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Amundi Capital/Financing Update 2018

Nov 21, 2018

1109_rns_2018-11-21_12a1445b-20b1-4b4e-80f6-ef1db52e6726.pdf

Capital/Financing Update

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FORM OF FINAL TERMS FOR THE CERTIFICATES

MIFID II product governance / Retail investors, professional investors and eligible counterparties target market – Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Securities, taking into account the five categories referred to in item 18 of the Guidelines published by ESMA has led to the conclusion that: (i) the target market for the Securities is eligible counterparties, professional clients and retail clients, each as defined in MiFID II; and (ii) all channels for distribution to eligible counterparties and professional clients are appropriate; and (iii) the following channels for distribution of the Securities to retail clients are appropriate - investment advice, and portfolio management, and pure execution services, subject to the distributor's suitability and appropriateness obligations under MiFID II, as applicable.

Any person subsequently offering, selling or recommending the Securities (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 Securities (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.

FINAL TERMS DATED 20 NOVEMBER 2018

Amundi Legal Entity Identifier (LEI): 96950010FL2T1TJKR531

7,5% Protect Aktienanleihe OMV AG 2018-2019 Anlageprodukt ohne Kapitalschutz

Issue of Euro 2,000 of Share Linked Certificates by Amundi to be consolidated and form a single Series with the 15,000,000 Euro Share Linked Certificates issued on 5 October 2018 by Amundi

under the Euro 10,000,000,000 Notes and Certificates Programme

The Base Prospectus referred to below (as supplemented by these Final Terms) has been prepared on the assumption that, other than as provided in sub-paragraph (ii) above, any offering of Certificates in any Member State of the European Economic Area that has implemented the Prospectus Directive (each a Relevant Member State) shall be made pursuant to an exemption from the requirement to publish a prospectus for offers of Certificates, in accordance with the Prospectus Directive, as implemented in the Relevant Member State. Accordingly, any person offering or intending to offer Certificates may only do so:

  • (i) in circumstances under which neither the Issuer nor any Dealer is under any obligation to publish a prospectus pursuant to article 3 of the Prospectus Directive or a supplemental prospectus in accordance with article 16 of the Prospectus Directive; or
  • (ii) in a Public Offer Jurisdiction as referred to in paragraph 32 of Part A below, provided that such person is one of the persons referred to in Paragraph 32 of Part A below and that such offer is made during the Offer Period specified for such purpose in such same paragraph.

Neither the Issuer nor any Dealer has authorised or authorises the offering of any Certificates in any other circumstances.

The expression Prospectus Directive means the Directive 2003/71/EC of the European Parliament and Council dated 4 November 2003 as amended and includes any measure for the implementation of such directive in the Relevant Member State.

PART A - CONTRACTUAL TERMS

Terms used in these Final Terms shall have the meaning given to them in the chapter headed "Terms and Conditions of the Certificates" of the base prospectus dated 11 July 2018, the first supplement to the Base Prospectus dated 1 October 2018 and the second supplement to the Base Prospectus dated 6 November 2018, which together constitute a base prospectus (the Base Prospectus) as defined in the Directive 2003/71/EC of the European Parliament and Council dated 4 November 2003 as amended and includes any relevant implementing measure in a relevant Member State of the European Economic Area (the Prospectus Directive).

This document constitutes the Final Terms of the Certificates described herein within the meaning of article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus, as supplemented. All of the information concerning the Issuer and the offer of Certificates set forth in these Final Terms must be read in conjunction with the Base Prospectus. Copies of the Base Prospectus, as supplemented, shall be published, in accordance with article 14 of the Prospectus Directive and are available on the websites of (a) the AMF (www.amf-france.org) and (b) the Issuer (www.amundi.com) and copies may be obtained at the registered office of the Issuer and at the designated office of the Paying Agent. A summary of the issue is appended to these Final Terms and includes the information contained in the summary of the Base Prospectus and relevant information on the Final Terms.

1. (i)
Issuer:
Amundi
2. (i)
Series N°:
3
(ii)
Tranche N°:
2
(iii) Date
on
which
the
Certificates
become fungible:
The Certificates shall be consolidated and form a single
series, and shall be fungible for trading purposes, with
the 15,000 of Share Linked Certificates issued by
Amundi on 5 October 2018 on the Issue Date mentioned
below.
3. Specified Currency(ies): EUR ("€")
4. Aggregate Nominal Amount:
(i)
Series : EUR 15,002,000
(ii)
Tranche : EUR 2,000
5. Issue Price: 100 per cent of the Aggregate Nominal Amount
6. (i)
Calculation Amount:
EUR 1,000
7. (i)
Issue Date:
22 November 2018
(ii)
Trade Date:
10 September 2018
(iii) Interest Period Commencement Date: Not Applicable
8. Maturity Date: 26 November 2019
9. Interest Basis: 7.50% Fixed Rate
10. Coupon Switch Option: Not Applicable
11. Redemption/Payment Basis: Share Linked Redemption
12. Issuer/Holders redemption option: Not Applicable
13. Authorised Issue Dates: 26 April 2018
14. Placement method: Non-syndicated
15. Hybrid Certificates: Not Applicable
16. Exercise of Certificates: Not Applicable

TERMS RELATING TO INTEREST (IF ANY) PAYABLE

17. Fixed Rate Certificates: Applicable
(i)
Interest Rate(s):
7.50 per cent. payable in arrear on the Maturity Date
(ii)
Interest Period:
As specified in Condition 2
(iii) Interest Payment Date(s) Maturity Date
(iv) Business Day Convention: Non-Adjusted
(v)
Fixed Coupon Amount(s):
EUR 75 per Calculation Amount
(vi) Broken Coupon Amount(s): Not Applicable
(vii) Day Count Fraction: Not Applicable
18. Floating
Rate
Certificates
and
Rate
Linked Certificates
Not Applicable
19. Zero Coupon Certificates Not Applicable
20. Underlying Reference Linked Interest
Certificates
other than Rate Linked
Certificates
Not Applicable
TERMS RELATING TO REDEMPTION
21. Redemption at the Option of the Issuer Not Applicable
22. Redemption at the option of the Holders Not Applicable
23. Final
Redemption
Amount
on
each
Certificate
Underlying Reference Linked Final Redemption Amount.
Physical Settlement condition is applicable
  1. Underlying Reference Linked Redemption Amount Certificates Applicable

