AI assistant
BNP Paribas — Capital/Financing Update 2021
Jan 27, 2021
1158_rns_2021-01-27_0792cc56-dbf8-499a-a73d-26b1546c499a.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
FINAL TERMS
PROHIBITION OF SALES TO EEA RETAIL INVESTORS – The Notes 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 EEA. Consequently, no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared, and therefore, offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS - The Notes 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 United Kingdom (the "UK"). Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA") (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared, and therefore, offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the PRIIPs Regulation.
UK MiFIR product governance / target market – The Final Terms in respect of any Notes will include a legend entitled "UK MiFIR product governance/target market assessment" which will outline the target market assessment in respect of the Notes, taking into account the five categories referred to in item 18 of the Guidelines published by ESMA on 5 February 2018 (in accordance with the FCA's policy statement entitled "Brexit our approach to EU non-legislative materials"), and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the target market assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the target market assessment) and determining appropriate distribution channels.
Final Terms dated 27 January 2021
BNP PARIBAS
(incorporated in France)
(the Issuer)
Legal entity identifier (LEI): R0MUWSFPU8MPRO8K5P83 Issue of EUR 3,000,000 Fixed Rate Senior Non Preferred Notes due 27 January 2027
ISIN Code: FR00140010MB
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 sections entitled "Terms and Conditions of the French Law Notes" in the Base Prospectus dated 3 July 2020 which received approval n° 20-314 from the Autorité des marchés financiers ("AMF") on 3 July 2020 and the Supplement to the Base Prospectus published and approved on or before the date of these Final Terms (copies of which are available as described below) (the "Supplements") (provided that to the extent any such Supplement (i) is published and approved after the date of these Final Terms and (ii) provides for any change to the Conditions of the Notes such changes shall have no effect with respect to the Conditions of the Notes to which these Final Terms relate) which together constitutes a base prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation, and must be read in conjunction with the Base Prospectus to obtain all relevant information. A summary of the Notes is annexed to these Final Terms. The Base Prospectus and any Supplement(s) to the Base Prospectus and these Final Terms are available for viewing at BNP Paribas 16,boulevard des Italiens 75009 Paris, France and www.invest.bnpparibas.com and https://ratesglobalmarkets.bnpparibas.com/gm/Public/LegalDocs.aspx and copies may be obtained free of charge at the specified office of the Principal Paying Agent.
| 1. | Issuer: | BNP Paribas | |
|---|---|---|---|
| 2. | (i) | Trade Date: | 20 January 2021 |
| (ii) | Series Number: | 19420 | |
| (iii) | Tranche Number: | 1 | |
| 3. | Specified Currency: | Euro ("EUR") | |
| 4. | Aggregate Nominal Amount: | ||
| (i) | Series: | EUR 3,000,000 | |
| (ii) | Tranche: | EUR 3,000,000` | |
| 5. | Issue Price of Tranche: | 100 per cent. of the Aggregate Nominal Amount | |
| 6. | Minimum Trading Size: | EUR 100,000 | |
| 7. | (i) | Specified Denomination: | EUR 100,000 |
| (ii) | Calculation Amount: | EUR 100,000 | |
| 8. | (i) | Issue Date: | 27 January 2021 |
| (ii) | Interest Commencement Date: |
Issue Date | |
| 9. | (i) | Maturity Date: | 27 January 2027 |
| (ii) | Business Day Convention for Maturity Date: |
Modified Following | |
| 10. | Form of Notes: | Bearer | |
| 11. | Interest Basis: | 0.18 per cent. Fixed Rate per annum | |
| (further particulars specified below) | |||
| 12. | Coupon Switch: | Not applicable | |
| 13. | Redemption/Payment Basis: | Redemption at par |
| 14. | Change of Interest Basis or Redemption/Payment Basis: |
Not applicable |
|---|---|---|
| 15. | Put/Call Options: | Not applicable |
| 16. | Exchange Rate: | Not applicable |
