 9.5% perpetual 5.5-year callable subordinated non-preferred non-cumulative Tier 1 capital notes under its $3.5 billion notes program.

The offering launched on October 13, 2026, priced on October 19, 2026, and closed on October 26, 2026. The notes are expected to be admitted to the Official List of the Irish Stock Exchange plc, trading as Euronext Dublin, and to trading on its Global Exchange Market.

Cleary previously represented Citi as arranger in the establishment of Banamex’s notes program in April 2026 and as global coordinator and active bookrunner in Banamex’s inaugural $1.3 billion Tier 2 notes offering under the program.

Banamex is one of the largest financial institutions in Mexico in terms of total assets, total deposits and total loans. With a history spanning more than 140 years, Banamex has played a key role in the development of Mexico’s financial sector. Today, Banamex operates an integrated banking platform serving retail, small-, and medium-sized enterprises and commercial and institutional clients, with a strategic focus on retail banking and consumer lending.

The Cleary corporate team included partner Manuel Silva, associates Alejandro Martinez-Inzunza and Lara Gomez Tomei, and international lawyer Matías Chaves. Partner Matthew Brigham and associate Yoolim Lee advised on U.S. tax matters.