Nationwide Ccds Regulatory News (NBS)

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL

NATIONWIDE BUILDING SOCIETY

(incorporated in England and Wales under the Building Societies Act 1986, as amended)

(the Issuer or Nationwide)

NOTICE

to the holders of the

£1,000,000,000 Floating Rate Series 2018-01 Covered Bonds due 12 April 2023 (ISIN: XS1806359714)

£750,000,000 5.625 per cent. Series 2011-2 Covered Bonds due 28 January 2026 (ISIN: XS0584363724)

(together, the Bonds, and each a Series of Bonds and the holders thereof, the Bondholders)

of the Issuer currently outstanding.

Further to the Issuer's announcement earlier today, the Issuer hereby announces that:

(a) in connection with the Series 2018-01 Bonds:

(i) the Forward Start Adjustment (as calculated by the Solicitation Agent) is 0.3 basis points;

(ii) the LIBOR vs SONIA Interpolated Basis (as determined by the Solicitation Agent at the Pricing Time) is 15.3 basis points; and

(iii) the New Margin is 0.416 per cent. (being the sum of 0.26 per cent. plus the Forward Start Adjustment plus the LIBOR vs SONIA Interpolated Basis); and

(b) in connection with the Series 2011-2 Bonds:

(i) the LIBOR vs SONIA Interpolated Basis (as determined by the Solicitation Agent at the Pricing Time) is 16.0 basis points; and

(ii) the New Margin is 1.6465 per cent. (being the sum of 1.4865 per cent. plus the LIBOR vs SONIA Interpolated Basis).

For the avoidance of doubt, the change in the Rate of Interest to SONIA plus the New Margin:

(a) on the Series 2018-01 Bonds will be effective from and including the Interest Payment Date falling in January 2020 (with the first Interest Amount based on such Rate of Interest being paid on the Interest Payment Date falling in April 2020); and

(b) on the Series 2011-2 Bonds will be effective from and including the Interest Payment Date falling in January 2026 (with the first Interest Amount based on such Rate of Interest being paid on the Interest Payment Date falling in February 2026).

The Issuer will shortly arrange execution and delivery of the Amendment Documents, each of which will be made available on the website of the Issuer at http://www.nationwide.co.uk/about/investor-relations/introduction.

Capitalised terms used but not otherwise defined herein shall have the meanings ascribed to them in the Consent Solicitation Memorandum dated 16 October 2019 (the Consent Solicitation Memorandum). Capitalised terms used but not otherwise defined herein or in the Consent Solicitation Memorandum shall have the meanings ascribed to them in the Trust Deed.