Prospectus • Jun 28, 2012
Prospectus
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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 (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.
| 1. | (i) | Issuer: | Sandvik AB (publ) | |
|---|---|---|---|---|
| 2. | (i) | Series Number: | 8 | |
| (ii) | Tranche Number: | 1 | ||
| 3. | Specified | Currency Currencies: |
or | Euro |
| 4. | Aggregate Nominal Amount: | |||
| (i) | Series: | €50,000,000 | ||
| (ii) | Tranche: | €50,000,000 | ||
| 5. | Issue Price: | 100 per cent. of the Aggregate Nominal Amount |
||
| 6. | (i) | Specified Denominations: |
€100,000 and integral multiples of $E100,000$ in excess thereof |
|
| (ii) | Calculation Amount: | €100,000 | ||
| 7. | (i) | Issue Date: | 2 July 2012 |
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| 7. | (i) | Issue Date: | 2 July 2012 |
|---|---|---|---|
| (ii) | Interest Commencement Date: |
Issue Date | |
| 8. | Maturity Date: | 2 July 2027 | |
| 9. | Interest Basis: | 4.100 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 | |
| 14. | Method of distribution: | Non-syndicated |
| 15. | Fixed Rate Note Provisions | Applicable | ||
|---|---|---|---|---|
| (i) | Rate(s) of Interest: | 4.100 per cent. per annum payable annually in arrear |
||
| (ii) | Interest Payment Date: | 2 July in each year commencing on 2 July 2013 up to and including the Maturity Date, adjusted in accordance with the Following Business Day Convention. |
||
| (iii) | Fixed Coupon $Amount(s)$ : |
€4100.00 per Calculation Amount | ||
| (iv) | Broken Amount(s): | Not Applicable | ||
| (v) | Day Count Fraction: | Actual/Actual (ICMA) | ||
| (v i ) | Determination Dates: | Not Applicable | ||
| (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 |
$42$
| 18. | Index-Linked Interest | Not Applicable |
|---|---|---|
| Note/other variable-linked | ||
| interest Note Provisions | ||
| 19. | Dual Currency Note | Not Applicable |
| Provisions |
| 20. | Call Option | Not Applicable |
|---|---|---|
| 21. | Put Option | Not Applicable |
| 22. | Final Redemption Amount of each Note |
€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 | |
| GENERAL PROVISIONS APPLICABLE TO THE NOTES |
Receipts to be attached to Definitive Notes (and dates on which such Talons mature): 28. Details relating to Partly Paid Not Applicable 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: 29. Details relating to Instalment Not Applicable Notes: amount of each instalment, date on which each payment is to be made: 30. Redenomination. Not Applicable renominalisation and reconventioning provisions: $31.$ Other final terms: Not Applicable DISTRIBUTION 32. $(i)$ If syndicated, names and Not Applicable addresses of Managers and underwriting commitments: Date of Subscription $(ii)$ Not Applicable Agreement: $(iii)$ Stabilising Manager(s) Not Applicable $(if any):$ 33. If non-syndicated, name and J.P. Morgan Securities Ltd. address of Dealer: 125 London Wall London EC2Y 5AJ United Kingdom 34. U.S. Selling Restrictions: Reg. S Compliance Category 2 TEFRAD 35. Additional selling restrictions: Not Applicable
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 €3,000,000,000 Euro Medium Term Note Programme of Sandvik AB (publ).
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of Sandvik AB (publ):
$By: \mathcal{L}$ By Severin Duly authorised
ANDERS ÖRBOM
$2.$
$(i)$ 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 with effect from 2 July 2012 RATINGS
Ratings: The Notes to be issued have been rated:
Standard & Poor's Credit Market Services Europe Limited: BBB+ (Stable)
Standard & Poor's Credit Market Services Europe Limited is established in the EEA and registered under Regulation (EU) No 1060/2009, as amended (the "CRA Regulation").
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: | The Issuer will use the net proceeds from the issue for its general corporate purposes |
|
|---|---|---|---|
| (ii) | Estimated net proceeds: | €49,850,000 | |
| (iii) | Estimated listing expenses: | £1,750 | |
| Fixed Rate Notes only - YIELD | |||
| Indication of yield: | 4.100 per cent. | ||
| Calculated as at the Issue Date. | |||
| It is not an indication of future yield. | |||
| OPERATIONAL INFORMATION |
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| (i) | ISIN: | XS0798497409 | |
| (ii) | Common Code: | 079849740 |
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6.
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| (iii) | Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking, societé 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 |
| (v i ) | 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 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 |
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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
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eligibility criteria have been met.
$Y$
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