| 17. | Status of the Notes: | Senior Non Preferred Notes |
| MREL/TLAC Criteria Event: Not applicable | ||
| 18. | Knock-in Event: | Not applicable |
| 19. | Knock-out Event: | Not applicable |
| 20. | Method of distribution: | Non-syndicated |
| 21. | Hybrid Notes: | Not applicable |
| 22. | Tax Gross-Up: | Condition 6(e) (No Gross-Up) of the Terms and Conditions of the French Law Notes not applicable |
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
| 23. | Interest: | Applicable | |
|---|---|---|---|
| (i) | Interest Period(s): | As per Conditions | |
| (ii) | Interest Period End Date(s): |
26 January t each year, from and including 26 January 2022 to and including Maturity Date |
|
| (iii) | Business Day Convention for Interest Period End Date(s): |
Not applicable | |
| (iv) | Interest Payment Date(s): | 26 January each year, from and including 26 January 2022 to and including Maturity Date |
|
| (v) | Business Day Convention for Interest Payment Date(s): |
Modified Following | |
| (vi) | Party responsible for calculating the Rate(s) of Interest and Interest Amount(s): |
Calculation Agent | |
| (vii) | Margin(s): | Not applicable | |
| (viii) | Minimum Interest Rate: | Not applicable | |
| (ix) | Maximum Interest Rate: | Not applicable | |
| (x) | Day Count Fraction: | Actual/Actual (ICMA), unadjusted | |
| (xi) | Determination Dates: | 26 January each year, from and including 26 January 2022 to and including Maturity |
|
| (xii) | Accrual to Redemption: | Not applicable | |
| (xiii) | Rate of Interest: | Fixed Rate | |
| (xiv) | Coupon Rate: | Not applicable | |
| 24. | Fixed Rate Provisions: | Applicable | |
| (i) | Fixed Rate(s) of Interest: | 0.18 per cent. per annum payable annually in arrear on each Interest Payment Date |
|
| (ii) | Fixed Coupon Amount(s): | EUR 180 per Calculation Amount | |
| (iii) | Broken Amount(s): | Not applicable | |
| (iv) | Resettable Notes: | Not applicable | ||
|---|---|---|---|---|
| 25. | Floating Rate Provisions: | Not applicable | ||
| 26. | Screen Rate Determination: | Not applicable | ||
| 27. | ISDA Determination: | Not applicable | ||
| 28. | FBF Determination: | Not applicable | ||
| 29. | Zero Coupon Provisions: | Not applicable | ||
| 30. | Index Linked Interest Provisions: | Not applicable | ||
| 31. | Share Linked/ETI Share Linked Interest Provisions: |
Not applicable Not applicable |
||
| 32. | Inflation Linked Interest Provisions: | |||
| 33. | Commodity Linked Interest Provisions: |
Not applicable | ||
| 34. | Fund Linked Interest Provisions: | Not applicable | ||
| 35. | ETI Linked Interest Provisions: | Not applicable | ||
| 36. | Foreign Exchange (FX) Rate Linked Interest Provisions: |
Not applicable | ||
| 37. | Underlying Interest Rate Linked Interest Provisions: |
Not applicable | ||
| 38. | may be): | Additional Business Centre(s) (Condition 3(e) of the Terms and Conditions of the English Law Notes or Condition 3(e) of the Terms and Conditions of the French Law Notes, as the case |
TARGET2 System | |
| PROVISIONS RELATING TO REDEMPTION | ||||
| 39. | Final Redemption: | Calculation Amount x 100 per cent. | ||
| 40. | Final Payout: | Not applicable | ||
| 41. | Automatic Early Redemption: | Not applicable | ||
| 42. | Issuer Call Option: | Not applicable | ||
| 43. | Noteholder Put Option: | Not applicable | ||
| 44. | Aggregation: | Not applicable | ||
| 45. | Index Linked Redemption Amount: | Not applicable | ||
| 46. | Share Linked/ETI Share Linked Redemption Amount: |
Not applicable | ||
| 47. | Amount: | Inflation Linked Redemption | Not applicable | |
| 48. | Amount: | Commodity Linked Redemption | Not applicable | |
| 49. | Fund Linked Redemption Amount: | Not applicable | ||
| 50. | Credit Linked Notes: | Not applicable |
| 51. | ETI Linked Redemption Amount: | Not applicable |
|---|---|---|
| 52. | Foreign Exchange (FX) Rate Linked Redemption Amount: |
Not applicable |
| 53. | Underlying Interest Rate Linked Redemption Amount: |
Not applicable |
| 54. | Events of Default for Senior Preferred Notes: |
Not applicable |
| 55. | Administrator/Benchmark Event: | Not applicable |
| 56. | Early Redemption Amount(s): | Article 45b2(b) BRRD: Not applicable |
| Final Redemption Amount | ||
| 57. | Provisions applicable to Physical Delivery: |
Not applicable |
| 58. | 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 | |
| 59. | CNY Payment Disruption Event: | Not applicable |
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||
| 60. | Form of Notes: | Bearer Notes: |
| New Global Note: | No | |
| Dematerialised Notes | ||
| Bearer dematerialised form (au porteur) | ||
| 61. | Financial Centre(s) or other special provisions relating to Payment Days for the purposes of Condition 4(a): |
TARGET2 System |
| 62. | Talons for future Coupons or Receipts to be attached to definitive Notes (and dates on which such Talons mature): |
No |
| 63. | 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 Bearer Global Note or Permanent Bearer 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 |
| 64. | Details relating to Notes redeemable in instalments: amount of each instalment, date on which each payment is to be made: |
Not applicable |
| 65. | Redenomination, renominalisation and reconventioning provisions: |
Not applicable | |
|---|---|---|---|
| 66. | Masse (Condition 12 of the Terms and Conditions of the French Law Notes): |
Contractual representation of Noteholders/No Masse shall apply. |
|
| 67. | Governing law: | French law | |
| 68. | Calculation Agent: | BNP Paribas Securities Services | |
| DISTRIBUTION | |||
| 69. | (i) | If syndicated, names of Managers (specifying Lead Manager): |
Not applicable |
| (i) | Date of Subscription Agreement: |
Not applicable | |
| (ii) | Stabilisation Manager (if any): |
Not applicable | |
| (iii) | If non-syndicated, name of relevant Dealer: |
BNP Paribas | |
| 70. | U.S. Selling Restrictions: | Reg. S Compliance Category 2; TEFRA Not applicable |
|
| 71. | Additional Canadian selling restrictions: |
Not applicable | |
| 72. | Other terms or special conditions: | Not applicable | |
| 73. | United States Tax Considerations | The Notes are not Specified Securities for the purpose of Section 871(m) of the U.S. Internal Revenue Code of 1986. |
|
| 74. | Prohibition of Sales to EEA and UK Retail Investors: |
Applicable |
Signed on behalf of the Issuer:
By: ____________________________ Duly authorised
PART B – OTHER INFORMATION
1. Listing and Admission to trading
| (i) | Listing and admission to trading: |
Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the regulated market of Luxembourg Stock Exchange with effect on or around the Issue Date. |
|---|---|---|
| (ii) | Estimate of total expenses related to admission to |
EUR 2,700 |
trading:
2. Ratings Ratings: The Notes are expected to be rated: "A-" by S&P Global Ratings (S&P) "Baa1" by Moody's Investor Service Ltd. (Moody;s) Each of S&P and Moody's are 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 the fees payable to the Dealers so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
4. Reasons for the Offer, Estimated Net Proceeds and Total Expenses
| (i) | Reasons for the offer: | See "Use of Proceeds" wording in Base Prospectus |
|---|---|---|
| (ii) | Estimated net proceeds: | EUR 3,000,000 |
5. Operational Information
| (i) | ISIN: | FR0014001OM8 |
|---|---|---|
| (ii) | Common Code: | 229250043 |
| (iii) | CFI: | DTFNFB |
| (iv) | FISN: | BNP PARIBAS/0.18 MTN 20270127 |
| (v) | Any clearing system(s) other than Euroclear France, Euroclear and Clearstream, Luxembourg approved by the Issuer and the Principal Paying Agent and the relevant identification number(s): |
Not applicable |
| (vi) | Delivery: | Delivery against payment |
| (vii) | Additional Paying Agent(s) (if any): |
Not applicable |
| (viii) | Intended to be held in a manner which would allow Eurosystem eligibility: |
No. Whilst the designation is specified as "no" at the date of these Final Terms, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them the Notes may then be deposited with one of the ICSDs as common safe-keeper (and registered in the name of a nominee |
of one of the ICSDs acting as common safe-keeper) .
Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intra day credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.
(ix) Name and address of Registration Agent:
Not applicable
6. Fixed Rate Notes only – Yield
Indication of yield: 0.18% per annum