Capital/Financing Update • Jun 26, 2012
Capital/Financing Update
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Issue of SEK 1,500,000,000 Floating Rate Notes due June 2017 under the $65,000,000,000$ Debt Issuance Programme
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Prospectus dated 15 December 2011 and the supplemental Prospectus dated 8 June 2012 which together constitute a base prospectus for the purposes of the Prospectus Directive (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 such 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. The Prospectus and the supplemental Prospectus are available for viewing at the Issuer's registered office at Arsenalsgatan 8C, 103 32 Stockholm, the office of the Paying Agent or at www.londonstockexchange.com.
| 1 | Issuer: | Investor AB (publ) | |
|---|---|---|---|
| $\mathbf{2}$ | (i) | Series Number: | 36 |
| (ii) | Tranche Number: | 1 | |
| $\mathbf{3}$ | Specified Currency or Currencies: |
Swedish krona ("SEK") | |
| Aggregate Nominal Amount of $\boldsymbol{4}$ Notes admitted to trading: |
|||
| (i) | Series: | SEK 1,500,000,000 | |
| (ii) | Tranche: | SEK 1,500,000,000 | |
| 5 | Issue Price: | 100% of the Aggregate Nominal Amount | |
| 6 | (i) | Specified Denomination(s): |
SEK 1,000,000 and integral multiples of SEK 100,000 in excess thereof up to and including SEK 1,900,000. No Notes in definitive form will be issued with a denomination above SEK 1,900,000 |
| (ii) | Calculation Amount: | SEK 100,000 | |
| $\overline{7}$ | (i) | Issue Date: | 26 June 2012 |
| (ii) | Interest Commencement Date: |
Issue Date |
$\mathbf{1}$
| 8 | Maturity Date: | Interest Payment Date falling in or nearest to June 2017 | |
|---|---|---|---|
| 9 | Interest Basis: | 3-month STIBOR +1.25 per cent. Floating Rate (further particulars specified below) |
|
| 10 | Redemption/Payment Basis: | Redemption at par | |
| 11 | Change of Interest or Redemption/Payment Basis: |
Not Applicable | |
| 12 | Put/Call Options: | Not Applicable | |
| 13 | (i) | Status of the Notes: | Senior |
| (ii) | Date of Board approval for issuance of Notes obtained: |
23 January 2012 | |
| 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) | Interest Period(s) | The period beginning on (and including) the Issue Date and ending on (but excluding) the first Specified Interest Payment Date, 26 September 2012, 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. |
|
| (ii) Specified Interest Payment Dates: |
Interest will be payable quarterly in arrears on 26 March, 26 June, 26 September and 26 December in each year from and including 26 September 2012 up to and including the Maturity Date (each a "Specified Interest Payment Date"), subject to adjustment in accordance with Business Day Convention specified below. |
||
| (iii) Interest Period Date: | Not Applicable | ||
| (iv) | Business Day Convention: | Modified Following Business Day Convention | |
| (v) | Business Centre(s): | Stockholm | |
| $(vi)$ Manner in which the Rate of Interest is to be determined: |
Screen Rate Determination | ||
| (vii) Party responsible for calculating the Rate of Interest: |
Fiscal Agent | ||
| (viii) ISDA Determination: | Not Applicable | ||
| Floating Rate Option: | Not Applicable | ||
| Designated Maturity: | Not Applicable | ||
| Reset Date: | Not Applicable |
| $(ix)$ Screen Rate Determination: |
Applicable | |
|---|---|---|
| Reference Rate: | 3-month STIBOR | |
| Interest Determination $Date(s)$ : |
Second Stockholm business day prior to each Specified Interest Payment Date. |
|
| Relevant Screen Page: | Reuters SIOR= | |
| $Margin(s)$ : (x) |
$+1.25$ per cent. per annum | |
| $(x_i)$ Minimum Rate of Interest: | Not Applicable | |
| (xii) Maximum Rate of Interest: | Not Applicable | |
| (xiii) Day Count Fraction: | Actual/360 | |