(A) TERMS RELATING TO THE UNDERLYING REFERENCE

(1) Share Linked Redemption Amount: Applicable
(i)
Type of Certificates:
Single Share Linked Certificates
(ii)
Share Company(ies):
OMV AG
(iii) Share(s): OMV AG (ISIN: AT0000743059)
(iv) Exchanges: Vienna Stock Exchange (Code Reuters : OMVI.VI)
(v)
Related Exchanges:
All Exchanges
(vi) Physical Settlement: Applicable
- Physical Settlement Condition: is deemed to occur if the
the Final Value of the Underlying Reference is less than
the
Final
Redemption
Barrier
Value
on
the
Final
Redemption Amount Determination Date.
- Entitlement in relation to each Certificate :

a number of deliverable shares (Share Amount)
equal to the Calculation Amount divided by the
Initial Value, The Share Amount will be rounded
to the lower whole Relevant Share ;

and an amount in Euros (Rounding) equal to the
non
deliverable
fraction
of
the
Calculation
Amount multiplied by the Final Value.
Certificates will not be aggregated for the purpose of
physical settlement.
- Relevant Share(s) : OMV AG (ISIN: AT0000743059)
- Settlement Business Day : Maturity Date
(vii) Party responsible for calculation
of the Redemption Amount:
Calculation Agent
(viii)
Valuation Time:
In accordance with Condition 10.6
(ix) Specified
Maximum
Days
of
Disruption:
Two
(x)
Exchange Business Day
Single Share Basis
(xi) Scheduled Trading Day Single Share Basis
(xii) Additional Disruption Events: Change in Law, Hedging Disruption and Increased Cost of

4

Hedging apply

(xiii)
Extraordinary Events
Change in Listing/Listing Suspension apply
(xiv)Correction Deadline: within
a
Settlement
Cycle
following
the
original
publication and before the Maturity Date
(xv) Weighting
for
each
Share
comprised in the Basket:
Not Applicable
(2) Index Linked Redemption Amount: Not Applicable
(3) Fund Linked Redemption Amount: Not Applicable
(4) Inflation Linked Redemption Amount: Not Applicable
(5)
Foreign
Exchange
Rate
Linked
Redemption Amount:
Not Applicable
(6)
Commodity
Linked
Redemption
Amount:
Not Applicable
(7)
Dynamic
Linked
Redemption
Certificates:
Not Applicable

(B) TERMS RELATING TO FINAL REDEMPTION

DETERMINATION OF THE INITIAL VALUE OF THE UNDERLYING REFERENCE:

(i) Initial Determination Date: 28 November 2018
Observation
Dates
for
Initial
Determination Date(s):
28 November 2018
(ii) Initial Value: Determined in accordance with Value Determination
Terms set forth below
(iii) Value Determination Terms for Reference Value

the Initial Value :

(Section 2.2 of Part 3 of the Conditions)

DETERMINATION OF THE FINAL VALUE OF THE UNDERLYING REFERENCE:

(i) Value Determination Terms for the Final Value in respect of any Redemption Amount Determination Date:

(Section 2.2 of Part 3 of the Conditions) Reference Value

• Observation Dates for any Redemption Amount Determination Date: 19 November 2019

DETERMINATION OF THE PERFORMANCE:

(i)
Performance:
Not Applicable
DETERMINATION OF THE FINAL REDEMPTION AMOUNT:
I Terms
relating
to
Indexed
Final
Redemption Amount
Not Applicable
II Terms
relating
to
Barrier
Final
Redemption Amount
Applicable
(1) Barrier Final Redemption: Applicable
(i)
Performance Condition:
Not Applicable
(ii)
Final Value Condition:
Applicable

The Final Redemption
Amount shall be:

if the Final Value of the
Underlying Reference is:
greater than or equal to the Final Redemption Barrier
Value
Calculation Amount x Redemption Rate

In all other cases:
A number of deliverable shares (Share Amount) equal to :
Calculation Amount / Initial Value
and
an amount in Euros (Rounding) equal to : Non deliverable
fraction of the Calculation Amount × Final Value
Certificates will not be aggregated for the purpose of
physical settlement.

Final Redemption Barrier Value:
90% of the Initial Value
(iii) Participation Rate: Not Applicable
(iv) Redemption Rate: 100%
(v)
Final
Redemption
Amount
Determination Date:
19 November 2019
(vi) Business Day Convention: Following Business Day Convention
(2) Barrier Final Redemption 2: Not Applicable
(3) Amortizing Barrier Final Redemption: Not Applicable
(4) Airbag Barrier Final Redemption: Not Applicable
(5) Dual Barrier Final Redemption 1: Not Applicable
(6) Dual Barrier Final Redemption 2: Not Applicable
(7) Dual Barrier Final Redemption 3: Not Applicable
(8) Twin Win Barrier Final Redemption: Not Applicable
25. Redemption Amount Switch Option Not Applicable
26. Automatic Early Redemption Event: Not Applicable

GENERAL PROVISIONS APPLICABLE TO THE CERTIFICATES

27. Form of the Certificates: Dematerialised Bearer Certificates
28. Business Centre or other special provisions
relating to Payment Dates:
Not Applicable
29. Payment Business Day or other special
provisions relating to Payment Business
Days:
Following Business Day Convention
30. Name and address of the Dealer: Amundi Finance, 90 Boulevard Pasteur, 75015 Paris
France
31. Non-Exempt Offer: Certificates may not be offered by Dealer and BAWAG
P.S.K. Bank für Arbeit und Wirtschaft und Österreichische
Postsparkasse AG (BAWAG PSK) (collectively referred
to, with the Dealer, as the Authorised Offerors) other than
pursuant to article 3(2) of the Prospectus Directive in
Austria (Public Offer Jurisdiction) during the period
from 8 October 2018 to 19 November 2018 (Offer
Period). See also paragraph 7 of Part A below.
32. General Consent: Not Applicable
33. Total commission and concession: Estimated at 1.50 per cent. of the Aggregate Nominal
Amount
34. United States Tax Considerations The Securities are not Specified Securities for purposes of
Section 871(m) of the U.S. Internal Revenue Code of
1986.
35. Prohibition
of
Sales
to
EEA
Retail
Investors:
Not Applicable

THIRD PARTY INFORMATION

SIGNED ON BEHALF OF THE ISSUER:

By: Jean-Philippe BIANQUIS

Managing Director, Structured Solutions Business Line of Amundi

PART B – OTHER INFORMATION

1. ADMISSION TO TRADING

(i) Admission to Trading Not Applicable

2. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE OFFER

Save for any fees payable to the Authorised Offerors, no person involved in the offer of the Certificates has, as far as the Issuer is aware, any material interest in the offer. The Dealer, the Authorised Offerors and their affiliates have concluded, and may in the future conclude, financial and commercial transactions with, and may provide other services to, the Issuer during the normal course of business.

3. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer: Not Applicable
(ii) Estimated net proceeds: Aggregate Nominal Amount of the Tranche
(iii) Estimated Total Expenses: There are no other expenses than those defined in A
33 above
4. YIELD – Fixed Rate Certificates only

Specify yield: 7.50 per cent.

