Prospectus • Apr 16, 2015
Prospectus
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The information contained in the Final Terms may be addressed to and./or targeted at persons who are residents of particular countries only as specified in the Final Terms and/or in the Base Prospectus (as defrned in the Final Terms) and is not intended for use and should not be relied upon by any person outside those countries and/or to whom the offer contained in the Final Terms is not addressed. Prior to relying on the information contained in the Final Terms, you must ascertain from the Final Terms and/or the Base Prospectus whether or not you are an intended addressee of the information contained therein.
Neither the Final Terms nor the Base Prospectus constitutes an offer to sell or the solicitation of an offer to buy securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities law of any such jurisdiction.
The securities described in the Final Terms and the Base Prospectus have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold directly or indirectly within the United States or to, or for the account or benefit of, U.S. persons or to persons within the United States of America (as such terms are defined in Regulation S under the Securities Act ("Regulation S")). The securities described in the Final Terms will only be offered in offshore transactions to non-U.S. persons in reliance upon Regulation S.
15 April2015
Issue of
€.100,000,000 Floating Rate Notes due September 2017
To be consolidaled øndform a single series with the existing
€682,000,000 Floating Rote Notes due September 2017
under the
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Prospectus dated 15 May 2012 which are incorporated by reference in the Base Prospectus dated 13 llilay 2014 (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of Directive 20031771F,C as amended (which includes the amendments made by Directive 201017318U to the extent that such amendments have been implemented in a relevant Member State) (the "Prospectus Directive") and must be read in conjunction with the Base Prospectus as supplemented by the supplements dated 18 July 2014,21 October 2014 and 3 February 2015 which together constitute a base prospectus for the
purposes of the Prospectus Directive. Full information on Swedbank AB þubl) (the "Issuer") and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus and the supplements have been published on the website of the Central Bank of Ireland at http://www.centralbank.ielregulation/securitiesmarkets/prospectus/Pages/approvedprospectus.aspx and on the website of the Irish Stock Exchange at www.ise.ie and copies may be obtained during normal business hours, free of charge, from the registered office of the Issuer at Landsvägen 40, SE-172 63 Sundbyberg, Sweden and from the specified office of the Principal Paying Agent in London.
Issuer: Swedbank AB þubl) 2. (Ð Series Number: GMTN 204 (iÐ Tranche Number: 7 (iiÐ Date on which the Notes will be consolidated and form a single Series: The Notes will be consolidated and form a single Series with the existing EUR 500,000,000 Floating Rate Note due September 2017 issued on 20 September 2012, EUR 40,000,000 Floating Rate Notes due September 2017 issued on the 15 February 2013, EUR 30,000,000 Floating Rate Notes due September 2017 issued on 18 March 2014, EUR 30,000,000 Floating Rate Notes due September 2017 issued on 4 Apnl 2014, EUR 55,000,000 Floating Rate Notes due September 2017 issued on 5 May 2014 and ELIR 27,000,000 Floating Rate Notes due September 2017 issued on 14 May 2014 on exchange of the Temporary Global Note for interests in the Permanent Global Note, as referred to in paragraph22below, which is expected to occur on or about 40 days after the Issue Date. Euro ('€") €782,000,000 €100,000,000 101.813 per cent of the Aggregate Nominal Amount of the Tranche plus accrued interest in an amount of €70,388.89 for the period from, and including 20 March 2015 to, but excluding, the Issue Date. €100,000 and integral multiples of € 1,000 in excess thereof up to and including €199,000. No Notes in definitive form will be issued with a denomination above €199,000 € 1,000 J. 4. Specified Currency or Currencies: Aggregate Nominal Amount: (Ð Series: (iÐ Tranche: Issue Price: 6. (Ð Specified Denomination(s): (iÐ Calculation Amount: 5 7. (Ð Issue Date: 17April2015
| (iÐ | Interest Commencement Date: 20 March 2015 | ||
|---|---|---|---|
| 8. | Maturity Date: | Interest Payment Date falling in or nearest to September 2017 |
