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BNP Paribas Capital/Financing Update 2014

Mar 11, 2014

1158_rns_2014-03-11_90aaaf39-a17b-475f-9315-8de66a5d3d64.pdf

Capital/Financing Update

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FINAL TERMS

dated 7 March 2014

BNP PARIBAS

(incorporated in France)

(as Issuer)

Issue of EUR 250,000,000 Floating Rate Notes due March 2019

Series 16564

under the €90,000,000,000 Euro Medium Term Note Programme (the Programme)

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth under the section entitled "Terms and Conditions of the English Law Notes" in the Base Prospectus dated 3 June 2013 which received visa no 13-258 from the Autorité des marchés financiers ("AMF") on 3 June 2013 and the Supplements to the Base Prospectus dated 8 August 2013, 2 October 2013, 5 November 2013, 19 November 2013, 6 December 2013 and 19 February 2014 which together constitute a base prospectus for the purposes of the Directive 2003/71/EC (the "Prospectus Directive") (the "Base Prospectus"). 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 Base 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 Base The Base Prospectus and these Final Terms (in each case, together with any Prospectus. documents incorporated therein by reference) are available for viewing at, and copies may be obtained from, BNP Paribas Securities Services, Luxembourg Branch (in its capacity as Principal Paying Agent), 33, rue de Gasperich, Howald - Hesperange, L-2085 Luxembourg and (save in respect of the Final Terms) on the Issuer's website (www.invest.bnpparibas.com). The Base Prospectus and these Final Terms will be available for viewing on the AMF website (www.amffrance.org) and these Final Terms will be available for viewing on the website of Euronext Paris. A copy of these Final Terms and the Base Prospectus will be sent free of charge by the Issuer to any investor requesting such documents.

1. lssuer: BNP Paribas
2. (i) Series Number: 16564
(ii) Tranche Number: 1
3. Specified Currency: Euro (EUR)
4.
Aggregate Nominal Amount:
(i) Series: EUR 250,000,000
(ii) Tranche: EUR 250,000,000
5. Issue Price of Tranche: 100 per cent. of the Aggregate Nominal Amount
6. Minimum Trading Size: Not applicable
7. $\left( i\right)$ Specified Denominations: EUR 100,000
(ii) Calculation Amount
(Applicable to Notes in
definitive form):
EUR 100,000
8. Issue Date and Interest
Commencement Date:
11 March 2014
Interest Payment Date falling on or nearest to 11
March 2019
9.
Maturity Date:
10.
Form of Notes:
11.
Interest Basis:
Bearer
3 month EURIBOR + 0.70 per cent. per annum
Floating Rate
(further particulars specified below)
12. Redemption/Payment Basis: Redemption at par
13. Change of Interest Basis or
Redemption/Payment Basis:
Not applicable
14.
Put/Call Options:
Not applicable
15. Exchange Rate Not applicable
16. Status of the Notes: Senior
17. Knock-in Event: Not applicable
18. Knock-out Event: Not applicable
19. Method of distribution: Syndicated
20. Interest: Applicable
(i) Interest Periods: As per Conditions
(ii) Interest Period End Dates: 11 March, 11 June, 11 September and 11 December
in each year from and including 11 June 2014 to and
including the Maturity Date.
(iii) Business Day Convention
for Interest Period End
Dates:
Modified Following
(iv) Interest Payment Dates: 11 March, 11 June, 11 September and 11 December
in each year from and including 11 June 2014 to and
including the Maturity Date.
(v) Business Day Convention
for Interest Payment Dates:
Modified Following
(vi) Party responsible for
calculating the Rate of
Interest and Interest
Amounts (if not the
Calculation Agent):
Not applicable
(vii) Margin: + 0.70 per cent. per annum
(viii) Minimum Interest Rate: Not applicable
(ix) Maximum Interest Rate: Not applicable
(x) Day Count Fraction: Actual/360 adjusted
(xi) Determination Dates: Not applicable
(xii) Accrual to Redemption: Not applicable
(xiii) Rate of Interest: Floating Rate
21. Fixed Rate Provisions: Not applicable
22. Floating Rate Provisions: Applicable
(i) Manner in which the Rate
Interest and
Interest
οf
Amount
to
is
be
determined:
Screen Rate Determination
(ii) Screen Rate
Determination:
- Reference Rate 3-month EURIBOR
- Interest Determination
Date(s)
Second TARGET2 day prior to the start of each
Interest Period
- Specified time 11:00 am Brussels time
- Relevant Screen Page: Reuters page EURIBOR01
(ii) ISDA Determination: Not applicable
23. Zero Coupon Provisions: Not applicable
24. Index Linked Interest Provisions: Not applicable
25. Share Linked Interest Provisions: Not applicable
26. Inflation Linked Interest Provisions: Not applicable
27. Commodity Linked Interest
Provisions:
Not applicable
28. Fund Linked Interest Provisions: Not applicable
29. ETI Linked Interest Provisions: Not applicable
30. Foreign Exchange (FX) Rate
Linked Interest Provisions:
Not applicable
31. Underlying Interest Rate Linked
Interest Provisions:
Not applicable
32. Additional
Business
Centre(s)
(Condition 3(b) of the Terms and
Conditions of the English Law
Notes or Condition 3(b) of the
and Conditions
of
Terms
the
French Law Notes, as the case
may be):
Not applicable
33. Final Redemption: Calculation Amount x 100 per cent.
34. Final Payout: Not applicable
35. Automatic Early Redemption: Not applicable
36. Issuer Call Option: Not applicable
37. Noteholder Put Option: Not applicable
38. Aggregation: Not applicable
39. Index Linked Redemption Amount: Not applicable
  1. Share Linked Redemption Amount: Not applicable $\bar{z}$
41. Inflation Linked Redemption
Amount:
Not applicable
42. Commodity Linked Redemption
Amount:
Not applicable
43. Fund Linked Redemption Amount: Not applicable
44. Credit Linked Notes: Not applicable
45. ETI Linked Redemption Amount: Not applicable
46. Exchange
Foreign
(FX)
Rate
Linked Redemption Amount:
Not applicable
47. Underlying Interest Rate Linked
Redemption Amount:
Not applicable
48. Early Redemption Amount: Calculation Amount x 100 per cent.
49. Provisions applicable to Physical
Delivery:
Not applicable
50. Variation of Settlement:
(i) Issuer's option to vary
settlement:
The Issuer does not have the option to vary
settlement in respect of the Notes.
(ii) Variation of Settlement of
Physical Delivery Notes:
Not applicable
51. Form of Notes: Bearer Notes:
New Global Note: Yes
Temporary Bearer Global Note exchangeable for a
Permanent Bearer Global Note which is exchangeable
for definitive Bearer Notes only upon an Exchange
Event.
52. Financial Centre(s) or other special
provisions
relating
to
Payment
for
the
Days
purposes
оf
Condition 4(a):
Not applicable
53. Talons for future Coupons or No
Receipts to be attached to definitive
Notes (and dates on which such
Talons mature):
54. Details relating to Partly Paid
Notes: amount of each payment
comprising the Issue Price and
date on which each payment is to
be made and, if different from those
specified in the Temporary Global
Note, consequences of failure to
pay, including any right of the
Issuer to forfeit the Notes and
interest due on late payment:
Not applicable