The yield is calculated on the Issue Date by reference to the Issue Price. It is not indicative of future yield.

5. PERFORMANCE OF UNDERLYING REFERENCE – Underlying Reference Linked Certificates only

Details of past and future performance and volatility of OMV AG may be obtained from www.omv.com

6. OPERATIONAL INFORMATION

ISIN Code: FR0013365764
Common Code: 188174825
Any
clearing
system(s)
other
than
Euroclear
France/Euroclear Bank S.A./N.V. and Clearstream
Banking S.A. and relevant identification number(s):
Not Applicable
Delivery: Delivery against payment
Names and addresses of initial Paying Agent(s): CACEIS Corporate Trust, 1 - 3 place Valhubert,
75103 Paris, France

Names and addresses of additional Paying Agent(s) (if any): Not Applicable

7. TERMS AND CONDITIONS OF THE OFFER

Total amount of the issue/ offer: Total amount of the Series : EUR 15,002,000
Total amount of the Tranche 2 : EUR 2,000
Offer Period From 8 October 2018 to 19 November 2018 (both
dates included)
Offer Price: Issue Price
Conditions to which the offer is subject: The offer of the Certificates is conditional upon their
issue and on any additional conditions set out in the
standard terms of business of the Authorised Offerors,
notified to investors by such relevant Authorised
Offeror. Between BAWAG PSK and its customers,
the offer of the Certificates is further subject to
conditions that may be agreed between them and/or
specified in the arrangements in place between them.
Description of application procedure (including the
period during which the offer shall be open and
possible changes):
Applications for the Certificates by the public, within
the limit of the number of available Certificates, will
be made in accordance with BAWAG PSK's usual
procedures.
Investors
may
apply
for
subscription
of
the
Certificates during the Offer Period. The Offer Period
may be shortened at any time, with a notice given on
the website of the Issuer (www.amundi.com).
Description of option to reduce subscriptions and
arrangements for refunding excess amount paid by
subscribers:
Not Applicable
Details of the minimum and/or maximum subscription
amounts (expressed either as a number of securities or
total investment amount):
Not Applicable
Details of method and time limits for payment and
delivery of Certificates:
The Certificates will be issued on the Issue Date
against payment to the Issuer of the net subscription
amounts. Investors will be notified by the relevant
Authorised Offeror of their allotments of Certificates
and the settlement arrangements in respect thereof.
Manner and date of publication of the results of the
offer:
Not Applicable
Procedure for exercise of any pre-emption rights,
negotiability of subscription rights and treatment of
unexercised subscription rights:
Not Applicable

If the Certificates are being offered simultaneously in several countries, and if a tranche has been or is being reserved for certain prospective investors, specify which tranche:

Procedure for notifying subscribers of their allotments and indication whether dealing may commence prior to notification:

Amount of all expenses and taxes specifically charged to the subscriber or purchaser:

Authorised Institution(s) in countries where the Certificates are being offered:

Conditions relating to Issuer's consent to use the Base Prospectus:

Not Applicable

Investors will be notified of their allotments by BAWAG PSK. No dealing in the Certificates may take place prior to the Issue Date.

Not Applicable

See Part A-31 above.

The conditions to the Issuer's consent are that such consent (a) is only valid during the Offer Period and (b) only extends to the use of the Base Prospectus to make Non-exempt Offers of the relevant Tranche of Securities in Austria.

8. PLACEMENT AND UNDERWRITING

Name(s) and address(es) of entities with overall responsibility for coordinating the issue and the various parties and, to the extent such information is known to the Issuer or the distributor, the relevant dealers in the countries where the Certificates are being offered:

Name and address of intermediaries acting as paying agents and depositary agents in each relevant country:

Entities that have agreed to underwrite the Certificates on a firm commitment basis and those that have agreed to place the Certificates without a firm commitment or under "best efforts" arrangements. If the entire issue has not been underwritten, specify the proportion not underwritten.

Name(s) and address(es) of entities that have undertaken to act as authorised intermediaries on the secondary market, by providing bid/ask price liquidity and description of the main terms of their undertaking:

When the underwriting agreement has been or will be reached:

The Dealer has appointed the following Authorised Offeror for the distribution of the Certificates in Austria:

BAWAG P.S.K. Bank für Arbeit und Wirtschaft und Österreichische Postsparkasse AG Georg-Coch-Platz 2 1018 Vienna, Austria

Not Applicable

Not Applicable

Not Applicable

Not Applicable

ISSUE SPECIFIC SUMMARY

This summary relates to the issue of Euro 2,000 of Share Linked Certificates described in the Final Terms (the Final Terms) to which this summary is annexed. The issue of Euro 2,000 of Share Linked Certificates pertaining to the Tranche 2 shall be consolidated and form a single Series on 22 November 2018 with the 15,000,000 Euro Share Linked Certificates issued on 5 October 2018. This summary includes the information contained in the summary of the Base Prospectus relating to the Securities as well as relevant information from the Final Terms. Terms and expressions defined in the Base Prospectus and the Final Terms shall have the same meaning in this summary.

This summary must be read as an introduction to the Base Prospectus and the Final Terms (together, the Prospectus) and is provided as an aid to investors considering investing in the Securities, but it is not a substitute for the Prospectus. Any decision to invest in the Securities should be taken with regard to the Prospectus as a whole, including all documents incorporated by reference.

Summaries are made up of disclosure requirements known as 'Elements', which are required by Annex XXII of Delegated Regulation (EU) No. 486/2012, as amended. These elements are numbered in sections A - E (A.1 - E.7).

This summary contains all the Elements required to be included in a summary for this type of securities, Issuer . Because some Elements are not required to be addressed, there may be gaps in the numbering sequence of the Elements.

Even though an Element may be required to be inserted in the summary because of the type of securities and Issuer, it is possible that no relevant information can be given regarding the Element. In this case, a short description of the Element is inserted in the summary with the mention "not applicable".

Section A - Introduction and warnings
A.1 Introduction: Please note that:

this summary should be read as an introduction to the Base
Prospectus and the Final Terms;
any decision to invest in the Securities should be based on

consideration of the Base Prospectus and the Final Terms as a
whole by the investor;

where a claim relating to the information contained in the Base
Prospectus and the Final Terms is brought before a court, the
investor may, under the national legislation of the Member States,
have to bear the costs of translating the prospectus before the legal
proceedings are initiated; and

civil liability attaches only to those people who have tabled the
summary, including any translation thereof, but only if the
contents
of
the
summary
are
misleading,
inaccurate
or
inconsistent when read together with the other parts of the Base
Prospectus or if it does not provide, when read together with the
other parts of the Base Prospectus and the Final Terms, key
information in order to aid investors when considering whether to
invest in the Securities.
A.2 Consent:
Consent: Subject to the conditions set out below, the Issuer
consents to the use of the Base Prospectus in connection with a
Non-exempt Offer of Securities by the Dealer and BAWAG
P.S.K. Bank fûr Arbeit und Wirtschaft und Österreichische
Postsparkasse AG (BAWAG PSK).

