Capital/Financing Update • Dec 14, 2011
Capital/Financing Update
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(to be consolidated and form a single series with the existing SEK 1,050,000,000 Floating Rate Notes due 3 November 2014, issued 1 November 2011, SEK 250,000,000 Floating Rate Notes due 3 November 2014, issued 4 November 2011, SEK 200,000,000 Floating Rate Notes due 3 November 2014, issued 18 November 2011, SEK 300,000,000 Floating Rate Notes due 3 November 2014, issued 23 November 2011 and SEK 450,000,000 Floating Rate Notes due 3 November 2014, issued 9 December 2011)
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Prospectus dated 19 May 2011 (the "Prospectus") and the supplementary prospectus dated 21 July 2011 and 25 October 2011 which together constitute a base prospectus for the purposes of Directive 2003/71/EC (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 the Prospectus as so supplemented. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus as so supplemented. The Prospectus and the supplementary prospectus are available for viewing at Swedbank AB (publ), Brunkebergstorg 8, SE-105 34 Stockholm, Sweden and www.swedbank.se and copies may be obtained from Swedbank AB (publ), Brunkebergstorg 8, SE-105 34 Stockholm, Sweden.
| 1. | Issuer: | Swedbank AB (publ) | |
|---|---|---|---|
| 2. | (i) | Series Number: | 171F |
| (ii) | Tranche Number: | 6 | |
| 3. | Specified Currency or Currencies: | Swedish Kronor ("SEK") | |
| 4. | Aggregate Nominal Amount: | SEK 2,325,000,000 | |
| (i) | Series: | SEK 2,325,000,000 | |
| (ii) | Tranche 1: Tranche 2: Tranche 3: Tranche 4: Tranche 5: Tranche 6: |
SEK 1,050,000,000 SEK 250,000,000 SEK 200,000,000 SEK 300,000,000 SEK 450,000,000 SEK 75,000,000 |
|
| 5. | Issue Price: | 99.838 per cent of the Agg |
gregate Nominal Amount of Tranche 6 plus accrued interest SEK 402,481.25
| from Issue Date | |||
|---|---|---|---|
| 6. | (i) | Specified Denomination(s): | SEK1,000,000 |
| (ii) | Calculation Amount: | SEK1,000,000 | |
| 7. | (i) | Issue Date: | 16 December 2011 |
| (ii) | Interest Commencement Date: | 1 November 2011 | |
| 8. | Maturity Date: | Interest Payment Date falling in or nearest to November 2014 |
|
| 9. | Interest Basis: | 3 months STIBOR $+$ 1.75 per cent (further particulars specified below) |
|
| 10. | Redemption/Payment Basis: | Redemption at par | |
| 11. | Change of Interest Basis or Redemption/Payment Basis: |
Not Applicable | |
| 12. | Put/Call Options: | Not Applicable | |
| 13. | (i) | Status of the Notes: | Unsubordinated $-$ Condition 3(a) will apply. |
| (a) | Date Board approval for issuance of Notes obtained: |
Not Applicable | |
| 14. | Method of distribution: | Non-syndicated | |
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | |||
| 15. | Fixed Rate Note Provisions: | Not Applicable | |
| 16. | Floating Rate Note Provisions: | Applicable | |
| (i) | Specified Period(s)/Specified Interest Payment Dates: |
The period beginning on (and including) the Issue Commencement Date and ending on (but excluding) the first Specified Interest Payment Date, 3 February 2012, (long first coupon, which will be interpolated between 3 months STIBOR and 6 months STIBOR) and each subsequent period beginning on (and including) a Specified Interest Payment Date and ending on (but excluding) the next following Specified Interest Payment Date. |
|
| Interest will be payable quarterly in arrears on 3 February, 3 May, 3 August and 3 November each year from and including 3 February 2012 up to and including the Maturity Date (each a "Specified Interest Payment Date"), subject to adjustment in accordance with the Modified Following Business Day Convention. |
| (ii) | Business Day Convention: | Modified Following Business Day Convention |
|---|---|---|
| (iii) | Business Centre(s): | Stockholm |
| (iv) | Manner in which the Rate(s) of Interest is/are to be determined: |
Screen Rate Determination |
| (v) | Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Principal Paying Agent): |
