Repsol International Finance

Bylaws

Financial reports

Repsol International Finance, B.V. is a limited liability company pursuant to the legislation of the Netherlands, with registered address at Koninginnegracht 19, 2514 AB The Hague (Netherlands). The Company is registered with the Chamber of Commerce of The Hague with number 24241372 and has issued a number of securities approved for trading on the Luxembourg Stock Exchange.

Pursuant to the provisions of the Luxembourg Transparency Law of January 11, 2008 (Loi du 11 janvier relative aux obligations de transparence concernant l’information sur les émetteurs dont les valeurs mobilières sont admises à la négociation sur un marché réglementée, hereinafter, the “Law”) and the provisions of Règlement Grand Ducal du 11 janvier, relative aux obligations de transparence sur les émetteurs de valeurs mobilières, The Company chose Luxembourg as the Member State of Origin for the purposes of said regulation.

With regard to the periodic reporting obligations required by said Law for securities issuers who choose Luxembourg as the Member State of Origin, the Company is exempt from publishing financial reports corresponding to the first half of the year, pursuant to the provisions of Article 4 of said Law.

European Commercial Paper Program

Subordinated bond issues

Deed of Undertaking registered on March 16, 2016 (PDF 475 KB)

Prospectus registered on March 23, 2015 (PDF 788 KB)

Prospectus registered on June 4, 2020 (PDF 1.24 MB)

Prospectus registered on March 18, 2021 (PDF 924 KB)

Bond	ISIN code	Outstanding balance	Maturity	Market	Documentation
REP 4.50%^(1)(2)(3)	XS1207058733	EUR 725,985,000	March 25, 2075	Luxembourg Stock Exchange	Prospectus dated 3/23/2015
REP 3.75%⁽⁴⁾	XS2185997884	EUR 750,000,000	Perpetual	Luxembourg Stock Exchange	Prospectus dated 6/4/2020
REP 4.247%⁽⁵⁾	XS2186001314	EUR 750,000,000	Perpetual	Luxembourg Stock Exchange	Prospectus dated 6/4/2020
REP 2.500%⁽⁶⁾	XS2320533131	EUR 750,000,000	Perpetual	Luxembourg Stock Exchange	Prospectus dated 3/18/2021

(1) Bonds will accrue a fixed annual coupon of 4.5% from the issue date to March 25, 2025 (inclusive), payable annually from March 25, 2016; and, from March 25, 2025 (inclusive), a fixed annual coupon equal to the applicable 10-year interest rate swap plus a spread of: (i) 4.20% per annum until March 25, 2045; and (ii) 4.95% per annum from March 25, 2045 (inclusive) until maturity on March 25, 2075.

(2) On January 20, 2023, the company launched a cash Tender Offer of Repsol's Eur 1,000,000,000 4,500% Perp NC Mar-2025 notes. The settlement took place on January 30, 2023 and Eur 229,015,000 were repurchased.

(3) On June 26th 2023, the company cancelled Eur 45,000,000 previously repurchased of Repsol’s 4.500% Perp NC Mar-2025 notes.

(4) Bonds will accrue a fixed annual coupon of 3.75% from the issue date to June 10, 2026 (inclusive), payable annually from June 11, 2021; and, from June 11, 2026 (inclusive), a fixed annual coupon equal to the applicable 5-year interest rate swap plus a spread of: (i) 4.00% per annum until June 11, 2031; (ii) 4.25% per annum from June 11, 2031 (inclusive) until June 11, 2046; and (iii) 5.00% per annum from June 11, 2046 (inclusive).

(5) Bonds will accrue a fixed annual coupon of 4.247% from the issue date to December 10, 2028 (inclusive), payable annually (except for a short first Interest Period) from December 11, 2020; and, from December 11, 2028 (inclusive), a fixed annual coupon equal to the applicable 5-year interest rate swap plus a spread of: (i) 4.409% per annum until December 11, 2033; (ii) 4.659% per annum from December 11, 2033 (inclusive) until December 11, 2048; and (iii) 5.409% per annum from December 11, 2048 (inclusive).

(6) Bonds will accrue a fixed annual coupon of 2.500% from the issue date to March 22, 2027 (inclusive), payable annually from March 22, 2022; and, from March 22, 2027 (inclusive), a fixed annual coupon equal to the applicable 5-year interest rate swap plus a spread of: (i) 2.769% per annum until March 22, 2032; (ii) 3.019% per annum from March 22, 2032 (inclusive) until March 22, 2047; and (iii) 3.769% per annum from March 22, 2047 (inclusive).

Continuous issuance program

Program for continuous issuance of Euro Guaranteed Medium-Term Notes for a maximum amount of EUR 13,000,000,000 registered with the Luxembourg Commission de Surveillance du Secteur Financier.

Previous programs

Bond issue

Repsol International Finance BV bonds, guaranteed by Repsol, S. A.

Bond ⁽¹⁾	ISIN code	Date of issue	Maturity	Outstanding balance	Quotation market	Documentation
REP 2.000%	XS2156581394	04/15/2020	12/15/2025	EUR 750,000,000	LSE ⁽²⁾	Final Terms from 4/9/2020
REP 2.25%	XS1148073205	12/10/2014	12/10/2026	EUR 500,000,000	LSE ⁽²⁾	Final Terms from 12/9/2014
REP 0.25%	XS2035620710	08/02/2019	08/02/2027	EUR 750,000,000	LSE ⁽²⁾	Final Terms from 7/31/2019
REP 2.625%	XS2156583259	04/15/2020	04/15/2030	EUR 750,000,000	LSE ⁽²⁾	Final Terms from 4/9/2020
REP 5.375%	XS1352121724	01/27/2016	01/27/2031	EUR 100,000,000	LSE ⁽²⁾	Final Terms from 1/25/2016
REP 4.50%	XS1207058733	03/23/2015	03/23/2075	EUR 725,985,000⁽³⁾	LSE ⁽²⁾	Deed of Undertaking 3/16/2016
REP 3.75%	XS2185997884	06/11/2020	Undated	EUR 750,000,000	LSE ⁽²⁾	Prospectus dated 4/6/2020
REP 4.247%	XS2186001314	06/11/2020	Undated	EUR 750,000,000	LSE ⁽²⁾	Prospectus dated 4/6/2020
REP 2.500%	XS2320533131	03/22/2021	Undated	EUR 750,000,000	LSE ⁽²⁾	Prospectus dated 3/18/2021

_{(1) Issuances guaranteed by Repsol S.A.}(2) The Luxembourg Stock Exchange.

^{(3) In 2023, the company cancelled Eur 274,015,000 of Repsol’s 4.500% Perp NC Mar-2025 notes. The settlements took place on January 30 (Eur 229,015,000) and June 26 (Eur 45,000,000).}