Offer period: The Issuer's consent referred to above is given for
Non-exempt Offers of Securities during the period from 8 October
2018 to 19 November 2018 (the Offer Period).

Conditions to consent: The conditions to the Issuer's consent (in
addition to the conditions referred to above) are that such consent
(a) is only valid during the Offer Period and (b) only extends to
the use of the Base Prospectus to make Non-exempt Offers of the
relevant Tranche of Securities in Austria.

AN
INVESTOR
INTENDING
TO
PURCHASE
OR
PURCHASING ANY SECURITIES IN A NON-EXEMPT
OFFER FROM AN AUTHORISED OFFEROR WILL DO
SO, AND OFFERS AND SALES OF SUCH SECURITIES
TO AN INVESTOR BY SUCH AUTHORISED OFFEROR
WILL BE MADE, IN ACCORDANCE WITH THE TERMS
AND
CONDITIONS
OF
THE
OFFER
IN
PLACE
BETWEEN SUCH AUTHORISED OFFEROR AND SUCH
INVESTOR
INCLUDING
ARRANGEMENTS
IN
RELATION TO PRICE, ALLOCATIONS, EXPENSES AND
SETTLEMENT. THE ISSUER WILL NOT BE A PARTY
TO
ANY
SUCH
ARRANGEMENTS
WITH
SUCH
INVESTORS
IN
CONNECTION
WITH
THE
NON
EXEMPT
OFFER
OR
SALE
OF
THE
SECURITIES
CONCERNED
AND,
ACCORDINGLY,
THE
BASE
PROSPECTUS AND THESE FINAL TERMS WILL NOT
CONTAIN
SUCH
INFORMATION.
THE
RELEVANT
INFORMATION
WILL
BE
PROVIDED
BY
THE
AUTHORISED OFFEROR AT THE TIME OF SUCH
OFFER. NONE OF THE ISSUER OR THE GUARANTOR
(IF
APPLICABLE)
HAS
ANY
RESPONSIBILITY
OR
LIABILITY TO AN INVESTOR IN RESPECT OF THE
INFORMATION DESCRIBED ABOVE.
Section B – Issuer
B.1 Legal
and
commercial name of
Amundi (the Issuer).
the Issuer:
B.2 Registered
office
and legal form of
the
Issuer,
the
legislation
Amundi is a société anonyme organized and existing under French law,
with a Board of Directors and registered in the Registre du Commerce et
des Sociétés of Paris (Trade and Companies Register for corporate
governing
its
entities) under number 314 222 902. Its registered office is located at 91-
activities
and
its
93, boulevard Pasteur - 75015 Paris, France (Phone: +33 1 76 33 30 30).
country of origin:
Amundi is a credit institution governed by all applicable legislative and
regulatory provisions and its statutes.
B.4b
Trend information:
The world economic recovery continued during Q2, but with notable
differences between regions. In the United States, the business outlook
was quite favourable. In the eurozone, the indicators stabilised following
a number of unpleasant surprises in Q1. In China, signs of slowdown
have appeared. Anxieties over the risk of a trade war have become more
and more intense, with the protectionist decisions made by the Trump
Administration triggering reprisals from other countries, followed by new
threats from the Americans. The economic figures published in August
showed very strong growth in the United States. In the eurozone and in
China, despite a few let-downs, activity has remained robust. In
particular, the markets have been attentive to the aggravation of the
commercial tensions between the United States and China, to the
exchange rate crisis in Turkey and to uncertainty about the new Italian
government's position on budgetary matters. Between the end of July and
the end of August, the major European equity indices dropped while in
the United States they continued their upward climb. On the bond market,
yields on German and American government bonds experienced only
moderate movements.
United States
Weak at the beginning of the year, growth picked up sharply in Q2,
sustained by internal demand and exports. The business climate remains
very strong and surveys continue to signal an expansion of investment
over the coming months. Households remain confident, encouraged by
the gradual increase in salaries and by the strength of the labour market.
Industrial activity is progressing, notably in the manufacturing and
mining sectors, sustained by a very robust demand: capital goods and
retail sales are steady. On a less optimistic note, while growth in
productivity picked up in Q2, it was modest over the year, and a number
of figures in the real estate sector have shown a slowdown. Prospects of
inflation remain aligned with the projections of the Fed, which expects to
see a moderate increase (the measure of PCE [personal consumption
expenditure] inflation reached its objective). After the meeting of its
Monetary Policy Committee in August, the Fed left its key intervention
rate in the 1.75%-2% range. The minutes of this committee meeting
indicate that the Fed governors intend to continue the gradual cycle of
rate hikes and are prepared to change their assessment of the state of the
monetary policy from "accommodating" to "neutral". In addition to
continuing their rhetorical assault in the area of protectionism, the United
States has imposed customs duties of 25% on an additional share of 16
billion dollars of Chinese products (after an initial share of 34 billion
dollars in July) and has announced that other products, amounting to 200
billion dollars, might also soon be concerned. Concerning NAFTA, the
American government has announced that a preliminary bilateral
agreement has been reached with Mexico.
Eurozone
For the most part, the economic figures in the eurozone stabilised after
their decline during the first half of the year. GDP growth during Q2 was

revised upwards +0.4% (a figure identical to that of Q1), including an increase of +0.5% for Germany, +0.2% for France, +0.2% for Italy and +0.6% for Spain). Some indicators on the business climate (ESI [economic sentiment indicator] and PMI [purchasing managers index], for example) remained rather disappointing but nonetheless compatible with continued recovery at an annual growth rate in the GDP of around 2%. Unemployment declined once again (8.2% in July compared to 9.1% 12 months earlier), whereas inflation eased slightly (2% on the year in August for the general index, 1% for the underlying index, compared, respectively, to 2.1% and 1.1% in July). The political situation in Italy remained a subject of preoccupation, as the budget promises of the new government (which is to announce its precise intentions for 2019 in late September) are seen as incompatible with the European rules. Finally, Brexit negotiations are strained, as there still major differences to be overcome while the calendar (in principle, the UK is to withdraw from the EU on 31 March 2019) is growing ever shorter.