| $(xiv)$ Fall back provisions, rounding provisions 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 | |
| 17 | Zero Coupon Note Provisions | Not Applicable |
| 18 | Index Linked Interest Note/ other variable-linked interest Note Provisions |
Not Applicable |
| 19 | Dual Currency Note Provisions |
Not Applicable |
| PROVISIONS RELATING TO REDEMPTION | ||
| 20 | Call Option | Not Applicable |
| 21 | Put Option | Not Applicable |
| 22 | Final Redemption Amount of each Note |
SEK 100,000 per Calculation Amount |
| 23 | Early Redemption Amount | |
| Early Redemption Amount(s) per Calculation Amount 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 the Conditions): |
As set out in the Conditions. | |
| 24 | Form of Notes: Bearer Notes: |
|||
|---|---|---|---|---|
| Global Note | Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent |
|||
| 25 | New Global Note: | No | ||
| 26 | Financial Centre(s) or other special provisions relating to payment dates: |
London and Stockholm | ||
| $27\,$ | Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): |
No. | ||
| 28 | Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment: |
Not Applicable | ||
| 29 | Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made: |
Not Applicable | ||
| 30 | Redenomination, renominalisation and reconventioning provisions: |
Not Applicable | ||
| 31 | Consolidation provisions: | Not Applicable | ||
| 32 | Other final terms: | Not Applicable | ||
| DISTRIBUTION | ||||
| 33 | (i) | If syndicated, names of Managers: |
Not Applicable | |
| (ii) | Stabilising Manager(s) (if any): |
Not Applicable | ||
| 34 | If non-syndicated, name of Dealer: |
Skandinaviska Enskilda Banken AB (publ) | ||
| 35 | U.S. Selling Restrictions: | Reg S compliant Category 2; TEFRA D | ||
| 36 | Additional selling restrictions: | Not Applicable |
These Final Terms comprise the final terms required for the issue and admission to trading on the London Stock Exchange's regulated market and to admission to the Official List of the UK Listing Authority of the Notes described herein pursuant to the €5,000,000,000 Debt Issuance Programme of Investor AB (publ).
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on pehalf of the Issuer: B
WRDENGOON Duly authorised
SUSANNE
| (i) | Listing and admission | Application has been made by the Issuer (or on its behalf) |
|---|---|---|
| to trading: | for the Notes to be admitted to trading on the London | |
| Stock Exchange's regulated market and to be admitted to | ||
| the Official List of the UK Listing Authority with effect | ||
| from on or about the Issue Date. |
| (ii) | Estimate of total | |
|---|---|---|
| expenses related to | ||
| admission to trading: | £3,600 |
Ratings:
The Notes to be issued have been rated:
$S\&P$ : $AA-$ Moody's: $A1$
Each of Standard & Poor's Credit Market Services Europe Limited ("S&P") and Moody's Investors Services Limited ("Moody's") is established in the EU and registered under Regulation (EC) No 1060/2009 (the "CRA Regulation").
Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
| (i) | Reasons for the Offer: | Not Applicable |
|---|---|---|
| (ii) | Estimated net proceeds: | Not Applicable |
| (iii) | Estimated total expenses: | Not Applicable |
Indication of yield: Not Applicable
| Intended to be held in a manner | |
|---|---|
| which would allow Eurosystem | |
| eligibility: | No. |
| ISIN Code: | XS0795505402 |
| Common Code: | 079550540 |
| Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, |
|
|---|---|
| société anonyme and the relevant identification |
|
| $number(s)$ : | Not Applicable |
| Delivery: | Delivery against payment |
| Named and addresses of initial paying agents: |
Citibank, N.A. Citigroup Centre Canada Square Canary Wharf London E14 5LB |
| Names and addresses of additional Paying Agent(s) (if any): |
Not Applicable |
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