Prospectus • Feb 7, 2017
Prospectus
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7 February 2017
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 31 August 2016 and the supplemental Prospectus dated 18 November 2016 which together constitute a base prospectus (the Base Prospectus) for the purposes of 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 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: | 502 |
| (b) | Tranche Number: | $\mathbf{1}$ | |
| (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: |
£200,000,000 |
| (b) | Aggregate nominal amount of Series (if more than one issue for the Series): |
£200,000,000 | |
| (c) | Specified Currency: | Pounds sterling $(\textbf{\pounds})$ | |
| (d) | Specified Denomination(s): | £100,000 | |
| (e) | Calculation Amount: | £100,000 |
| 7. | Issue Price: | 100 per cent. | ||
|---|---|---|---|---|
| 8. | Issue Date: | 9 February 2017 | ||
| 9. | Interest Commencement Date: | Issue Date | ||
| 10. | from Automatic/optional conversion one Interest Basis to another: |
Not Applicable | ||
| 11. | Additional Financial Centre(s) | Not Applicable | ||
| PAYABLE | PROVISIONS RELATING TO INTEREST (IF ANY) | |||
| 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 9 February, 9 May, 9 August and 9 November in each year, commencing 9 May 2017 up to, and including, the Maturity Date, each subject to adjustment with the Business Day Convention |
||
| (c) | Business Day Convention: | Modified Following Business Day | ||
| (d) | Additional Business Centre(s): | Not Applicable | ||
| (e) | First Interest Payment Date: | 9 May 2017 | ||
| (f) | Manner in which Rate of Interest is to be determined: |
Screen Rate Determination | ||
| (g) | If Screen Rate Determination: | |||
| (i) | Specified Rate, Reference Time and Relevant Financial Centre: |
Reference Rate: 3 month GBP LIBOR | ||
| Specified Time: 11.00 a.m. | ||||
| Relevant Financial Centre: London | ||||
| (ii) | Interest Determination Date: | First day of each Interest Period | ||
| (iii) | Relevant Screen Page: | Reuters Screen LIBOR01 Page | ||
| (h) | If ISDA Determination: | Not Applicable | ||
| (i) | Linear Interpolation: | Not Applicable |
| Reset Note Provisions | Not Applicable | ||
|---|---|---|---|
| (m) | Day Count Fraction: | Actual/365 (Fixed) | |
| (1) | Maximum Interest Rate (if any): | Not Applicable | |
| (k) | Minimum Interest Rate (if any): | Not Applicable | |
| (i) | $Margin(s)$ : | Plus 0.20 per cent. |
Interest Payment Date falling on, or nearest to, 9 16. Maturity Date: February 2018, subject to adjustment with the Business Day Convention Redemption at Issuer's option: Not Applicable 17. Not Applicable 18. Regulatory Event (Subordinated Notes only): 19. Redemption at Noteholder's option: Not Applicable Subject to any purchase and cancellation or early Final Redemption Amount: 20. redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount £100,000 per Calculation 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:
Signed on behalf of NATIONWIDE BUILDING SOCIETY
By:
15.
$\int_{\text{Duly/Authorised}}$
By:
$\frac{1}{2}$
Duly Authorised
| (a) | Listing and Admission to trading: | Application has been made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's regulated market and listing on the Official List of the UK Listing Authority with effect from the Issue Date. |
|||
|---|---|---|---|---|---|
| (b) | Estimated of total expenses related to admission to trading: |
£4,320 | |||
| RATINGS |
Ratings:
$\overline{2}$ .
The Notes to be issued are expected to be rated:
Moody's Investors Service Limited: $Aa3$ Standard & Poor's Credit Market Services Europe Limited: $\mathbf{A}$ Fitch Ratings Ltd.: $\overline{A}$
Save for any fees payable to Société Générale (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
Not Applicable
5.
Indication of yield:
OPERATIONAL INFORMATION XS1565064513 ISIN: $(a)$ 156506451 Common Code: $(b)$ Any clearing system(s) other than Not Applicable $(c)$ Clearstream, Euroclear and relevant Luxembourg and the identification number(s): Names and addresses of additional Not Applicable $(d)$ Paying Agent(s) (if any):
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