Emerging economies

The emerging markets suffered over the summer. The Turkish debt rating was lowered in mid-August by the leading rating agencies including Moody's and S&P. The Turkish pound has been hit very hard due to the country's significant external vulnerabilities, to doubts as to its monetary and budgetary policy and to tensions with the United States over Pastor Brunson by the authorities in Ankara – tensions that have just been added to the recent imposition of customs duties by Washington. The Argentine peso has also declined sharply due to fears about the country's level of indebtedness. The United States' trade policy remains a subject of preoccupation. A bilateral trade agreement with Mexico has been announced, but new discussions between the Americans and the Chinese have not yielded any clear results. Hearings have been conducted in the American Congress concerning the imposition of customs duties on an additional share of 200 billion dollars of imports coming from China prior to a potential decision on this subject in September. However, China has shown new signs of changing its monetary and budgetary policy in order to shore up activity and avoid a brutal slowdown in growth. The Chinese policy-makers have also taken a number of measures to steady the country's currency in order to prevent systemic risks.

Equity markets

Despite the ongoing showdown on trade between the United States and China and the collapse of the Turkish currency, the equity markets continued to grow in August. After +2.7% in July, the MSCI World AC index (measured in \$) picked up +0.6% in August, thus bringing its increase to +1.9% since the beginning of the year (+3.7% including dividends). Unlike July, when all regions rebounded, this increase was selective and concerned only the American market – with +2.1% for the Dow Jones, +2.9% for S&P 500 and +5.3% for Nasdaq – and less so, Japan, with +1.4% for the Nikkei. On the contrary, with respectively - 2.3% for Stoxx 600 and -3.1% for MSCI EM, Europe and the emerging markets declined sharply due to their vulnerability to a slowdown in world trade and/or to a progressive hardening of the monetary conditions. In Europe, while the CAC 40 in Paris resisted somewhat (-1.8%), the MIB in Milan (-8.5%) underwent a severe correction due to anxieties about the skid of the Italian budget that might be announced in late September. Between the two extremes, the Dax in Frankfurt, FTSE in London and IBEX in Madrid declined respectively by -3.3%, -3.5% and - 4.7%.

