Citi in Establishment of Banamex’s $3.5 Billion Notes Program and Inaugural $1.3 Billion Tier 2 Notes Offering

Cleary Gottlieb represented Citi, as global coordinator and active bookrunner, and BTG Pactual, Crédit Agricole, and Société Générale, as joint bookrunners, in Banco Nacional de México, S.A., integrante del Grupo Financiero Banamex’s (Banamex) inaugural Rule 144A/Reg S offering under its $3.5 billion notes program, consisting of $1.3 billion aggregate principal amount of 6.697% fixed reset subordinated preferred Tier 2 capital notes due 2036.

The offering priced on April 30, 2026, and is expected to settle on May 7, 2026. The notes are expected to be listed in the Global Exchange Market of Euronext Dublin.

Cleary also represented Citi as arranger in the establishment of Banamex’s notes program on April 24, 2026.

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 partners Synne Chapman, Manuel Silva, Jeff Karpf, and Jorge Juantorena; associates Alejandro Martínez-Inzunza and Lara Gomez Tomei; international lawyer Victor Bravo; and law clerk Amanda Pareja. Partner Matthew Brigham and associates Nathaniel Pribil and Yoolim Lee advised on U.S. tax matters. Partner Chase Kaniecki and Michael Sanders and senior attorneys James Corsiglia and Andres Saenz advised on regulatory matters.