$\label{eq:2.1} \mathcal{L}(\mathcal{L}^{\text{max}}{\mathcal{L}}(\mathcal{L}^{\text{max}}{\mathcal{L}})) \leq \mathcal{L}(\mathcal{L}^{\text{max}}{\mathcal{L}}(\mathcal{L}^{\text{max}}{\mathcal{L}}))$

55. Details relating
Notes
to
redeemable in instalments: amount
of each instalment, date on which
each payment is to be made:
Not applicable
56. Redenomination, renominalisation
and reconventioning provisions:
Not applicable
57. Masse (Condition 12 of the Terms
and Conditions of the French Law
Notes):
Not applicable
58. Governing law: English law
DISTRIBUTION
59. (i) If syndicated, names of
Managers and underwriting
commitments (specifying
Lead Manager):
Lead Manager:
BNP Paribas UK Limited
(EUR 237,500,000)
Co-Lead Managers:
Commerzbank Aktiengesellschaft
Danske Bank A/S
(EUR 6,250,000 each)
(ii) Date of Subscription
Agreement:
7 March 2014
(iii) Stabilising Manager (if
any):
BNP Paribas UK Limited
60. Total commission and concession: EUR 20,000
61. U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA D
62.
Non exempt Offer:
Not applicable

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.

Signed on behalf of the Issuer:

$\begin{array}{c} \begin{array}{c} \begin{array}{c} \begin{array}{c} \end{array} \ \end{array} \end{array} \end{array}$ By: MACCIE

Duly authorised

PART B - OTHER INFORMATION

$\mathbf{1}$ Listing and Admission to trading

(i) Listing: Application has been made by the Issuer (or on its
behalf) for the Notes to be listed on Euronext Paris
with effect from the Issue Date.
(ii) Admission to trading: Application has been made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on
Euronext Paris with effect from the Issue Date.
(iii) Estimate of total expenses
related to admission to
trading:
EUR 3.400

$2.$ Ratings

Ratings:

The Notes to be issued are expected to be rated:

A+ by Standard & Poor's Rating Services ("S&P")

A2 by Moody's Investors Service Ltd ("Moody's")

A+ by Fitch Ratings Ltd ("Fitch")

As defined by S&P, an A+ rating means that the Issuer's capacity to meet its financial commitment under the Notes is very strong.

Obligations rated A2 by Moody's are judged to be of high quality and are subject to very low credit risk.

As defined by Fitch an A+ rating denotes a very low expectation of credit risk. It indicates a very strong capacity for timely payment of financial commitments. Such capacity is not significantly vulnerable to foreseeable events.

Each of S&P, Moody's and Fitch is established in the European Union and is registered under Regulation (EC) No 1060/2009 (as amended).

$3.$ Interests of Natural and Legal Persons Involved in the Issue

Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.

OPERATIONAL INFORMATION $\overline{4}$ .

(i) ISIN Code: XS1043989794
(ii) Common Code: 104398979
(iii) Any clearing system(s)
other than Euroclear and
Clearstream, Luxembourg
approved by the Issuer and
the Principal Paying Agent
and the relevant
identification number(s):
Not applicable
(iv) Delivery: Delivery against payment
(v) Additional Paying Agent(s)
$($ if any $)$ :
Not applicable

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

Name and address of

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.

Not applicable

Registration Agent:

5. Public Offers

$(vii)$

6. Placing and Underwriting

Not applicable Not applicable