Capital/Financing Update • Apr 12, 2018
Capital/Financing Update
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PROHIBITION OF SALES TO EEA RETAIL INVESTORS: The Covered Bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (EEA). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (MiFID II) or (ii) a customer within the meaning of Directive 2002/92/EC (IMD), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 (the PRIIPs Regulation) for offering or selling the Covered Bonds or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Covered Bonds or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
12 April 2018
Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Prospectus dated 2 June 2017 and the supplements to it dated 28 July 2017, 14 September 2017, 26 October 2017, 7 February 2018 and 1 March 2018 (each a Supplemental Prospectus), which together constitute a base prospectus for the purposes of the Prospectus Directive (2003/71/EC) (as amended, which includes amendments made by Directive 2010/73/EU to the effect that such amendments have been implemented in a relevant Member State) (the Prospectus Directive). This document constitutes the final terms of the Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Prospectus, as supplemented. Full information on the Issuer and the LLP and the offer of the Covered Bonds is only available on the basis of the combination of this Final Terms Document and the Prospectus, as supplemented. Copies of the Prospectus and each Supplemental Prospectus are available for viewing at http://www.santander.co.uk/uk/about-santander-uk/debt-investors/santander-ukcovered-bonds and are available free of charge to the public at the registered office of the Issuer and from the specified office of each of the Paying Agents.
| 1. | (a) | Issuer: | Santander UK plc |
|---|---|---|---|
| (b) | Guarantor: | Abbey Covered Bonds LLP | |
| 2. | (a) | Series Number: | 68 |
| (b) | Tranche Number: | 1 | |
|---|---|---|---|
| (c) | Series which Covered Bonds will be consolidated and form a single Series with: |
Not Applicable | |
| (d) | Date on which the Covered Bonds will be consolidated and form a single Series with the Series specified above: |
Not Applicable | |
| 3. | Specified Currency or Currencies: | Sterling (GBP or £) |
|
| 4. | Money Market Covered Bonds: | No | |
| 5. | Do the Covered Bonds have the benefit of remarketing arrangements: |
No | |
| 6. | Aggregate Nominal Amount of Covered Bonds admitted to trading: |
||
| (a) | Series: | £1,000,000,000 | |
| (b) | Tranche: | £1,000,000,000 | |
| 7. | Issue Price: | 100 per cent. of the aggregate nominal amount |
|
| 8. | (a) | Specified Denominations: | £100,000 and integral multiples of £1,000 in excess thereof up to and including £199,000. No Covered Bonds in definitive form will be issued with a denomination above £199,000 |
| (b) | Calculation Amount: | £1,000 | |
| 9. | (a) | Issue Date: | 13 April 2018 |
| (b) | Interest Commencement Date: | Issue Date | |
| 10. | (a) | Final Maturity Date: | 13 April 2021 |
| (b) | Extended Due for Payment Date of Guaranteed Amounts corresponding to the Final Redemption Amount under the Covered Bond Guarantee: |
13 April 2022 |
| 11. | Interest Basis: | 3 month GBP LIBOR + 0.22 per cent. per annum Floating Rate from and including the Interest Commencement Date to but excluding the Final Maturity Date (further particulars specified below) |
|
|---|---|---|---|
| 12. | Redemption/Payment Basis: | Redemption at par | |
| 13. | Change of Interest Redemption/Payment Basis: |
Basis or |
From and including the Final Maturity Date to but excluding the Extended Due for Payment Date the following Interest provisions apply: |
| Interest Basis: 1 month GBP LIBOR +0.22 per cent. per month Floating Rate |
|||
| Interest Payment Dates: 13th day of each month commencing on 13 May 2021 and including the Extended Due for Payment Date |
|||
| Interest Period: The period from and including the Final Maturity Date, or as the case may be an Interest Payment Date, to but excluding the next following Interest Payment Date |
|||
| Modified Following Business Day Convention |
|||
| Business Days: London | |||
| Day Count Fraction: Actual/365 (Fixed), adjusted |
|||
| Interest Determination Dates: the first London Business Day of each Interest Period |
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| Screen Rate Determination Relevant Screen Page: Bloomberg page BBAM1 |