Rates and currencies markets
Fears about an increase in tensions continue to weigh on long-term rates
in the developed countries (10 years Germany: 0.33%; 10 years US:
2.9%). Little movement on the short part of the curve. The gap between
the US and the German rates remains at record levels and reflects the
divergence between the economic dynamics of the two zones:
-
Backed up with its great confidence in the American economy, the
Fed has confirmed the restrictive approach to its policy and the two
additional rate increases predicted for this year (a total of four increases
for 2018).
-
On the other hand, talk at the ECB remains highly accommodating.
The negative performance of credit is explained by investors' fears over a
trade war.
Volatility in foreign exchange markets increased in August, due in
particular to the Turkish crisis. Deterioration of relations between Turkey
and the United States in a context of economic imbalances and doubts as
to Turkey's political responses had a strong effect on the Turkish
currency (TRY). Such an event is extending to other emerging markets,
particularly in economies whose fundamentals are less sound and/or that
are faced with a difficult political and geopolitical environment such as
the South African rand (ZAR), the Brazilian real (BRL) or the Russian
rouble (RUB) against the greenback. Also to be noted is that the
intensifying tensions between the Americans and the Chinese are
weighing on the Chinese yuan (CNY). However, the recent reintroduction
of the counter-cyclical factor in the daily fixing of the currency in relation
to the USD has shored up the CNY, as this shows that the central bank
(PBoC) is backing up this currency.
Overall, such a fall of the TRY and the increase in tensions between the
United States and its trading partners (particularly with China) have
strengthened the US dollar at a time when the markets are looking for less
risky investments during a period of geopolitical risk. The USD has
reached its highest level in a year, and other safe havens such as the
Swiss franc (CHF) have also performed well: these currencies have
gained nearly 3% in relation to the euro over the month. The euro, in turn,
was under pressure at the beginning of the month due to fears about
Turkey's exposure to the European bank: the currency has reached its
lowest level since May 2017 (1.1345). However, reports taking note of a
rather limited systemic risk for the eurozone, positive economic data and
remarks by Donald Trump indicating a desire for a weaker dollar buoyed
the euro during the month, closing at 1.16.
B.5 The group and the Amundi is the parent company of the Amundi group as detailed in the
position
of
the
organisation chart, dated 31 December 2017, below
Issuer
within
the
group:
All companies are wholly owned unless stated otherwise.
B.9 Profit forecast: Not applicable. The Issuer does not provide profit forecast or estimate.
B.10 Audit
report
qualifications:
Not applicable, there are no qualifications in any audit report on the
historical financial information included in the Base Prospectus.
B.12 Selected
historical
key
financial
information:
Selected historical key financial information:
Comparative financial data for the 12 month period ended 31 December
2017
Balance Sheet
Data in millions of euros 31/12/2016 31/12/2017
Balance sheet total (audited)
13,918
(audited)
18,819
Total Debt 7,273 10,616
Equity (Group Share) 6,644 8,203
Accounting Income statement1
Data in millions of euros
31/12/2016 31/12/2017
(audited) (audited)
1,694 Adjusted Net revenue2
816 Adjusted Gross Operating
Income2,3
Cost-Income
51.8%
Adjusted
ratio (in %)
568 Net Income - Group Share
1Restatement of accounting net revenues for amortisation of distribution agreements
(UniCredit as from 1 July 2017, SG and Bawag in 2016 and 2017), and restatement of
accounting operating expenses in 2017 for Pioneer integration costs.
These two items are shown net of taxes in the table above
2Excluding amortisation of distribution agreements
3Excluding Pioneer integration costs
Combined Income statement1
31/12/20161 Data in millions of euros
2,533 Adjusted Net Revenue2
1,134 Adjusted Gross Operating
Income2,3
Cost-Income
55.2%
Adjusted
ratio (in %)2,3
Income
-
805
Adjusted
Net
Group Share2,3
Combined income: in 2017 and 2016, the information consists of combined data for
Amundi (12 months of activity) and Pioneer Investments (12 months of activity).
Adjustments: restatement of net revenues from the amortization of distribution
contracts (UniCredit as from 1 July 2017, SG and Bawag in 2016 and 2017), and
restatement of 2017 accounting operation expenses form Pioneer integration costs.
1
Excluding amortization of distribution contracts These two items are shown net of taxes in the table above.
2
3
Excluding Pioneer integration costs.
Combined assest under management and combined net inflows1
31/12/2016 (in € billion)
joint
1,329
AuM
including
ventures
Comparative combined interim financial data for the three month
period ended 31 March 2018
Data in millions of euros 3M 20181
(unaudited)
3M 20171
(unaudited)
Net Revenue2 663 652
Adjusted Gross Operating
Income3
326 297
Net Income - Group Share 221 202
AuM
including
ventures (in € billion)
joint 1,452 1,373
Net inflows including joint
ventures (in € billion)
+ 39.8 + 29.2
1Combined data in Q1 2017 and Q1 2018: 3 months Amundi + Pioneer.
2
Excluding amortisation of Unicredit, SG and Bawag distribution contracts.
3
Excluding costs associated with the integration of Pioneer.
Comparative interim financial data for the 6 month period ended 30
June 2018
Balance Sheet
Data in
millions of
euros
30/06/20182 (limited
review)
01/01/20181 31/12/2017
(audited)
Balance
sheet
total
19,272 18,818 18,819
Total Debt 11,127 10,618 10,616
Equity (Group
Share)
8,145 8,200 8,203
1
the amounts as at 01/01/2018 correspond to the amounts as at 31/12/2017
under IFRS 9
2
the information as at 30 June 2018 has been prepared in accordance with IFRS9
on financial instruments.
Comparative combined interim financial data for the six month period
ended 30 June 2018
Combined Income statement1
Data in millions of euros 6M 20181 6M 20171
Adjusted Net Revenue2 1,340 1,340
Adjusted Gross Operating
Income3
664 631
Adjusted
Cost-Income
ratio (in %)3
50.5% 52.9%
Adjusted Net Income -
Group Share3
492 433
1Combined data in H1 2017 and H1 2018: 6 months Amundi + Pioneer.
2Excluding amortisation of distribution contracts.
3Excluding amortisation of distribution contracts & excluding costs
associated with the integration of Pioneer.
Combined assest under management and combined net inflows1
(in € billion) 30/06/2016 30/06/2017
Combined AuM including
joint ventures 7
1,466 1,364
Combined net inflows 7 + 42.4 + 26.3
1Combined inflows: (6 months Amundi + Pioneer) in H1 2018 and H1 2017,
including assets under advisory and assets sold and taking into account 100% of
the Asian JVs' inflows and assets under management. For Wafa in Morocco,
assets are reported on a proportional consolidation basis.
Comparative combined interim financial data for the 9 month period
ended 30 September 2018
Combined Income statement
Data in millions of euros 9M 20181
(unaudited)
9M 20171
(unaudited)
Adjusted Net Revenue2 1,962 1,971
Adjusted Gross Operating
Income2,3
957 925
Adjusted
Cost-
Income
ratio (in %)2,3
51.2% 53.1%
Adjusted
Net
Income
Group Share 2,3
721 650
1Combined data in 9M 2018 and 9M 2017 : 9 months Amundi + 9 months
Pioneer
2Excluding amortisation of distribution contracts
Combined assets under management (AUM) and combined net inflows1
(in € billion) 30/09/2018 30/09/2017
Combined AuM including
joint ventures
1,475 1,400
Combined net inflows +48.5 +57.5
1Combined assets under management and inflows : (9 months Amundi +
Pioneer) in 9M 2017 and 9M 2018, including assets under advisory and
assets sold and take into account 100% of the Asian JV's inflows and assets
under management. For Wafa in Morocco, assets are reported on a
proportional consolidation basis.
Statements of no significant or material adverse change
There has been no significant change in the financial or trading position
of the Amundi since 30 September 2018.
There has been no material adverse change in the prospects of Amundi
since 31 December 2017.
B.13 Events
impacting
the
Issuer's
solvency:
Not applicable. There have not been any recent events which are to a
material extent relevant to the evaluation of Amundi's solvency since 30
September 2018.
B.14 Dependence
upon
other group entities:
Please refer to Element B.5 above for the description of the Amundi
group and Amundi's position within the Amundi group.
Amundi is the holding company of the Amundi group. Amundi relies on
the existing infrastructure and operational resources as well as the internal
control system (Risk and Permanent Control, Compliance and Control
and Audit) of the Amundi group. Moreover the placement of the
Securities, the back office and the activity monitoring of the issues of
Securities are provided by Amundi Finance.
B.15 Principal
activities
of the Issuer:
Amundi is the holding company for the Amundi Group, The majority of
its shares are held by the Crédit Agricole Group (70%). It mainly
performs its asset management activities through subsidiaries in Frances
and abroad, through joint ventures (particularly in Asia) and through
other entities.
Amundi's corporate purpose is to carry out with individuals and legal
entities, both in France and abroad, for itself or for the account of third
parties or jointly (i) operations determined by the authorization of a credit
institution which has been issued by the French Autorité de contrôle
prudentiel et de résolution (former CECEI); (ii) all related transactions
within the meaning of the French monetary and financial code; (iii) the
creation or acquisition of interests in all companies or other French or
foreign entities, including all portfolio management companies, in all
investment firms and credit institutions ; (iv) and more generally all
operations related directly or indirectly to this object or likely to facilitate
its accomplishment.
B.16 Controlling Amundi is 70.0% owned by Crédit Agricole group (including holdings of
shareholders: Crédit Agricole SA, SACAM Développement and Crédit Agricole
Immobilier), 29.7% by the public and 0.3% by employees of the Amundi
group.
B.17 Credit
ratings
assigned
to
the
Issuer
or
the
Securities:
The Securities are unrated.
Amundi's long-term credit rating is A+, with a stable outlook (Fitch
Ratings).
Section C – Securities
C.1 Type
and
class
of
Securities/ISIN:
The Securities are certificates (Certificates) issued under Series number 3
and Tranche number 2.
The Securities are Fixed Rate and Underlying Reference Linked Securities
which shall be consolidated on 22 November 2018 and form a single Series
with Tranche 1 of
the Issue of 15,000,000,000 Euros of Share Linked
Certificates issued on 5 October 2018.
The ISIN Code is: FR0013365764
The Common Code is: 188174825
C.2 Currencies: The Securities are denominated in Euro and are payable in Euro.
C.5 Free transferability: Subject to certain restrictions relating to the offer, sale and delivery of
Securities and to the distribution of offer documents in the United States,
the European Economic Area, the United Kingdom, Austria, Germany,
Spain, France and Italy, there is no restriction on free transferability.
C.8 Rights attaching to the
Securities,
Ranking
and
restrictions
on
such Rights:
Issue Price:
The Issue Price is 100% of the Specified Denomination.
Denomination of the Securities: The Specified Denomination of the
Securities is EUR 1,000.
Ranking of the Securities:
The Securities constitute direct, unconditional, unsecured and senior
preferred (within the meaning of Article L.613-30-3–I-3° of the French
Code monétaire et financier) obligations of the Issuer and rank equally
amongst themselves and (subject to exceptions provided by law) equally
with all unsecured and senior preferred indebtedness of the Issuer, present
or future.
Event of Default:
There will be no event of default.
Taxation:
All payments of principal, interest or other revenues under the Securities by
the Issuer will be made without any withholding or deduction in respect of
any tax, duty, assessment or governmental charge of any nature whatsoever
imposed, levied or collected by or within any jurisdiction or any authority
therein or thereof having power to tax, unless such withholding or
deduction is required by law. The Issuer will not be obliged to make any
increased payment to compensate for any such withholding or deduction.
Governing law:
The Securities will be governed by French law.
C.9 Interests, Redemption
and Representation:
See Element C.8 for Rights attaching to Securities, Ranking and restrictions
on such Rights.
Nominal interest rate:
Interest: The Securities are Fixed Rate Securities and bear interest at the
fixed rate of 7.5%. Each Security will pay a Fixed Coupon Amount equal to
EUR 75 per Specified Denomination on the Maturity Date.
Redemption:
Final Redemption Amount: Unless previously redeemed early, purchased or
cancelled, each Security will be redeemed on 26 November 2019 (the
Maturity Date) at an amount calculated as specified in Element C.18. in
cash or by physical settlement as specified in Element C.18.
Early Redemption for tax reasons and illegality: the Securities may also be
redeemed early for tax reasons and illegality at the Issuer's discretion at the
Early Redemption Amount calculated in accordance with the Terms and
Conditions.
The Securities may also be redeemed early due to market disruption event
or additional market disruption event at the Issuer's discretion at the Early
Redemption Amount calculated in accordance with the Terms and
Conditions.
Yield: The yield on the Securities is 7.50%.
Representative of Holders:
The Holders of the Securities are not grouped in a Masse.
C.10 Derivative
component
in the interest payment
(explanation
of
how
the
value
of
the
investment is affected
by the value of the
Not applicable
Underlying Reference,
especially
under
the
circumstances
when
the
risks
are
most
evident):
C.11 Admission to Trading: The Securities are not admitted to trading.
C.15 Description of how the
value of the investment
is affected by the value
of
the
Underlying
Reference: (unless the
securities
have
a
nominal
value
of
at
least €100,000):
The redemption amount due under the Securities is calculated by reference
to the Underlying Reference.
See also Element C.18 below.
C.16 Expiry/maturity
date
Unless redeemed early, each Security will be redeemed on the Maturity
of
the
derivative
instruments - exercise
date / final reference
date:
Date specified in Element C.9.
The determination dates for the Securities are :

