FINAL TERMS DATED 23 JANUARY 2015 Series No. DDBO 407 Tranche No. 1 DANSKE BANK A/S EUR 5,000,000,000 Structured Note Programme Issue of [Aggregate Principal Amount of Tranche] Kreditobligation itraxx Europe Crossover Index (SEK) Any person making or intending to make an offer of the Notes may only do so: (i) in those Non-exempt Offer Jurisdictions mentioned in Paragraph 15 (Terms and Conditions of the Offer) of Part B below, provided such person is of a kind specified in that paragraph and that the offer is made during the Offer Period specified in that paragraph; or (ii) otherwise, in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or to supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Notes in any other circumstances. The expression Prospectus Directive means Directive 2003/71/EC as amended (which includes the amendments made by Directive 2010/73/EU to the extent that such amendments have been implemented in a relevant Member State of the European Economic Area). PART A - CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 19 September 2014, the Supplement No. 1 dated 6 November 2014, the Supplement No. 2 dated 5 December 2014 and the Supplement No. 3 dated 19 December 2014 which together constitute a base prospectus (the Base Prospectus ) for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Base Prospectus. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of this Final Terms and the Base Prospectus. A Summary of the Notes (which comprises the Summary in the Base Prospectus, as amended to reflect the provisions of this Final Terms), is annexed to this Final Terms. The Base Prospectus and this Final Terms is available for viewing at and copies may be obtained from the Central Bank of Ireland s website at www.centralbank.i.e. 1. Issuer: Danske Bank A/S 2. (i) Series Number: DDBO 407 1
(i) Tranche Number: 1 (ii) Date on which the Notes will be consolidated and form a single Series: 3. Specified Currency or Currencies: SEK 4. Aggregate Principal Amount: [TO BE DETERMINED] 5. Issue Price: 100 per cent. of the Aggregate Principal Amount 6. (i) Specified Denominations: SEK 100,000 (i) Calculation Amount: SEK 100,000 7. (i) Issue Date: 27 February 2015 (i) Interest Commencement Date: Issue Date (ii) Trade Date: 24 February 2015 8. Maturity Date: 20 January 2020, the Scheduled Maturity Date or such later date for redemption determined as provided in Reference Item Condition 2 (Credit-Linked Notes) Scheduled Termination Notice Date: 20 December 2019 9. Interest Basis: Indicatively 4.30 per cent. (lowest 4.00 per cent.) Fixed Rate (further particulars specified at item 24 and 25 below) 10. Redemption/Payment Basis: Redemption at par and Credit-Linked Redemption Notes (further particulars specified at items 34 below) 11. Put/Call Options: 12. Tax Gross-Up: General Condition 8.1 (Gross-up) applicable 13. Date of Board approval for issuance of Notes obtained: PROVISIONS RELATING TO REFERENCE ITEMS AND FX PRINCIPAL/OPTION CONVERSION 14. Rate-Linked Provisions 2
15. Inflation Linked Provisions 16. Index-Linked Provisions 17. Equity-Linked Provisions 18. Fund-Linked Provisions 19. Currency-Linked Provisions 20. Commodity-Linked Provisions 21. Additional Disruption Events: Applicable (i) Change in Law: Applicable (ii) Hedging Disruption: Applicable (iii) Increased Cost of Hedging: Applicable (iv) Increased Cost of Stock Borrow: (v) Insolvency Filing: (vi) Loss of Stock Borrow: 22. Credit-Linked Provisions Applicable the Notes are Credit-Linked Notes (i) Settlement Method: Zero/Set Recovery Notes (ii) Type of Credit-Linked Notes: The Notes are Portfolio Credit Linked Notes (iii) Credit Event Redemption Amount: As set out in Redemption Payout Condition 2.2 (iv) Credit Event Redemption Date: Reference Item Linked Condition 2.10 applies (v) Maturity Credit Event Redemption: Applicable (vi) Reference Entities: The entities specified as a Reference Entity in the table below Reference Entity TABLE Reference Entity Notional Amount Reference Obligation Set/Zero Recovery Price ABENGOA, S.A. SEK 1334 Standard Reference Obligation 0 % Alcatel Lucent SEK 1334 Standard Reference Obligation 0 % Altice Finco S.A. SEK 1334 Standard Reference Obligation 0 % ArcelorMittal SEK 1334 Standard Reference Obligation 0 % 3
