ING Groep N.V. Files 6-K with Underwriting Agreement Details

Ticker: INGVF · Form: 6-K · Filed: Mar 19, 2024 · CIK: 1039765

Sentiment: neutral

Topics: underwriting-agreement, debt-offering, financing, sec-filing

Related Tickers: ING

TL;DR

ING Groep N.V. filed a 6-K on 3/19/24 detailing an underwriting agreement with major banks.

AI Summary

On March 19, 2024, ING Groep N.V. filed a Form 6-K with the SEC. This report incorporates by reference an Underwriting Agreement dated March 19, 2024, involving ING Groep N.V. and several representatives of underwriters, including Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., ING Financial Markets LLC, Scotia Capital (USA) Inc., Standard Chartered Bank AG, and Wells Fargo Securities, LLC.

Why It Matters

This filing provides transparency regarding a significant underwriting agreement, which is crucial for understanding the company's capital raising activities and potential future share issuances.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of an underwriting agreement, which is standard practice for a publicly traded company and does not inherently indicate new risks.

Key Players & Entities

FAQ

What is the purpose of the Underwriting Agreement filed with this 6-K?

The Underwriting Agreement details the terms and conditions under which ING Groep N.V. will sell securities, with the listed representatives acting as underwriters.

Which entities are acting as representatives of the underwriters in this agreement?

The representatives include Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., ING Financial Markets LLC, Scotia Capital (USA) Inc., Standard Chartered Bank AG, and Wells Fargo Securities, LLC.

When was this Underwriting Agreement entered into?

The Underwriting Agreement was entered into on March 19, 2024.

How does this 6-K filing relate to ING Groep N.V.'s registration statement?

This Report on Form 6-K is deemed to be incorporated by reference into the registration statement on Form F-3 (File No. 333-266516) of ING Groep N.V.

What type of filing is this report and what act does it pertain to?

This is a Report of Foreign Private Issuer on Form 6-K, filed pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934.

Filing Stats: 406 words · 2 min read · ~1 pages · Grade level 6.5 · Accepted 2024-03-19 13:27:26

Key Financial Figures

Filing Documents

From the Filing

6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For March 19, 2024 Commission File Number 1-14642 ING Groep N.V. Bijlmerdreef 106 1102 CT Amsterdam The Netherlands Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-FForm 40-F THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-266516) OF ING GROEP N.V. AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED. This Report contains the following: Exhibit No. 1.1 Underwriting Agreement among ING Groep N.V. and Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., Citigroup Global Markets Inc., ING Financial Markets LLC, Scotia Capital (USA) Inc., Standard Chartered Bank AG and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, dated March 11, 2024. 4.1 Seventh Supplemental Indenture between ING Groep N.V. and The Bank of New York Mellon, London Branch, as trustee, dated as of March 19, 2024, in respect of 5.335% Callable Fixed-to-Floating Rate Senior Notes due 2030 and 5.550% Callable Fixed-to-Floating Rate Senior Notes due 2035. 4.2 The form of Global Note for the $1,500,000,000 5.335% Callable Fixed-to-Floating Rate Senior Notes due 2030 (incorporated by reference to Exhibit A-1 to Exhibit 4.1 above). 4.3 The form of Global Note for the $1,500,000,000 5.550% Callable Fixed-to-Floating Rate Senior Notes due 2035 (incorporated by reference to Exhibit A-2 to Exhibit 4.1 above). 5.1 Opinion of Linklaters LLP as to the validity of the securities (Dutch law). 5.2 Opinion of Sullivan & Cromwell LLP as to the validity of the securities (New York law). 8.1 Opinion of PwC Belastingadviseurs N.V. as to certain matters of Dutch taxation. 8.2 Opinion of Sullivan & Cromwell LLP as to certain matters of U.S. taxation . . SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ING Groep N.V. (Registrant) By: /s/ K.I.D. Tuinstra Name: K.I.D. Tuinstra Title: Authorized Signatory By: /s/ P.G. van der Linde Name: P.G. van der Linde Title: Authorized Signatory Dated:March 19, 2024

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