28 November 2018 (Initial Determination Date) and

19 November 2019 (Final Redemption Amount Determination Date).
C.17 Settlement
procedure
for
derivative
instruments:
The Securities will be cash or physically settled. See also Element C.18
below.
C.18 Conditions relating to
the
return
on
derivative instruments:
Final Redemption:
Unless previously redeemed, purchased or cancelled, each Security will be
redeemed on the Maturity Date at its Final Redemption Amount, calculated
as follows: Barrier Final Redemption in accordance with the following
provisions:

If the Final Value of the Underlying Reference is greater than or
equal to the Final Redemption Barrier Value on the Final
Redemption Amount Determination Date, each Certificate shall be
redeemed by payment of a Final Redemption Amount equal to the
Specified Denomination.

In all other cases, each Certificate shall be redeemed
by delivery of a certain quantity of the Relevant Share
o
(Share Amount) equal to the Specified Denomination
divided by the Initial Value
and by payment of an amount in Euros (Rounding) equal
o
to
the
non
deliverable
fraction
of
the
Specified
Denomination multiplied by the Final Value.
Certificates will not be aggregated for the purpose of physical
settlement.-
Final Value: Reference Value as determined by the Calculation Agent on
the Final Redemption Amount Determination Date according to the terms
of Section 2.2 (Value Determination Terms) of Part 3 of the Terms and
Conditions of the Securities.
-Final Redemption Barrier Value: 90% × Initial Value of the Underlying
Reference
-Initial Value: Reference Value as determined by the Calculation Agent on
the Initial Determination Date according to the terms of Section 2.2 (Value
Determination Terms) of Part 3 of the Terms and Conditions of the
Securities.
Physical Settlement:
If a Physical Settlement Condition specified in the Final Terms is satisfied
on the relevant determination date, each Security will be redeemed on the
Maturity Date, by physical delivery of a certain quantity of the Relevant
Share (Share Amount).
Physical Settlement Condition is deemed to occur if the the Final Value of
the Underlying Reference is less than the Final Redemption Barrier Value
on the Final Redemption Amount Determination Date.
- Relevant Share(s) : OMV AG (ISIN: AT0000743059)
C.19 Exercise price / final The Final Value of the Underlying Reference will be determined by the
reference price of the
underlying reference:
Calculation Agent in accordance with the determination mechanisms set out
in Element C.18 above.
C.20 Type
of
Underlying
Reference
used
and
The Underlying Reference is the following share: OMV AG (ISIN:
where
to
find
AT0000743059). Information relating to the Underlying Reference can be
obtained from www.omv.com
C.21 information on it:
Indication
of
the
For information on the market on which the Securities will be admitted to
market
where
the
trading and for which the Base Prospectus has been published see Element
securities
will
be
C.11.
traded and for which
the
prospectus
has
been published:
Section D – Risks
D.2 Key risks regarding the
Issuer:
Amundi is exposed to certain risk factors that may affect its capacity to
fulfil its obligations under the Securities. These risk factors related to
Amundi, its operations and its industry include, without limitation:
-
risks borne by Amundi for its own account:
Changes in the value of the financial assets held by Amundi could

affect its results and its equity and could increase the volatility of
its earnings;

Amundi is subject to credit and counterparty risks related to its
guaranteed funds and structured funds which are partially or fully
guaranteed or have guaranteed performance returns;

Amundi is subject to credit and counterparty risks related to the
issuance of structured notes which principal and/or interest
payments are indexed to the performance of different underlyings
(equities, indices, funds, …);

Amundi is subject to risks related to the use of derivatives.
Although Amundi systematically covers its exposure to market
risk with respect to the performance guaranteed to the investors in
equities
and
structured
notes,
by
entering
into
derivative
transactions with internationally recognised financial institutions,
Amundi remains exposed to the insolvency risk if the financial
institutions were to default, to liquidity risk and market fluctuation
risk;

Amundi is exposed to fluctuations in exchange rates.
-
regulatory and legal risks :

Amundi is subject to extensive and pervasive regulation relating
to banking regulations and to asset management. A variety of
regulatory and supervision regimes apply to Amundi in France
and in each of the countries in which it operates.

Amundi is regulated as credit institution and thus is subject to
regulation by bank supervisory authorities.

