Capital/Financing Update • Feb 23, 2016
Capital/Financing Update
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Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 28 September 2015 and the supplements thereto dated 20 November 2015 and 12 February 2016 which together constitute a base prospectus for the purposes of Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU) (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 Prospectus. The Base Prospectus has been published on the website of the London Stock Exchange through a regulatory information service (http://www.londonstockexchange.com/exchange/news/market-news/market-news- home.html).
| 1. | Deposit/Ordinary/Subordinated: | Ordinary | ||
|---|---|---|---|---|
| 2. | Interest Basis: |
Floating Rate (see paragraph 14 below) |
||
| DESCRIPTION OF THE NOTES | ||||
| 3. | New Global Note: | Yes | ||
| 4. | Form of Notes: |
Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes only upon an Exchange Event |
||
| 5. | (a) | Series Number: | 486 | |
| (b) | Tranche Number: | 1 | ||
| (c) | Date on which the Notes will be consolidated and form a single Series: |
Not Applicable | ||
| 6. | (a) | Nominal Amount of Notes to be issued: |
EUR30,000,000 | |
| (b) | Aggregate nominal amount of Series (if more than one issue for the Series): |
EUR30,000,000 | ||
| (c) | Specified Currency: | Euro (EUR) |
| (d) | Specified Denomination: | EUR100,000 | |
|---|---|---|---|
| (e) | Calculation Amount: | EUR100,000 | |
| 7. | Issue Price: | 100.36 per cent. |
|
| 8. | Issue Date: | 25 February 2016 |
|
| 9. | Interest Commencement Date: | Issue Date | |
| 10. | Automatic/optional conversion from one Interest Basis to another: |
Not Applicable | |
| 11. | Additional Financial Centre(s): | London |
| 12. | Fixed Rate Note Provisions: | Not Applicable | |||
|---|---|---|---|---|---|
| 13. | Zero Coupon Note Provisions |
Not Applicable | |||
| 14. | Floating Rate Note Provisions |
Applicable | |||
| (a) | Party responsible for calculating the Interest Rate and Interest Amount (if not the Agent): |
Not Applicable | |||
| (b) | Interest Period(s) or specified Interest Payment Date(s): |
Quarterly on 25 February, 25 May, 25 August and 25 November in each year, commencing 25 May 2016 up to, and including, the Maturity Date, each subject to adjustment with the Business Day Convention. |
|||
| (c) | Business Day Convention: | Modified Following Business Day Convention | |||
| (d) | Additional Business Centre(s): | Not Applicable | |||
| (e) First Interest Payment Date: (f) Manner in which Rate of Interest is to be determined: (g) If Screen Rate Determination: |
25 May 2016 |
||||
| Screen Rate Determination | |||||
| (i) Reference Rate, Specified Time and Relevant Financial Centre: |
Reference Rate: 3 month EURIBOR | ||||
| Specified Time: 11.00 a.m. | |||||
| Relevant Financial Centre: Brussels |
| (ii) | Interest Determination Date: |
Second business day on which the TARGET2 System is open prior to the first day of each Interest Period |
||
|---|---|---|---|---|
| (iii) | Relevant Screen Page: | Reuters Page EURIBOR01 | ||
| (h) If ISDA Determination: |
Not Applicable | |||
| (i) | Linear Interpolation: Margin(s): |
Not Applicable | ||
| (j) | Plus 0.75 per cent. |
|||
| (k) | Minimum Interest Rate (if any): | Not Applicable | ||
| (l) | Maximum Interest Rate (if any): | Not Applicable | ||
| (m) | Day Count Fraction: | Actual / 360 | ||
| 15. | Reset Note | Provisions | Not Applicable |
| 16. | Maturity Date: |
Interest Payment Date falling on, or nearest to, 25 February 2019, subject to adjustment with the Business Day Convention |
|---|---|---|
| 17. | Redemption at Issuer's option: | Not Applicable |
| 18. | Regulatory Event (Subordinated Notes only) |
Not Applicable |
| 19. | Redemption at Noteholder's option: | Not Applicable |
| 20 | Final Redemption Amount: | 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. |
| 21. | Early Redemption Amount payable on redemption for taxation reasons or (for Subordinated Notes only) following a Regulatory Event or (for any Note) on an Event of Default: |
EUR100,000 per Calculation Amount |
| 22. U.S. Selling Restrictions: |
Reg S Compliance Category 2; TEFRA D |
|---|---|
| -------------------------------------- | -------------------------------------- |
Signed on behalf of NATIONWIDE BUILDING SOCIETY
By: By:
Duly Authorised Duly Authorised JIM GIBBONS STEPHEN TYRIE
Ratings: The Notes to be issued are expected to be rated:
Moody's Investors Service Limited: A1 Standard & Poor's Credit Market Services Europe Limited: A Fitch Ratings Ltd.: A
Save for any fees payable to UniCredit Bank AG (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.
Indication of yield: Not Applicable
| (a) | ISIN: | XS1368737331 |
|---|---|---|
| (b) | Common Code: | 136873733 |
| (c) | Any clearing system(s) other than Euroclear and Clearstream, Luxembourg and the relevant identification number(s): |
Not Applicable |
| (d) | Names and addresses of additional Paying Agent(s) (if any): |
Not Applicable |
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