GamaLife issues Tier 2 Subordinated Debt

Lisbon, 9 July 2025.  GamaLife has issued today €125 million Tier 2 subordinated notes with a 10.25 year maturity and an initial fixed interest rate of 5.25%, resetting in 2030 (the “Notes”).

The issue attracted strong demand from a diverse panel of international investors, which exceeded supply by more than two and a half times, allowing GamaLife to improve pricing by 20 basis points and increase the size of the issue by 25% compared with the IPT (“initial price thoughts”).

The Notes will mature in October 2035, but may be repaid by GamaLife after 5.25 years subject to certain conditions. The Notes will qualify for Tier 2 capital under Solvency II regulation and the net proceeds of issue will be used by GamaLife to reinforce its solvency capital, including replacement of its historic EUR 45m Restricted Tier 1 notes redeemed on 20 June 2025 and for general corporate purposes. The Notes will be listed on the Global Exchange Markey (GEM) of Euronext Dublin under the ticker GAMALF.

Matteo Castelvetri, CEO of GamaLife, said, “The strong international interest received in our newly issued subordinated notes provides a firm validation of GamaLife’s business strategy at an important time in the company’s evolution.  The issuance will further strengthen our capital ratio, allowing us to optimise our capital structure and focus on our growth objectives.”

Morgan Stanley acted as Sole Lead Manager on the transaction.

About GamaLife

GamaLife is a pan-European life insurance and wealth management platform founded in 2019, operating primarily in the areas of technology and sustainability.

In December 2024, GamaLife was the fourth-largest life insurance group in Portugal, with a market share of almost 7%. In the ranking of the largest insurance groups in Portugal, GamaLife ranked eighth.

As of December 2024, the company’s assets under management totalled 7.8 billion euros in Portugal and Italy.

GamaLife’s mission is to serve the end customer in their protection and savings concerns, to serve the distribution channels with levels of service excellence, and to consolidate the business and its organisational structure, adding value for shareholders and employees.

For more information, see www.gamalife.pt or contact:
Hugo Real | hugo.real@h-advisors.global | 927 997 948 (Press)
Lourenço Galvão | lourenco.galvao@h-advisors.global | 910 127 228 (Press)
investors@gamalife.pt (Investors)

Important Notices

THIS PRESS RELEASE MAY NOT BE DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, THE “SECURITIES ACT”) OR INTO ANY OTHER JURISDICTION OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO DISTRIBUTE THIS PRESS RELEASE

This press release does not contain, and should not be construed as, an offer to sell or the solicitation of an offer to buy the Notes or any other securities in the United States or in any other jurisdiction. The offering of the Notes has concluded. No action has been taken that would permit an offering of the Notes or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

The Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States. No public offering of securities is being made in the United States.

Prohibition on sales to EEA and UK retail investors – Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No key information document (KID) required by Regulation (EU) No 1286/2014 (the “PRIIPs Regulation”) or that Regulation as it forms part of United Kingdom (“UK”) domestic law has been or will be prepared as the Notes are not available to retail investors in the European Economic Area (the “EEA”) or the UK.

In the EEA, this press release is intended only for persons who are “qualified investors” within the meaning of Regulation (EU) 2017/1129.
In the UK, this press release is intended only for persons (a) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (b) to whom this press release may otherwise lawfully be distributed under the Order (all such persons together being referred to as “relevant persons”). This press release is directed only at persons in the UK in circumstances where section 21(1) of the Financial Services Market Act 2000, as amended, does not apply to GamaLife.

This press release is not a prospectus for the purposes of Regulation (EU) 2017/1129 or that Regulation as it forms part of UK domestic law and no such prospectus is required to be, or will be, prepared in connection with the Notes.