ARDAGH PACKAGING FINANCE SEK 1334 Standard Reference Obligation 0 % PUBLIC LIMITED COMPANY ASTALDI SOCIETA PER AZIONI SEK 1334 Standard Reference Obligation 0 % BENI STABILI SOCIETA PER AZIONI SEK 1334 Standard Reference Obligation 0 % SOCIETA DI INVESTIMENTO IMMOBILIARE QUOTATA BOPARAN FINANCE PLC SEK 1334 Standard Reference Obligation 0 % BRISA - CONCESSAO RODOVIARIA, S.A. SEK 1334 Standard Reference Obligation 0 % BRITISH AIRWAYS plc SEK 1334 Standard Reference Obligation 0 % CABLE & WIRELESS LIMITED SEK 1334 Standard Reference Obligation 0 % CARE UK HEALTH & SOCIAL CARE PLC SEK 1334 Standard Reference Obligation 0 % CERVED GROUP S.P.A. SEK 1334 Standard Reference Obligation 0 % CIR S.P.A. - COMPAGNIE INDUSTRIALI SEK 1334 Standard Reference Obligation 0 % RIUNITE CNH Industrial N.V. SEK 1334 Standard Reference Obligation 0 % ConvaTec Healthcare E S.A. SEK 1334 Standard Reference Obligation 0 % DRY MIX SOLUTIONS SEK 1334 Standard Reference Obligation 0 % INVESTISSEMENTS EDP - Energias de Portugal, S.A. SEK 1334 Standard Reference Obligation 0 % Eileme 2 AB (publ) SEK 1334 Standard Reference Obligation 0 % FIAT S.P.A. SEK 1334 Standard Reference Obligation 0 % Financiere Quick SEK 1334 Standard Reference Obligation 0 % FINMECCANICA S.P.A. SEK 1334 Standard Reference Obligation 0 % GALAPAGOS HOLDING S.A. SEK 1334 Standard Reference Obligation 0 % GALP ENERGIA, SGPS, S.A. SEK 1334 Standard Reference Obligation 0 % Grupo Isolux Corsan Finance B.V. SEK 1334 Standard Reference Obligation 0 % HeidelbergCement AG HELLENIC TELECOMMUNICATIONS ORGANISATION SOCIETE ANONYME HEMA BondCo I B.V. HOCHTIEF Aktiengesellschaft INEOS Group Holdings S.A. JAGUAR LAND ROVER AUTOMOTIVE PLC LADBROKES PLC Lock Lower Holdings AS Louis Dreyfus Commodities B.V. LOXAM MATALAN FINANCE PLC MELIA HOTELS INTERNATIONAL, S.A. Metsa Board Corporation Monitchem Holdco 3 S.A. NEW LOOK BONDCO I PLC Nokia Oyj NORSKE SKOGINDUSTRIER ASA NOVAFIVES NUMERICABLE GROUP S.A. NXP B.V. PEUGEOT SA Play Finance 1 S.A. Portugal Telecom International Finance B.V. PREMIER FOODS FINANCE PLC PUBLIC POWER CORPORATION FINANCE PLC R&R ICE CREAM PLC RALLYE REXEL Schaeffler Finance B.V. Selecta Group B.V. SMURFIT KAPPA ACQUISITIONS Stena Aktiebolag STONEGATE PUB COMPANY FINANCING PLC Stora Enso Oyj STRETFORD 79 PLC Sunrise Communications Holdings S.A. 4
Techem GmbH TELECOM ITALIA SPA ThyssenKrupp AG Trionista HoldCo GmbH TUI AG TVN Finance Corporation III AB (publ) TWINKLE PIZZA HOLDINGS PLC Unilabs SubHolding AB (publ) Unitymedia KabelBW GmbH UPC Holding B.V. UPM-Kymmene Oyj VIRGIN MEDIA FINANCE PLC VOUGEOT BIDCO P.L.C. Wind Acquisition Finance S.A. The following elections apply to each Reference Entity. All Guarantees Credit Events: Provisions relating to Restructuring Credit Event: Applicable Bankruptcy Failure to Pay Grace Period Extension Restructuring Reference Item Condition 2.11 Mod Mod R Applicable Multiple Holder Obligation: Provisions relating to Reference Item Condition 2.12 Restructuring Maturity Limitation and Fully Transferable Obligation Modified Restructuring Maturity Limitation and Conditionally Transferable Obligation Obligation Category: Obligation Characteristics: (select all of which apply) Additional Obligation(s) Excluded Obligation(s): Valuation Obligation Category: (select one only) Valuation Obligation Characteristics: (select all which apply) Additional Valuation Obligation(s): Excluded Valuation Obligation(s): Applicable Applicable Applicable Borrowed Money None Bond or Loan Not Subordinated Standard Specified Currencies Not Contingent Assignable Loan Consent Required Loan Transferable Maximum Maturity: 30 years Not Bearer (vii) Default Requirement: Reference Item Condition 2.10 applies (viii) Payment Requirement: Reference Item Condition 2.10 applies (ix) Credit Event Determination Date: Notice of Publicly Available Information: Applicable If Applicable: Public Source(s): Specified Number: Any Public Source One (x) Credit Event Backstop Date Adjustment: Applicable the Credit Exposure Start Date is the Trade Date (xi) Merger Event: Reference Item Condition 2.9 5