Amundi may be subject to tax risks. More generally, any failure to
comply with the tax laws or regulations of the countries in which
Amundi companies are located or operated may result in
reassessments, late payments interests, fines and penalties.
Furthermore, tax laws and regulations may change and there may
be changes in their interpretation and application by the relevant
authorities;

New tax reporting requirements resulting from the global fight
against
tax
evasion
will
subject
Amundi
to
additional
administrative burden;

New tax legislation, in particular the proposed European financial
transactions tax, could have a material effect on Amundi's
business;
-
risk related to Amundi's organizational structure

Amundi's operations and strategy are subject to the influence of
its principal shareholder Crédit Agricole S.A, and

Amundi has significant commercial relationships with it principal
shareholder and its group.
-
As a French credit institution (établissement de crédit), Amundi must
comply with the provisions of Directive 2014/59/EU providing for the
establishment of an EU-wide framework for the recovery and
resolution of credit institutions and investment firms (the BRRD) as
implemented under French Law. The impact of the BRRD and its
implementing provisions on credit institutions, including Amundi, is
still partially unclear but its current and future application or the taking
of any action under it could materially affect the value of any
Securities issued by Amundi and the ability of the Issuer to satisfy its
obligations under the Securities.
D.3 Key risks regarding the
Securities:
Together with the risks relating to the Issuer (including the risk of default),
which could affect the capacity of the Issuer to fulfil its obligations under
the Securities, certain factors are material for the purpose of assessing the
risks associated with the Securities issued. They include in particular risk
factors related to:

liquidity/trading of the Securities on the secondary market
The Securities may not have a trading market when issued. It
cannot be guaranteed that an active market for the Securities will
develop or that there will always be liquidity on such market
should it develop. Consequently, Holders may not be able to sell
their Securities before the Maturity Date.

the market value of the Securities
The market value of the Securities can be affected by a number of
factors, including but not limited to, the value of the Underlying
Reference (for the Underlying Reference Linked Securities), the
period remaining until maturity and volatility and these factors
mean that the market value of the Securities may be lower than
the Final Redemption Amount.

exchange rates
Investors whose financial activities are carried out mainly in a
currency other than the issue currency of the Securities incur a
risk related to currency conversion.

the specific features and structure of a particular issue of
Securities and particularly where barrier characteristics apply in
relation to Securities with a barrier of the relevant underlying
reference in the calculation of redemption amount;

the exposure, nature and characteristics of the Underlying
Reference
An investment in Underlying Reference Linked Securities may
entail significant risks that are not incurred by an investment in
vanilla debt securities. Risk factors related to Underlying
Reference Linked Securities. Securities include
exposure to a
share. Such a Security may involve similar or higher risk
(particularly where there is a leverage effect) when compared with
a direct investment in the Underlying Reference.
The Underlying Reference entails its own risks and exposes the
Holder to a partial or total loss of their investment. The
redemption amount of such a Security will depend on the
performance of the Underlying Reference and the occurrence of
an event capable of affecting such Underlying Reference
Physical Settlement Share Linked Securities involve specific risks
linked to the occurrence of a Settlement Disruption Event.
the law and taxation regime applicable to the Securities
The Securities are governed by French law in force at the date of
the Base Prospectus. No assurances can be given regarding the
consequences of a judicial ruling or a change to legislation or its
subsequent interpretation as at the date of the Base Prospectus.
Purchasers and potential sellers of Securities should be aware that
they may have to pay taxes or documentary charges or duties in
accordance with the laws and practices of the jurisdiction into
which the Securities are transferred or other jurisdictions. A
withholding tax may be applied with respect to certain types of
Securities (notably in relation to the U.S. Hiring Incentives to
Restore Employment Act which imposes a 30% withholding tax if
certain conditions are met).
French law on insolvency procedures
In accordance with French law on insolvency procedures, bond
holding creditors are automatically grouped into a single group of
creditors to protect their common interests should a safeguarding
procedure (procédure de sauvegarde), an accelerated safeguarding
procedure (procédure de sauvegarde accélérée), an accelerated
financial safeguarding procedure (procédure de sauvegarde
financière accélérée) or administration proceedings (procédure de
redressement judiciaire) be brought in France, against the Issuer.
changes to the Terms and Conditions of the Securities
Holders not present and unrepresented at a General Meeting
voting on changes to the Securities, may find themselves bound
by the vote of present or represented Holders even if they disagree
with this vote.
potential conflicts of interest between the Issuer, the Calculation
Agent and Holders.
The Calculation Agent being a subsidiary company of the Issuer,
potential conflicts of interest between Amundi and the Calculation
Agent affecting the Holders cannot be ruled out. Although the
Calculation Agent is required to fulfil its duties in good faith in
exercising reasonable judgement, potential conflicts of interests
may arise between the Holders and the Calculation Agent,
including
with
respect
to
certain
determinations
that
the
Calculation Agent may do, upon the occurrence of certain events
such as a case of market disruption or disturbance. Furthermore
potential conflicts of interest may arise because of Amundi
Finance's role asArranger, Dealer and/or Calculation Agent of the
Securities.

The Benchmark Regulation could result in an adjustment to the
terms and conditions of the Securities, early settlement, valuation
by the Calculation Agent, delisting or other consequences,
depending on the specific provisions of the relevant terms and
conditions applicable to the Securities.

The Securities may not be a suitable investment for all investors.
In certain circumstances, the Holders of Securities could lose all or a
significant part of their investment of principal or of their investment in
general.
D.6 Risk warning: See Element D.3 for the key risks relating to the Securities.
WARNING:
INVESTORS
INVESTING
IN
SECURITIES
THAT
CONSTITUTE DERIVATIVE INSTRUMENTS UNDER REGULATION
809/2004/EC AS AMENDED, COULD LOSE ALL OR PART OF THE
VALUE OF THEIR INVESTMENT.
Section E – Offer
E.2b Reasons for the offer
and use of proceeds:
The net proceeds from the issue of Securities will be used by the Issuer for
its general financing requirements and hedging its obligations under the
Securities.
E.3 Terms and conditions
of the offer:
The Securities are being offered as a Non-exempt Offer in Austria.
Offer Period: From 8 October 2018 to 19
November
2018
(both
dates
included)
Offer Price: Issue Price
Conditions to which the Offer is subject: The offer of the Securities is
subject to their issuance
Description of the application procedure: Applications for the Certificates
by the public within the limit of
the
number
of
available
Certificates, will be made in
accordance with the BAWAG
PSK usual procedure.
Details of the minimum and/or
maximum subscription amounts:
Not Applicable
Manner and date of publication
of the results of the Offer:
Not Applicable
E.4 Interests
of
natural
Excluding commissions payable to the various parties involved in the issue
and
legal
persons
of the Securities, no person involved in the issue of the Securities has, as far
involved
in
the
as the Issuer is aware, a significant interest in the issue.
issue/offer:
E.7 Estimated
expenses
Estimated expenses charged to the investor by the Issuer and the relevant
charged
to
the
offeror amount to 1.5% of the Aggregate Nominal Amount.
investor
by
the
Issuer: