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ASSA ABLOY

Prospectus Mar 1, 2019

2882_rns_2019-03-01_a52d55db-243f-4eb6-9704-20fac5691fab.pdf

Prospectus

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FINAL TERMS

MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET MARKET - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, MiFID II); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a distributor) should take into consideration the manufacturers' target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.

21 February 2019

ASSA ABLOY AB (publ)

Legal entity identifier (LEI): 549300YECS8HKCIMMB67

Issue of EUR 20,000,000 0.882 per cent. Fixed Rate Notes due 2026 under the $E2,500,000,000$ Global Medium Term Note Programme

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 Offering Circular dated 26 October 2018 (the Offering Circular together with the supplement to it dated 5 February 2019 the Offering Circular). The Offering Circular constitutes a 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 the Offering Circular. Full information on the Issuer and the Guarantor (in the case of Guaranteed Notes) and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Circular. The Offering Circular has been published on the website of the London Stock Exchange through a regulatory information service (www.londonstockexchange.com/exchange/news/market-news/market-news-home.html).

The Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act) or any U.S. state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act) unless an exemption from the registration requirements of the Securities Act is available and in accordance with all applicable securities laws of any state of the United States and any other jurisdiction.

Issuer: ASSA ABLOY AB (publ)
$2\pi$ (1) Series Number: 68
(n) Tranche Number:
(iii) Date on which the Notes will be Not Applicable
consolidated and form a single Series:
3 x Specified Currency or Currencies: Euro ("EUR")
4. Aggregate Nominal Amount:
(i) Series: EUR 20,000,000
(ii) Tranche: EUR 20,000,000
5. Issue Price of Tranche: 100 per cent. of the Aggregate Nominal Amount
6. (i) Specified Denominations: EUR 100,000
(ii) Calculation Amount (in relation to
calculation of interest in global form
see the Conditions):
EUR 100,000
7.1 (i) Issue Date: 4 March 2019
(ii) Interest Commencement Date: Issue Date
8. Maturity Date: 4 March 2026
9. Interest Basis: 0.882 per cent. Fixed Rate
(see paragraph 13 below)
10. Redemption 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
11. Change of Interest Basis: Not Applicable
12. Put/Call Options: Not Applicable

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

13. Fixed Rate Note Provisions Applicable
(i) Rate(s) of Interest: 0.882 per cent. per annum payable in arrear on each
Interest Payment Date
(ii) Interest Payment Date(s): 4 March in each year from, 4 March 2020, up to and
including the Maturity Date
(iii) Fixed Coupon Amount(s) for Notes in
definitive form (and in relation to
Notes in global form see the
Conditions):
EUR 882 per Calculation Amount
(iv) Broken Amount(s) for Notes in Not-Applicable
definitive form (and in relation to
Notes in global form
see the
Conditions):
(v) Day Count Fraction: Actual/ Actual (ICMA)
(v i ) Determination Date(s): 4 March in each year
14. Floating Rate Note Provisions Not Applicable
15. Zero Coupon Note Provisions Not Applicable
PROVISIONS RELATING TO REDEMPTION
16. Issuer Call Not Annlicoble
-10. Issuer Call: Not Applicable
Make-whole Redemption by the Issuer: Not Applicable
  • $18.$ Investor Put:
    1. Final Redemption Amount:
    1. Early Redemption Amount payable on redemption for taxation reasons or on event of default:

Not Applicable

EUR 100,000 per Calculation Amount

EUR 100,000 per Calculation Amount

GENERAL PROVISIONS APPLICABLE TO THE NOTES

$21.$ Form of Notes:

$(ii)$

$(i)$ Form:

  • Bearer Notes:
  • Permanent Bearer Global Note which is exchangeable for Definitive Notes only upon an Exchange Event

Temporary Bearer Global Note exchangeable for a

Yes

  • $22.$ Additional Financial Centre(s):
  • Target2 and London No
    1. Talons for future Coupons to be attached to Definitive Bearer Notes:

New Global Note:

Signed on behalf of ASSA ABLOY AB (publ):

By: Duly authorised Jena

Signed on behalf of ASSA ABLOY AB (publ):

$|.\rangle$ By: Duly authorised

PART B-OTHER INFORMATION

LISTING AND ADMISSION TO TRADING 1.

  • $(i)$ Listing and admission to trading: London
  • $(ii)$ Estimate of total expenses related to GBP 375 admission to trading:

$2.$ RATINGS

Ratings:

The Notes to be issued are not to be rated.

$3.$ INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save for any fees payable to the Dealer, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and its 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 its affiliates in the ordinary course of business.

4. YIELD

Indication of yield:

$0.882$ per cent.

The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.

OPERATIONAL INFORMATION 5.

  • ISIN: $(i)$
  • $(i)$ Common Code:
  • $(iii)$ Any clearing system(s) other than DTC, Euroclear and Clearstream, Luxembourg and the relevant identification number (s):
  • $(iv)$ Names and addresses of initial Paying Agent $(s)$ (if any):

XS1954219272

195421927

DTFXFB

Not Applicable

Citibank N.A., London branch Citigroup Centre, Canada Square Canary Wharf London E14 5LB United Kingdom

  • $(v)$ Names and addresses of additional Not Applicable Paying Agent(s) (if any):
  • $(v_i)$ CFI:
  • $(vii)$ FISN:

  • ASSA ABLOY AB/.88EMTN 20260304

  • $(viii)$ Intended to be held in a manner which would allow Eurosystem eligibility:

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 the ECB being satisfied that Eurosystem eligibility criteria have been met.

6. DISTRIBUTION

$(i)$ U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA D

  • Prohibition of Sales to EEA Retail Not Applicable $(ii)$ Investors;
  • Prohibition of Sales to Belgian Applicable $(iii)$ Consumers:

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