(xii) Unwind Costs: Standard Unwind Costs (xiii) Provisions relating to Monoline Insurer as Reference Entity: Reference Item Condition 2.13 (xiv) Provisions relating to LPN Reference Entities: Reference Item Condition 2.15 (xv) Additional Interest Amount: (xvi) Fixed Recovery Percentage: Zero per cent (xvii) Valuation Date: (xviii) Valuation Time: (xix) Indicative Quotations: (xx) Quotation Method: (xxi) Quotation Amount: (xxii) Minimum Quotation Amount: (xxiii) Quotation Dealers: (xxiv) Quotations: (xxv) Valuation Method: (xxvi) Calculation Agent City: (xxvii) Business Day Convention: (xxviii) Successor Backstop Date: (xxix) Limitation Dates subject to adjustment in accordance with Business Day Convention: (xxx) Valuation Obligation Observation Settlement Period: (xxxi) Accrued Interest: (xxxii) Settlement Currency: (xxxiii) Financial Reference Entity Terms: London Following Yes No (xxxiv) Sovereign No Asset Package 6
Delivery: (xxxv) Reference Obligation Only Termination Amount: (xxxvi) Subordinated European Insurance Terms: PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 23. FX Interest Conversion: 24. Fixed Rate Note Provisions Applicable in respect of the Interest Periods falling during the period from (but excluding) Issue Date to (and including) 20 December 2020 (i) Rate of Interest: Indicatively 4.30 per cent. (lowest 4.00 per cent.) per annum payable annually in arrear (ii) Interest Period Date(s): 20 December 2015, 20 December 2016, 20 December 2017, 20 December 2018 and 20 January 2020. No adjustment (iii) Interest Payment Date(s): 20 December 2015, 20 December 2016, 20 December 2017, 20 December 2018 and 20 January 2020 (iv) Accrual: Applicable (A) Day Count Fraction: 30/360 25. Variable Rate Note Provisions. 26. Provisions for specific types of Variable Rate Notes. 27. Reference Item-Linked Interest Provisions 28. Zero Coupon Note Provisions 29. Credit-Linked Interest Provisions Applicable (i) Accrual of Interest upon Credit Event: (ii) Portfolio Linked Interest Adjustment: Applicable (iii) Credit Event Observation Dates: 20 December 2015, 20 December 2016, 20 December 2017, 20 December 2018 and 20 December 2019. 7
PROVISIONS RELATING TO REDEMPTION 30. Call Option 31. Put Option 32. Early Redemption (i) Early redemption for tax reasons: Applicable (ii) Notice Period relating to early redemption for tax reasons: Minimum Period: 15 days (iii) (iv) Early Redemption Amount payable (a) on redemption for taxation reasons or (b) on an illegality or (c) on an Event of Default or (d) in the case of Reference Item-Linked Notes, following an early redemption pursuant to the provisions of the relevant Reference Item Schedule: Early Redemption Amount includes amount in respect of interest: Maximum Period: Not applicable As set out in the General Conditions Yes: no additional amount in respect of interest to be paid 33. Autocall Early Redemption: 34. Final Redemption Amount Subject as provided in Redemption Payout Condition 2 (Redemption in respect of Credit-Linked Notes), SEK 100,000 per Calculation Amount. 35. FX Principal Conversion: 36. Reference Item-Linked Redemption Provisions 37. Redemption Valuation Provisions (i) Initial valuation to determine [Reference Item Initial i /Reference Item TOM Initial t,i ]: (ii) Final Valuation to determine [Reference Item Final i / Reference Item TOM Final t,i ]: (iii) Periodic Valuation: 8
(iv) Continuous Valuation: (v) Daily Valuation: (vi) FX valuation: GENERAL PROVISIONS APPLICABLE TO THE NOTES 38. Form of Notes: VP Systems Notes issued in uncertificated and dematerialised book entry form. See further item 6 of Part B below 39. New Global Note form: 40. Applicable Business Centre(s): London and Stockholm 41. Business Day Convention: Following Business Day Convention 42. Applicable Financial Centre(s) or other special provisions relating to Payment Business Days: 43. Notices for VP Systems Notes to be published on: 44. Talons for future Coupons to be attached to Definitive Notes: Stockholm http://www.danskebank.se/sv-se/privat/spara-ochplacera/placera/strukturerade-produkter/utestaendeochforfallna/pages/utestaende_aktieindexobligationer.as px No 45. Name and address of the Calculation Agent: Danske Bank A/S, Holmens Kanal 2-12, 1092 Copenhagen K, Denmark Signed on behalf of the Issuer: By: Duly authorised By: Duly authorised CC: Citibank, N.A., London Branch as Fiscal Agent 9
PART B - OTHER INFORMATION 1. Listing and Admission to Trading (i) Listing: The NASDAQ OMX Stockholm AB (ii) Admission to trading: The NASDAQ OMX Stockholm AB (iii) Estimate of total expenses related to admission to trading*: (iv) Market Making: 2. Interests of Natural and Legal Persons involved in the Issue Save as discussed in the Subscription and Sale section of the Base Prospectus, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer. 3. Reasons for the Offer, Estimated Net Proceeds and Total Expenses (i) Reasons for the offer: As set out in the Use of Proceeds in the Base Prospectus 4. Yield (Fixed Rate Notes only) Indication of yield: Indicatively 4.30 per cent (lowest 4.00 per cent) per annum 5. Information relating to Reference Entity, explanation of effect on value of investment and associated risks and other information concerning the Reference Entity: (Credit-Linked Notes only) The return on the Notes is linked to the credit risk and the financial obligations of the underlying Reference Entities (which shall include any Successors thereof). The creditworthiness of the Reference Entities may go down as well as up throughout the life of the Notes. Fluctuations in the credit spreads of the Reference Entities will affect the value of the Notes. Details of the past performance of the entities comprising the Markit itraxx Europe Crossover Series 22 Index, which determined the initial Reference Entities as mentioned in the Table hereto, can be found on the website address www.markit.com and more specifically under Products & Services and Indices. Information on the Index is available on Bloomberg information system (Bloomberg code: ITRX XOVER CDSI S22 5Y Corp). Specific information on an individual Reference Entity can be found on the official websites of such Reference Entity and in financial reports (if any) from credit rating agencies such as Fitch, Inc (www.fitchratings.com), Standard & Poor s Financial Services LLC (a subsidiary of The McGraw-Hill Companies, Inc) (www.standardandpoors.com) or Moody s Investors Services (www.moodys.com) published in relation to such Reference Entity. The Issuer does not intend to 10
provide post-issuance information. Markit itraxx Europe Crossover Series 22 is service marks of Markit Indices Limited and has been licensed for use by the Danske Bank A/S. The Markit itraxx Europe Crossover Series 22 (the Index ) referenced herein is the property of Markit Indices Limited ( Index Sponsor ) and has been licensed for use in connection with Danske Bank A/S structured notes. Each party acknowledges and agrees that any of Danske Bank A/S structured notes is not sponsored, endorsed or promoted by the Index Sponsor. The Index Sponsor makes no representation whatsoever, whether express or implied, and hereby expressly disclaims all warranties (including, without limitation, those of merchantability or fitness for a particular purpose or use), with respect to the Index or any data included therein or relating thereto, and in particular disclaims any warranty either as to the quality, accuracy and/or completeness of the Index or any data included therein, the results obtained from the use of the Index and/or the composition of the Index at any particular time on any particular date or otherwise and/or the creditworthiness of any entity, or the likelihood of the occurrence of a credit event or similar event (however defined) with respect to an obligation, in the Index at any particular time on any particular date or otherwise. The Index Sponsor shall not be liable (whether in negligence or otherwise) to the parties or any other person for any error in the Index, and the Index Sponsor is under no obligation to advise the parties or any person of any error therein. The Index Sponsor makes no representation whatsoever, whether express or implied, as to the advisability of purchasing Danske Bank A/S structured notes, the ability of the Index to track relevant markets performances, or otherwise relating to the Index or any transaction or product with respect thereto, or of assuming any risks in connection therewith. The Index Sponsor has no obligation to take the needs of any party into consideration in determining, composing or calculating the Index. No party selling Danske Bank A/S structured notes, nor the Index Sponsor, shall have any liability to any party for any act or failure to act by the Index Sponsor in connection with the determination, adjustment, calculation or maintenance of the Index 6. Operational Information: ISIN Code: SE0006625711 Common Code: 000662571 New Global Note intended to be held in a manner which would allow Eurosystem eligibility: Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): Euroclear Sweden, Euroclear Sweden identification number: 556112-8074 The Issuer shall be entitled to obtain certain information from the register maintained by Euroclear Finland for the purpose of performing its obligations under the issue of VP Systems Notes Delivery: Delivery against payment 11
Names and addresses of additional Paying Agent(s) (if any): 7. Distribution (i) Name and address of Dealer: Danske Bank A/S Holmens Kanal 2-12 1092 Copenhagen K Denmark (ii) Total commission and concession: For the subscription of the Notes, Danske Bank charge the investors a commission of 2 % on the investment amount. (iii) TEFRA Rules: In addition to the commission above, the Issuer is charging an arranger fee that is included in the investment amount. The arranger fee, that is calculated on an annual basis, is expected to be maximum 1,00 % per year (provided that the Notes are kept until the Maturity Date). (iv) Non-exempt Offer where there is no exemption from the obligation under the Prospectus Directive to publish a prospectus: Applicable (v) Non-exempt Offer Jurisdictions: Sweden (vi) Offer Period: The period between 26 January and 20 February 2014 (vii) Financial intermediaries granted specific consent to use the Base Prospectus in accordance with the Conditions in it: 8. Terms and Conditions of the Offer: Offer Price: Conditions to which the offer is subject: Issue Price The Issuer reserves the right to cancel, in the sole and absolute discretion of the issuer, the Issue of the Notes if (i) the Issuer receives subscriptions for Notes on an Aggregate Principal Amount of less than SEK 15,000,000, or (ii) the Issuer does not determine the Rate of Interest to be at least 4.00 per cent. per annum. 12
Further, the Issuer has the right to cancel the offer and the subsequent issue of the Notes if in the sole and absolute discretion of the Issue, during the Offer Period, there is a domestic or international material change in interest levels and/or the volatility in the underlying equities, an economic, financial, political or market related material change, which in the sole and absolute discretion of the Issuer makes the offering of Notes inexpedient. Description of the application process: Details of the minimum and/or maximum amount of application]: Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants]: Details of the method and time limits for paying up and delivering the Notes: During the Offer Period prospective investors may subscribe to the Notes during normal banking hours in Sweden. The Notes may be subscribed in a minimum lot of one Note. There is no maximum amount of application. The Notes will be made available on a delivery versus payment basis. The Issuer expects that the Notes will be delivered to the investors respective book-entry securities account on or about the time of the Issue Date. Manner in and date on which results of the offer are to be made public: Procedure for exercise of any right of pre-emption, negotiability of subscription rights and treatment of subscription rights not exercised: Whether tranche(s) have been reserved for certain countries: Process for notification to applicants of the amount allotted and the indication whether dealing may begin before notification is made: Amount of any expenses and taxes specifically charged to the subscriber or purchaser: After the Offer Period the results of the offer will be specified in the applicable Final Terms that will be published on the homepage of Danske Bank on or about the Issue Date. Subscription fee or purchases fees up to 2.00 per cent being specified that the Authorised Offeror can waive such fees. 13
SECTION A- SUMMARY Summaries are made up of disclosure requirements known as Elements. These Elements are numbered in Sections A E (A.1 E.7). This Summary contains all the Elements required to be included in a summary for the Notes and the Issuer. Because some Elements are not required to be addressed, there may be gaps in the numbering sequence of the Elements. Even though an Element may be required to be inserted in a summary because of the type of securities and issuer, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element should be included in the summary explaining why it is not applicable. Section A - Introduction and Warnings Element A.1 This summary should be read as an introduction to the Base Prospectus and the relevant Final Terms. Any decision to invest in any Notes should be based on a consideration of the Base Prospectus as a whole, including any documents incorporated by reference and the relevant Final Terms. Where a claim relating to information contained in the Base Prospectus and the relevant Final Terms is brought before a court in a Member State of the European Economic Area, the plaintiff may, under the national legislation of the Member State where the claim is brought, be required to bear the costs of translating the Base Prospectus and the relevant Final Terms before the legal proceedings are initiated. No civil liability will attach to the Issuer in any such Member State solely on the basis of this summary, including any translation hereof, unless it is misleading, inaccurate or inconsistent when read together with the other parts of the Base Prospectus and the relevant Final Terms or, following the implementation of the relevant provisions of Directive 2010/73/EU in the relevant Member State, it does not provide, when read together with the other parts of the Base Prospectus and the relevant Final Terms, key information (as defined in Article 2.1(s) of the Prospectus Directive) in order to aid investors when considering whether to invest in the Notes. A.2 The Notes may be offered in circumstances where there is no exemption from the obligation under the Prospectus Directive to publish a prospectus (a Non-exempt Offer ). Offer period: The Issuer s consent referred to above is given for Non-exempt Offers of Notes during 26 January 2015 to (and including) 20 February 2015 (the Offer Period ). Section B Issuer Element Title B.1 Legal and Commercial Name Danske Bank A/S (the Issuer ). 14
B.2 Domicile/ Legal Form/ Legislation/ Country of Incorporation The Issuer was founded in Denmark and incorporated on 5 October 1871. The Issuer is a commercial bank with limited liability and carries on business under the Danish Financial Business Act. The Issuer is registered with the Danish Commerce and Companies Agency and the Danish corporate registration number is 61126228. B.4b Known trends affecting the Issuer and the industries in which it operates - There are no known trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the Issuer s prospects for its current financial year. B.5 Description of the Group The Issuer is the parent company of the Danske Bank Group (the Group ). The Issuer is an international retail bank that operates in 15 countries with a focus on the Nordic region and with larger retail banking operations in Northern Ireland, Estonia, Latvia and Lithuania. B.9 Profit forecast or estimate B.10 Qualifications to audit report - No profit forecast or estimates have been made in this Base Prospectus. - No qualifications are contained in any audit report incorporated by reference in this Base Prospectus. B.12 Selected historical key financial information (DKK millions) Twelve months ended 31 December 2013 (audited) Twelve months ended 31 December 2012 (audited) Income statement: Total income 40,004 45,662 Expenses (24,343) (24,642) Loan impairment charges (4,187) (7,680) Profit before tax, core 11,474 13,340 Profit before tax, non-core (1,415) (4,801) Profit before tax 10,059 8,539 Tax (2,944) (3,814) Net profit for the year 7,115 4,725 Balance sheet: Loan and advances 1,552,645 1,640,656 Trading portfolio assets 695,722 812,966 Assets in non-core 25,803 33,100 Other assets 978,690 1,031,327 Total assets 3,227,057 3,484,949 Deposits 788,269 783,759 15
Bonds issued by Realkredit Danmark 614,196 614,325 Trading portfolio liabilities 435,183 531,860 Liabilities in non-core 5,002 4,831 Other liabilities 1,243,752 1,417,001 Total liabilities 3,081,400 3,346,945 Total equity 145,657 138,004 (DKK millions) First nine months ended 30 September 2014 First nine months ended 30 September 2013 Income statement: Total income 32 645 28 956 Expenses (16 551) (17 207) Loan impairment charges (1 935) (3 195) Profit before tax, core 14 159 8 554 Profit before tax, non-core (1 026) (1 357) Profit before tax 13 133 7 197 Tax (3 002) (2 005) Net profit for the period 10 131 5 195 Balance sheet: Loan and advances 1 581 719 1 562 879 Trading portfolio assets 751 138 707 570 Assets in non-core 35 959 45 196 Other assets 1 068 478 952 585 Total assets 3 437 294 3 268 230 Deposits 761 076 772 984 Bonds issued by Realkredit Danmark 656 022 605 817 Trading portfolio liabilities 532 982 435 111 Liabilities in non-core 6 366 18 630 Other liabilities 1 322 109 1 292 371 Total liabilities 3 278 555 3 124 913 Total equity 158 739 143 317 Statement of no material adverse change Description of significant changes to financial or trading position On 26 October 2014, the DFSA announced the results of the Asset Quality Review ( AQR ). Based on the AQR as interpreted by the DFSA and information available until 26 October 2014, the DFSA assessed that impairments for the Danske Bank Group should have been DKK 1.6 billion higher at 31 December 2013. An amount of DKK 0.9 billion was recognised in the first nine months of 2014, and an amount of DKK 0.7 billion will be taken into account in the last quarter of 2014. Save as outlined above and in recent events below, there has been no material adverse change in the prospects of the Issuer since 31 16
December 2013, the last day of the financial period in respect of which the most recently audited financial statements of the Issuer have been prepared. Save as outlined above and in recent events below, there has been no significant change in the financial or trading position of the Issuer or of the Issuer and its subsidiaries taken as a whole since 30 September 2014, the last day of the financial period in respect of which the most recent financial statements of the Issuer have been prepared. B.13 Recent events materially relevant to an evaluation of the Issuer s solvency In Company Announcement No. 25/2014 released on 27 November 2014, Danske Bank A/S announced that Moody s Investors Service Ltd. ( Moody s ) has raised Danske Bank Group s long-term rating to A3 from Baa1. The short-term rating is unchanged at P-2, while the Group s BCA (Baseline Credit Assessment) rating has been raised to baa1 from baa2. Moody s has also changed the outlook for all of Danske Bank s ratings from positive to stable. Accordingly the Programme and Issuer ratings section on page E-5 of the Base Prospectus should be amended so as to read: Moody s S&P Fitch senior unsubordinated longterm debt/long-term Issuer default rating A3 A A senior unsubordinated shortterm debt/short-term Issuer default rating P-2 A-1 F1 In Company Announcement No. 26/2014 released on 15 December 2014, Danske Bank A/S announced that it expects to make goodwill impairments. Accordingly the following section is to be added to the bottom of page 154 in the Base Prospectus: Danske Bank A/S announced that it expects to make goodwill impairments of about DKK 9 billion (EUR 1.21 billion) 1 in its 2014 annual report. Shareholders equity will be reduced by the same amount. This should be viewed in light of shareholders equity and total goodwill of DKK 158.7 billion (EUR 21.24 billion) and DKK 18.6 billion (EUR 2.50 billion), respectively, at 30 September 2014. The goodwill impairments are the result of Danske Bank s ordinary goodwill impairment testing, changed macroeconomic conditions and Danske Bank s dialogue with the Danish Financial Supervisory Authority regarding the measurement of the Bank s goodwill. Moreover, the note disclosures on goodwill in the financial statements 1 DKK amounts in this paragraph are converted into EUR with FX rate at 12 December 2014 = 7.437 DKK per EUR. 17