Capital/Financing Update • Jul 10, 2012
Capital/Financing Update
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Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the base prospectus dated 22 December 2011 which constitutes a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive (Directive 2003/71/EC) (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. These Final Terms contain the final terms of the Notes and must be read in conjunction with such Base Prospectus.
Full information on the Issuer and the offer of the Notes described herein is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing during normal business hours at the offices of the Fiscal Agent at the Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, United Kingdom.
| L. | (i) | [ssuer: | Sandvik AB (publ) |
|---|---|---|---|
| 2. | (i) | Series Number: | $\left[ \quad \right]$ |
| (ii) | Tranche Number: | ı | |
| 3. | Specified Currency or Currencies: | EUR | |
| 4. | Aggregate Nominal Amount: | ||
| (i) | Series: | EUR 70,000,000 | |
| (ii) | Tranche: | EUR 70,000,000 | |
| 5. | Issue Price: | 100 per cent. of the Aggregate Nominal Amount | |
| 6. | (i) | Specified Denominations: | EUR 100,000 |
| (ii) | Calculation Amount: | EUR 100,000 | |
| 7. | (i) | Issue Date: | 12 July 2012 |
| (ii) | Interest Commencement Date: | Issue Date | |
| 8. | Maturity Date: | 12 July 2023 | |
| 9. | Interest Basis: | 3.70 per cent. Fixed Rate | |
| 10. | Redemption/Payment Basis: | Redemption at par | |
| 11. | Change of Interest or Redemption/Payment Basis: |
Not Applicable | |
| 12. | Put/Call Options: | Not Applicable |
| 13. | Status of the Notes: | Senior | |
|---|---|---|---|
| 4 Method of distribution: Non-syndicated |
|---|
| ------------------------------------------------ |
| 15. | Fixed Rate Note Provisions | Applicable | ||
|---|---|---|---|---|
| (i) | Rate of Interest: | 3.70 per cent, per annum payable annually in arrear |
||
| (ii) | Interest Payment Date(s): | 12 July in each year adjusted in accordance with Following Business Day Convention |
||
| (iii) | Fixed Coupon Amount: | EUR 3,700 per Calculation Amount | ||
| (iv) | Broken Amount(s): | Not Applicable | ||
| (v) | Day Count Fraction: | 30/360 | ||
| (vi) | Determination Dates: | 12 July in each year | ||
| (vii) | Other terms relating to the method of calculating interest for Fixed Rate Notes: |
Not Applicable | ||
| 16. | Floating Rate Note Provisions | Not Applicable | ||
| 17. | Zero Coupon Note Provisions | Not Applicable | ||
| 18 | Index-Linked Interest Note/other variable-linked interest Note Provisions |
Not Applicable | ||
| 19. | Dual Currency Note Provisions | Not Applicable | ||
| PROVISIONS RELATING TO REDEMPTION | ||||
| ንበ - | Coll Option | Not Applicable |
| 20. | Call Option: | Not Applicable | |
|---|---|---|---|
| 21. | Put Option: | Not Applicable | |
| Final Redemption Amount of each Note: | EUR 100,000 per Calculation Amount | ||
| 23. | Early Redemption Amount |
Early Redemption Amount(s) per Calculation
Amount payable on redemption for taxation reasons
or on event of default or other early redemption and/or the method of calculating the same (if
required or if different from that set out in the
Conditions):
Not Applicable
| 24. | Form of Notes: | Bearer Notes: | ||
|---|---|---|---|---|
| Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note |
||||
| 25. | New Global Note: | Yes | ||
| 26. | dates: | Additional Financial Centre(s) or other special provisions relating to payment |
Not Applicable | |
| 27. | Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): |
No | ||
| 28. | 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 consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment]: |
Not Applicable | ||
| 29. | Details relating to Instalment Notes: amount of each instalment, date on which each payment is to be made: |
Not Applicable | ||
| 30. | Redenomination, renominalisation and reconventioning provisions: |
Not Applicable | ||
| 31. | Other final terms: | Not Applicable | ||
| DISTRIBUTION | ||||
| 32. | (i) | If syndicated, names and addresses of Managers and underwriting commitments: |
Not Applicable | |
| (ii) | Date of Subscription Agreement: |
Not Applicable | ||
| (iii) | Stabilising Manager(s) (if any): |
Not Applicable | ||
| 33. | Dealer: | If non-syndicated, name and address of | Deutsche Bank AG, London Branch Winchester House 1 Great Winchester Street London EC2N 2DB United Kingdom |
| 34 | U.S. Selling Restrictions: | Reg. S Compliance Category 2; |
|---|---|---|
| TEFRAD | ||
| 35. | Additional selling restrictions: | Not Applicable |
$\overline{4}$
$\mathcal{L}(\mathcal{A})$ . The $\mathcal{L}(\mathcal{A})$
These Final Terms comprise the final terms required for issue and admission to trading on London Stock Exchange of the Notes described herein pursuant to the $63,000,000,000$ Euro Medium Term Note Programme of Sandvik AB
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of Sandvik AB (publ):
$Bv \n\in \mathbb{Z}$ Duly authorised
ANDERS ÖRBOM
OLA SALMÉN
| LISTING | |
|---|---|
$(i)$
Listing
| London |
|---|
$(ii)$ 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 with effect from the Issue Date.
Ratings:
The Notes have not been rated.
Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
| (i) | Reasons for the offer: | See "Use of Proceeds" wording in the Prospectus | ||
|---|---|---|---|---|
| (ii) | Estimated net proceeds: | EUR 70,000,000 | ||
| (iii) | Estimated total expenses: | EUR 70,000,000 | ||
| YIELD | ||||
| Indication of yield: | 3.70 per cent. |
Calculated as at the Issue Date.
As set out above, the yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.
| (i) | ISIN Code: | XS0803481695 |
|---|---|---|
| (i) | Common Code: | 080348169 |
| (iii) | Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme and the relevant identification number(s): |
Not Applicable |
| (iv) | Delivery: | Delivery against payment |
| (v) | Names and addresses of initial Paying Agent(s): |
Citibank N.A., London Branch 14 th Floor, Citigroup Centre Canada Square Canary Wharf |
London E14 5LB
| United Kingdom | ||
|---|---|---|
| (vi) | Names and addresses of additional Paying Agent(s) (if any): |
Not Applicable |
| (vii) | Name of Swedish Issuing and Paying Agent (if any): |
Not Applicable |
| (viii) | Intended to be held in a manner which would allow Eurosystem eligibility: |
Yes |
| Moto that the deal |
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.
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