Rabobank Certificates
Rabobank Certificates are the most subordinated capital instruments issued by Rabobank, which form part of Rabobank’s Common Equity Tier 1 capital. Rabobank Certificates have no maturity date.
Key figures
A total number of 313,005,461 Rabobank Certificates have been issued. The nominal value per Rabobank Certificate is EUR 25, which corresponds to an outstanding nominal amount of EUR 7.8 billion.
Following a tender offer in 2024, Rabobank holds 36,652,880 Rabobank Certificates itself. Cancellation and/or future re-sales of these Rabobank Certificates may occur at the sole discretion of Rabobank at any time.
Disclaimer Funding & Capital
The terms and conditions of this disclaimer apply to the use of the Information (as defined below) as operated by Coöperatieve Rabobank U.A. (“Rabobank”), which has its main office at Croeselaan 18, 3521 CB Utrecht, the Netherlands and is registered in the Trade Register of the Chamber of Commerce (Kamer van Koophandel Midden Nederland) under number 30046259.
This website and the prospectuses, offering circulars, information memorandums and other information and documents available for downloading therefrom (together the “Information”) are informative in nature. No Information, in whole or in part, directly or indirectly, may be used for any other purpose without the prior written consent of Rabobank.
The Information does not constitute an offer of securities to the public as meant in Regulation (EU) 2017/1129 of the European Parliament and of the Council dated 14 June 2017 as amended from time to time (the "Prospectus Regulation"), nor do they constitute a solicitation to make such an offer. In addition, the Information neither constitutes an offer of securities for sale nor a solicitation of an offer to purchase securities in the United States of America or in any other jurisdiction in which such offer or solicitation is not authorized. The Information also does not constitute such an offer or solicitation to any person to whom it is unlawful to make such an offer or solicitation. Users of this website are requested to inform themselves about and to observe any such restrictions. The Information does not constitute an "advertisement" within the meaning of the Prospectus Regulation or an advertisement (reclame-uiting) within the meaning of the Dutch Financial Markets Supervision Act (Wet op het financieel toezicht) and rules and regulations promulgated thereunder.
The Information does not constitute investment advice or an investment recommendation in respect of any financial instrument, nor does it constitute information in which an investment strategy or investment decision is explicitly (or implicitly) recommended (or proposed).
Visitors to this website cannot derive any rights from this disclaimer or the Information. The Information may be changed or terminated, or access thereto limited, without further notice. Rabobank, any and all of its branches and any and all of its affiliated companies, Rabo Covered Bond Company B.V., Rabo Covered Bond Company 2 B.V. and Stichting AK Rabobank Certificaten and their members or shareholders, officers, employees, directors, supervisory board members, managers, agents, representatives and advisors accept no liability whatsoever for any damages (including lost profits) ensuing from the use of the website, the availability thereof or the accuracy, completeness and correctness of the Information. This disclaimer (including the choice of the Amsterdam court below) is governed by the laws of the Netherlands. All disputes arising from this disclaimer shall be submitted exclusively to the competent court in Amsterdam, the Netherlands.
By clicking on the "I agree" button below you accept the terms and conditions set out in this disclaimer and you accept that you are bound by any restrictions that may be contained in or derived from the Information. The distribution of the Information and the offering of financial instruments may be restricted by law in certain jurisdictions. By clicking on the button you represent and declare that you do not reside in the United States of America or any other jurisdiction in which it is restricted or unlawful to have access to this Information. Furthermore, by clicking on the "I agree” button you agree that you will not send to or share any Information with any person in the United States of America or any jurisdiction where it is restricted or unlawful to have access to the Information.
Distributions
The Managing Board of Rabobank has full discretion to decide on whether or not distributions will be made on the Rabobank Certificates, the amount thereof, as well as the date of the distributions. Notwithstanding, Rabobank intends to pursue a distribution policy. Please find here an overview of the development of the effective return on the most recent Reference Loan (as defined in the distribution policy) and distributions made on Rabobank Certificates.
The value of your investment can fluctuate. Past performance offers no guarantee of future results.
Documentation
The Rabobank Certificates are governed by Rabobank’s articles of association and the Rabobank Certificates Rules. An overview of the risks and conditions pertaining to Rabobank Certificates can be found in the latest prospectus dated 25 June 2025. This must be read in conjunction with Rabobank’s most recent financial results and other disclosures.
Archive
Please find below the previous prospectus.
Listing and trading mode
Rabobank Certificates are listed on and traded via Euronext Amsterdam. There are two possible trading modes: “clean” and “dirty”.
In a “clean” trade, the accrued intended distribution between two distribution dates is settled separately between buyer and seller. The price of the certificate does not include this accrued intended distribution.
In a “dirty” trade, the accrued intended distribution is already included in the certificate’s market price. This means that market expectations about the intended distribution are reflected in the price. The price may rise in line with the accrual of the intended distribution. If and when the distribution is paid out, the price may fall, as the accrual is reset to nil.
In both trading modes, other factors also play a role in the price development.
Currently, Rabobank Certificates are traded in the “clean” trading mode. Euronext (or any other trading venue where Rabobank Certificates are traded) may change the trading mode at any time.
Changes in the trading mode or price do not guarantee future distributions on Rabobank Certificates.
Important information for distributors
MiFID II
Solely for the purposes of Rabobank’s product approval process, the target market assessment in respect of Rabobank Certificates has led to the conclusion that the target market for Rabobank Certificates is eligible counterparties, professional clients and retail clients each as defined in Directive 2014/65/EU (as amended, "MiFID II"). All channels for distribution to eligible counterparties, professional clients and retail clients are appropriate, subject to the distributor’s suitability and appropriateness obligations under MiFID II, as applicable. Any person subsequently offering, selling or recommending Rabobank Certificates (a "distributor") should take into consideration the manufacturer’s target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of Rabobank Certificates (by either adopting or refining the manufacturer‘s target market assessment) and determining appropriate distribution channels, subject to the distributor’s suitability and appropriateness obligations under MiFID II, as applicable.
Pursuant to MiFID II, Rabobank as manufacturer of Rabobank Certificates performs reviews of Rabobank Certificates on a regular basis to assess whether the product remains consistent with the needs, characteristics and objectives of the identified target market and whether the intended distribution strategy remains appropriate. To support these reviews, Rabobank invites all distributors to provide Rabobank with information on sales of Rabobank Certificates and, where appropriate, any other relevant information that may be the outcome of the distributor’s own periodic review. In this respect, distributors are encouraged to take into account the Guidelines on MiFID II product governance requirements by the European Securities and Markets Authority. Any such feedback can be sent to IR@rabobank.com.
PRIIPs
Rabobank has assessed the applicability of Regulation 1286/2014 on key information documents for packaged retail and insurance-based investment products (PRIIPs) to its Rabobank Certificates (ISIN: XS1002121454). It was concluded that Rabobank Certificates do not constitute a PRIIP as defined under the Regulation. In accordance with such assessment, no key information document would - in the opinion of Rabobank as manufacturer - be necessary in order to advise on or sell Rabobank Certificates to retail clients as defined in MiFID II.
Simplification of the legal structure of the Rabobank Certificates as per 26 June 2025
On 26 June 2025, the legal structure of the Rabobank Certificates was simplified by the termination of the administration of the Rabobank Certificates that was undertaken by the former Stichting AK Rabobank Certificaten (the “Termination of the Administration”).
For further information on the Termination of the Administration, please refer to the website of the former Stichting AK Rabobank Certificaten.
Other funding and capital topics
Contact Investor Relations
IR@rabobank.com