|
| 9 | Interest Basis: | Three month ELIRIBOR plus 0.88 per cent. Floating Rate |
|
| (further particulars specified below) | |||
| 10. | RedemptionÆayment Basis: | Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent of their nominal amount |
|
| ll | Change of Interest Basis or Redemption/ Payment Basis: |
Not Applicable | |
| t2 | Put/Call Options: | Not Applicable | |
| 13. | (Ð | Status of the Notes: | Unsubordinated - Condition 3(a) will apply |
| (iÐ | Date Board approval for issuance of Notes obtained: |
Not Applicable | |
| PROVTSTONS RELATTNG TO TNTEREST (IF AnÐ PAYABLE | |||
| 14. | Fixed Rate Note Provisions: | Not Applicable |
| 15. | Reset Note Provisions | Not Applicable |
|---|---|---|
Reference Rate, Relevant Three month EURIBOR
Relevant Time: 11:00 a.m. Brussels time
| Interest Date(s): |
Determination | The second day on which the TARGET2 System is open prior to the start ofeach Interest Period |
|||
|---|---|---|---|---|---|
| Page: | Relevant | Screen | Reuters EURIBORO1 | ||
| (viÐ | ISDA Determination: | Not Applicable | |||
| (viii) | Linear Interpolation | Not Applicable | |||
| (i*) | Margin(s): Minimum Rate of Interest: Maximum Rate of Interest: |
+0.88 per cent. per annum | |||
| (x) | Not Applicable | ||||
| (xi) | Not Applicable | ||||
| (xii) | Day Count Fraction: | Actual/360 | |||
| 17. | Zero Coupon Note Provisions: | Not Applicable |
| 18. | Issuer Call: | Not Applicable Not Applicable |
|---|---|---|
| 19. | Investor Put: | |
| 20. | Final Redemption Amount: | €1,000 per Calculation Amount |
| 21. | Early Redemption Amount: |
Early Redemption Amount(s) payable €1,000 per Calculation Amount on redemption for taxation reasons or on Event of Default:
| (Ð | Form: | Bearer Notes: | |
|---|---|---|---|
| Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Bearer Notes only upon an Exchange Event |
|||
| (iÐ | New Global Note: | Yes |
| Not Applicable | |
|---|---|
| ---------------- | -- |
$24.$ Talons for future Coupons to be attached No to Definitive Notes:
Renminbi Currency Events:
Calculation Agent:
Not Applicable
Not Applicable
Signed on behalf of the Issuer:
Ceix $By: ...$ Deum
$\bigwedge$ $\left($
Duly authorised
Kimberly Bauner
Maria Carleson
| (Ð | Listing: | London |
|---|---|---|
| (ii) | Admission to trading: | Application has been made for the Notes to be admitted to the Offrcial List of the UK Listing Authority and admitted to trading on the Regulated Market of the London Stock Exchange plc with effect from on or about 17 April20l5. |
Estimate of total expenses related to admission to trading: GBP 2,700 (iiÐ
Ratings: The Notes to be issued are expected to be rated '41' by Moody's Investors Service Ltd. (Moody's), 'A*' by Standard & Poor's Credit Market Services Europe Limited (S&P) and 'A*'by Fitch Ratings Ltd. (Fitch).
Each of Moody's, S&P and Fitch is established in the European Union and is registered under Regulation (EC) No. 106012009 (as amended).
Save for any fees payable to the dealers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
5
Lrdication of yield: OPERATIONAL INFORMATION (Ð ISIN Code: Not Applicable The Temporary ISIN is XS1219722805 shall be combined with original xs0831096960 this ISIN (ii) Common Code: Cusip: CINS: Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking société The Temporary Common Code is 121972280 this shall be combined with original Common Code 083109696 Not Applicable Not Applicable Not Applicable (iiÐ (iv) (v)
anonyme (together with the address of each such clearing system) and the relevant identification number(s):
Delivery against payment
Not Applicable
Yes
Note that the designation "yes" simply means that the Notes are intended upon issue to be deposited with one of the ICSDs as common safekeeper and does not necessarily mean that the Notes will be recognised as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue or at any or all times during their life. Such recognition will depend upon satisfaction of the Eurosystem eligibility criteria.
| (Ð | Method of distribution: | Non-syndicated |
|---|---|---|
| (iÐ | If syndicated, names of Managers: | Not Applicable |
| (iiÐ | Date of Subscription Agreement: | Not Applicable |
| (i") | Stabilising Manager(s) (if any): | Not Applicable |
| (v) | If non-syndicated, name of Dealcr: | Deutsche Bank AG, London Branch |
| (vi) | Whether TEFRA D rules are applicable or TEFRA rules are not |
TEFRA D |
applicable:
Not Applicable
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