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| 14. | Put/Call Options: | Not Applicable | |
| 15. | (a) Status of the Covered Bonds: |
Senior | |
| (b) Status of the Guarantees: |
Senior | ||
| 16. | Method of distribution: | Syndicated |
| 17. | Fixed Rate Covered Bond Provisions: | Not Applicable | |
|---|---|---|---|
| 18. | Floating Provisions: |
Rate Covered Bond |
Applicable |
| (a) | Interest Period(s): | The period from and including the Interest Commencement Date to but excluding the first Interest Payment Date and subsequently, each period from and including an Interest Payment Date to but excluding the next Interest Payment Date |
|
| (b) | Specified Interest Payment Dates: |
13 July, 13 October, 13 January and 13 April in each year, up to and including the Final Maturity Date |
|
| (c) | First Interest Payment Date: | 13 July 2018 | |
| (d) | Business Day Convention: | Modified Following Business Day Convention |
|
| (e) | Business Day(s): | London | |
| Additional Business Centre(s): | Not Applicable | ||
| (f) | Manner in which the Rate of Interest and Interest Amount is to be determined: |
Screen Rate Determination | |
| (g) | Party responsible for calculating the Rate of Interest and Interest Amount (if not the Principal Paying Agent): |
Not Applicable | |
| (h) | Screen Rate Determination: | Applicable | |
| Reference Rate: | 3 month GBP LIBOR to but excluding the Final Maturity Date and 1 month GBP LIBOR thereafter |
||
| Interest Determination Date(s): | The first London Business Day of each Interest Period |
||
| Relevant Screen Page: | Bloomberg page BBAM1 | ||
| (i) | ISDA Determination: | Not Applicable | |
| (j) | Margin(s): | +0.22 per cent. per annum |
| 24. | Form of Covered Bonds: | Bearer Covered Bonds: |
|---|---|---|
| Temporary Global Covered Bond exchangeable for a Permanent Global Covered Bond which is exchangeable for Bearer Definitive Covered Bonds only upon an Exchange Event |
||
| 25. | New Global Covered Bond: | Yes |
| 26. | Financial Centre(s): | Not Applicable |
| 27. | Talons for future Coupons or Receipts to be attached to Bearer Definitive Covered Bonds (and dates on which such Talons mature): |
No |
|---|---|---|
| 28. | Details relating to Partly Paid Covered Bonds: amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Covered Bonds and interest due on late payment: |
Not Applicable |
| 29. | Details relating to Instalment Covered Bonds: |
Not Applicable |
| 30. | Redenomination renominalisation and reconventioning provisions: |
Not Applicable |
| 31. | Post-perfection SVR-LIBOR Margin: | 2.95 per cent. |
| DISTRIBUTION | ||
| 32. | U.S. Selling Restrictions: | Reg. S Compliance Category 2 TEFRA D |
This Final Terms Document comprises the final terms required for issue and admission to trading on the London Stock Exchange's Regulated Market of the Covered Bonds described herein pursuant to the €35 billion Global Covered Bond Programme of Santander UK plc.
applicable
Ratings: The Covered Bonds to be issued have been rated:
S & P: AAA
Moody's: Aaa
Fitch: AAA
Covered Bond Swap Provider: Not Applicable
Nature of Covered Bond Swap: Not Applicable
Save as discussed in Subscription and Sale and Transfer and Selling Restrictions, so far as the Issuer and the LLP are aware, no person involved in the offer of the Covered Bonds has an interest material to the offer. The Managers and their affiliates have engaged and may in the future engage in investment banking and/or commercial banking transactions with and may perform other services for the Issuer and/or the LLP and/or their affiliates in the ordinary course of business.
Details of historical BBAM1 rates can be obtained from Bloomberg.
| (a) | ISIN Code: | XS1807191058 |
|---|---|---|
| (b) | Common Code: | 180719105 |
| (c) | Delivery: | Delivery against payment |
| $Agent(s)$ : | Name and address of Initial Paying | Deutsche Bank AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB |
| Names and addresses of additional Not Applicable Paying Agent(s) (if any): |
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| The conflicted and the first of the concentration of the theorem in many contracts of the contracts of the contracts of the contracts of the contracts of the contracts of the contracts of the contracts of the contracts of |
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