Aviva PLC — Capital/Financing Update 2020

Apr 29, 2020

Final Terms dated 5 May 2016

Aviva plc

Issue of C\$450,000,000 4.50 per cent. Tier 3 Notes due May 2021

under the £7,000,000,000

Euro Note Programme

PART A - CONTRACTUAL TERMS FOR TIER 3 NOTES

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions of the Tier 3 Notes (the "Conditions") set forth in the Prospectus dated 22 April 2016 which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (and amendments thereto, including Directive 2010/73/EU) (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. 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 is available for viewing at http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.

1	Issuer:		Aviva plc
2	(i)	Series Number:	12
	(ii)	Tranche Number:	1
3		Specified Currency or Currencies:	Canadian Dollars ("C\$")
4		Aggregate Nominal Amount of Notes admitted to trading:	C\$450,000,000
	(i)	Series:	C\$450,000,000
	(ii)	Tranche:	C\$450,000,000
5	Issue Price:		99.646 per cent. of the Aggregate Nominal Amount
6	(i)	Specified Denominations:	C\$200,000 and integral multiples of C\$1,000 in excess thereof
	(ii)	Calculation Amount (Definitive Notes only):	C\$1,000
7	(i)	Issue Date:	9 May 2016
	(ii)	Interest Commencement Date	Issue Date
8	Maturity Date:		10 May 2021
9	Interest Basis:		4.50 per cent. Fixed Rate
10	Redemption Basis:		Redemption at par
11	Change of Interest Basis:		Not Applicable
12	Put/Call Options:		Issuer Call – see paragraph 21 below
13	(i)	Status of the Notes:	Tier 3
	(ii)	Date Committee approval for issuance of Notes obtained:	20 April 2016
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14	Fixed Rate Note Provisions:		Applicable
	(i)	Rate of Interest:	4.50 per cent. per annum payable semi annually in arrear on the Interest Payment Dates
	(ii)	Interest Payment Date(s):	10 May and 10 November in each year commencing on 10 November 2016 (in respect of the period from and including the Interest Commencement Date to, but excluding, 10 November 2016 (long first coupon)) to and including the Maturity Date

	(iii)	Fixed Coupon Amount:	C\$22.50 per Calculation Amount
	(iv)	Broken Amount(s):	C\$22.62328767 per Calculation Amount payable on the Interest Payment Date falling on 10 November 2016
	(v)	Day Count Fraction:	Actual/Actual Canadian Compound Method
	(vi)	Determination Dates:	Not Applicable
	(vii)	Business Day Convention:	Following Business Day Convention
15		Fixed Rate Reset Note Provisions:	Not Applicable
16		Floating Rate Note and Fixed to Floating Rate Note Provisions	Not Applicable
17		Optional Interest Payment Date	Not Applicable
18		Compulsory Interest Payment Date	Not Applicable
		PROVISIONS RELATING TO REDEMPTION
19		Right to Extend Maturity Date:	Not Applicable. This is without prejudice to the mandatory redemption deferral provisions and other provisions contained in Condition 6, which shall apply to this issue of Notes.
20		Call Option:	Not Applicable
21		Capital Disqualification Call:	Applicable
22		Rating Methodology Call:	Not Applicable
23		Final Redemption Amount of each Note:	C\$1,000 per Calculation Amount
24		Special Redemption Price:
	(i)	in respect of a Capital Disqualification Event redemption:	C\$1,000 per Calculation Amount
	(ii)	in respect of a Rating Methodology Event redemption:	Not Applicable
25		Unmatured Coupons to become void upon Early Redemption:	Not Applicable
		GENERAL PROVISIONS APPLICABLE TO THE NOTES
26		Form of Notes:	Registered Notes:
			Regulation S Global Note (C\$450,000,000 nominal amount) registered in the name of a nominee for CDS Clearing and Depository Services Inc.
27		Global Certificates (Registered Notes):	Yes
28		Additional Financial Centre(s) or other special provisions relating to Payment Dates:	London, Toronto and TARGET
29	Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature):		No
	DISTRIBUTION
30		U.S. selling restrictions:	Reg. S Compliance Category 2; TEFRA Not Applicable
31		Additional selling restrictions:	Not Applicable

Signed on behalf of the Issuer:

$By:$ Duly authorised

PART B — OTHER INFORMATION

1	LISTING
	(i)	Listing:	London
	(ii)	Admission to trading:	Application has been made for the Notes to be admitted to trading on the London Stock Exchange with effect from 9 May 2016
	(iii)	Estimate of total expenses related to admission to trading:	£3,650
2	RATINGS		Ratings: The Notes to be issued have been rated:
			S&P: BBB
			Moody's: Baa1
3	INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
	So far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
4	Fixed Rate Notes only - YIELD
	Indication of yield:		4.580 per cent. per annum
			The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.
5	OPERATIONAL INFORMATION
	ISIN Code:		CAG0683QC318
	CUSIP		G0683QC31
	Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking société anonyme and the relevant identification number(s):		CDS Clearing and Depository Services Inc.
	Names and addresses of additional Paying Agent(s) (if any):		BNY Trust Company of Canada 11th Floor 320 Bay Street Toronto Ontario M5H 4A6