The Principal Paying Agent |
| (vi) | Screen Rate Determination: | Applicable |
| Reference Rate: Interest Determination Date(s): |
3 months STIBOR Two (2) Stockholm Business day prior to the start of each Interest Period |
|
| Relevant Screen Page: | Reuters Screen SIDE Page | |
| (vii) | ISDA Determination: | Not Applicable |
| Floating Rate Option: | Not Applicable | |
| Designated Maturity: | Not Applicable | |
| Reset Date: | Not Applicable | |
| (viii) Margin(s): | $+1.75$ per cent per annum | |
| (ix) | Minimum Rate of Interest: | Not Applicable |
| (x) | Maximum Rate of Interest: | Not Applicable |
| $(x_i)$ | Day Count Fraction: | Actual/360 |
| (xii) | Fall back provisions, rounding provisions, denominator and any other terms relating to the method of calculating interest on Floating Rate Notes, if different from those set out in the Conditions: |
Not Applicable |
| Zero Coupon Note Provisions: | Not Applicable | |
| Index-Linked Interest Note/other variable-linked interest Note Provisions: |
Not Applicable | |
| Dual Currency Interest Note Provisions: | Not Applicable |
$17.$
$18.$
$19.$
Early Redemption Amount(s) payable on redemption for taxation reasons or on Event of Default or other early redemption and/or the method of calculating the same (if required or if different from that set out in Condition 5(e)):
As per Condition 5 (e)
Not Applicable
Not Applicable
SEK1,000,000 per Calculation Amount
| 30. | Consolidation provisions: | Not Applicable | |
|---|---|---|---|
| 31. | Additional U.S. Federal Income Tax Considerations: |
Not Applicable | |
| 32. | Other final terms: | Not Applicable | |
| DISTRIBUTION | |||
| 33. | (i) | If syndicated, names of Managers: | Not Applicable |
| (ii) | Date of Subscription Agreement: | Not Applicable | |
| (iii) | Stabilising Manager(s) (if any): | Not Applicable | |
| 34. | If non-syndicated, name of Dealer: | Skandinaviska Enskilda Banken Ab (publ) | |
| 35. | Whether TEFRA D rules are applicable or TEFRA rules are not applicable: |
TEFRA D rules are applicable | |
| 36. | Additional selling restrictions: | Not Applicable |
These Final Terms comprise the final terms required for issue and admission to trading on the EEA Regulated Market of the London Stock Exchange) and listing on the Official List of the UK Listing Authority of the Notes described herein] pursuant to the U.S.\$40,000,000,000 Global Medium Term Note Programme of Swedbank AB (publ).
The Issuer accepts responsibility, for the information contained in these Final Terms. Signed on behalf
of the Issuer: $\overline{B}$ Dufy authorised Angela Frank Martin Rych
| (i) | Listing: | London |
|---|---|---|
| (ii) | Admission to trading: | Application has been made for the Notes to be admitted to trading on London Stock Exchange with effect from Issue Date. |
| (iii) | Estimate of total expenses related to admission to trading: |
Not Applicable |
| RATINGS |
Ratings:
$\overline{2}$ .
The Notes to be issued have been assigned the following ratings:
$S\&P:A$ Moody's A2 Fitch: A
Each such credit rating agency is established in the European Union and is registered under Regulation (EC) No. 1060/2009.
"Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer."
Indication of yield:
Not Applicable
Not Applicable
Not Applicable
| (i) | ISIN Code: | XS0699953658 |
|---|---|---|
| Temporary ISIN: | XS0721598703 | |
| (ii) | Common Code: | 069995365 |
| Temporary Common Code: | 072159870 | |
| (iii) | Cusip: | Not Applicable |
| (iv) | CINS: | Not Applicable |
| (v) | Swiss Security Number: | Not Applicable |
(vi) Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking société anonyme and SIX SIS Ltd (together with the address of each such clearing system) and the relevant identification number(s):
(vii) Settlement procedures:
(viii) Delivery:
$\bar{\psi}$
Delivery against payment
payment procedures apply
Customary medium term note settlement and
Not Applicable
Not Applicable
No
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