Capital/Financing Update • Sep 17, 2010
Capital/Financing Update
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17 September 2010
Issue of
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Prospectus dated 20 May 2009 This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of Directive 2003/71/EC (the "Prospectus Directive") and must be read in conjunction with the Prospectus dated 20 May 2010 and the supplementary prospectus dated 22 July 2010 which together constitutes a base prospectus for the purposes of the Prospectus Directive, save in respect of the Conditions which are extracted from the Prospectus dated 20 May 2009 and are attached hereto. 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 Prospectuses dated 20 May 2009 and 20 May 2010 and the supplementary prospectus 22 July 2010 The Prospectuses and the supplementary prospectuses are available for viewing at Swedbank AB (publ), Brunkebergstorg 8, SE-10534 Stockholm Sweden and http://.rns-pdf.londonstockexchange.com/engb/pricenews/marketnews and copies may be obtained from the specified office of the Principal Paying Agent in Stockholm
| 1. | Issuer: | Swedbank AB (publ) | |
|---|---|---|---|
| 2. | (i) | Series Number: | 140 |
| (ii) | Tranche Number: | 3 | |
| 3. | Specified Currency or Currencies: | Swedish Krona "SEK" | |
| 4. | Aggregate Nominal Amount: | ||
| (i) | Series: | SEK 800,000,000 | |
| (ii) | Tranche: | SEK 200,000,000 | |
| 5. | Issue Price: | 100.022 per cent. of the Aggregate Nominal Amount | |
| 6. | (i) | Specified Denominations: | SEK 1,000,000 |
| (ii) | Calculation Amount: | SEK 1,000,000 | |
| 7. | (i) | Issue Date: | 21 September 2010 |
| (ii) | Interest Commencement Date: | 14 May 2010 | |
| 8. | Maturity Date: | Interest Payment Date falling in or nearest to May 2013 |
|
| 9. | Interest Basis: | 3 months STIBOR $+0.85$ per cent. | |
| Floating Rate | |||
|---|---|---|---|
| (further particulars specified below) | |||
| 10. | Redemption/Payment Basis: | Redemption at par | |
| $\mathbf{1}$ | Change of Interest Basis or Redemption/Payment Basis: |
Not Applicable | |
| 12. | Put/Call Options: | Not Applicable | |
| 13. | (i) | Status of the Notes: | Unsubordinated – Condition $3(a)$ will apply |
| (ii) | Date Board approval for issuance of Notes obtained: |
Not Applicable | |
| 14. Method of distribution: | Non-syndicated | ||
| PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | |||
| 15. | Fixed Rate Note Provisions: (Condition $4(a)$ ) |
Not Applicable | |
| 16. | Floating Rate Note Provisions: | Applicable | |
| (i) | Specified Period(s)/Specified Interest Payment Dates: |
The period from and including the Issue Date to but excluding the first Specified Interest Payment Date and, thereafter, each period from and including a Specified Interest Payment Date to but excluding the next Specified Interest Payment Date |
|
| Interest will be payable quarterly in arrears on 14 August, 14 November, 14 February and 14 May in each year, from and including 14 November 2010, to and including Maturity Date (each a "Specified Interest Payment Date") subject, in each case, to adjustment in accordance with the Business Day Convention specified below |
|||
| (ii) | Business Day Convention: | Modified Following Business Day Convention | |
| (iii) Business Centre(s): | Stockholm | ||
| (iv) Manner in which the Rate(s) of Interest Screen Rate Determination is/are to be determined: |
|||
| (v) | Party responsible for calculating the Rate(s) of Interest and Interest Amount(s) (if not the Principal Paying Agent): |
Not Applicable | |
| (vi) Screen Rate Determination: | Applicable | ||
| Reference Rate: | 3 months STIBOR | ||
| STIBOR means the rate for deposits in SEK for a period which appears on the Reuters Screen SIDE page under the caption "FIXING" as of 11 a.m. Stockholm time on the relevant Interest Determination Date as defined below |
|||
| Interest Determination Date(s): | Second Stockholm business day prior to the start of each Interest Period |
||
| Relevant Screen Page: | Reuters Screen SIDE page under the caption "FIXINGS" |
| (vii) ISDA Determination: | Not Applicable | |
|---|---|---|
| $(viii)$ Margin $(s)$ : | $+0.85$ per cent. per annum | |
| (ix) Minimum Rate of Interest: | Not Applicable | |
| Maximum Rate of Interest: (x) |
Not Applicable | |
| (xi) Day Count Fraction: | Actual/360 | |
| (xii) Fall back provisions, rounding provisions, denominator and any other relating to the method of terms calculating interest on Floating Rate Notes, if different from those set out in the Conditions: |
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 Interest Note Provisions: | Not Applicable |
| PROVISIONS RELATING TO REDEMPTION | ||
| 20. Issuer Call: | Not Applicable | |
| 21. | Investor Put: | Not Applicable |
| 22. | Final Redemption Amount: | SEK 1,000,000 per Calculation Amount |
| 23. | Early Redemption Amount: | |
| Early Redemption Amount(s) 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 Condition $5(e)$ : |
Not Applicable | |
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||
| 24. | Form of Notes: | |
| (i) Form: |
Bearer Notes: | |
| Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Bearer Notes only upon an Exchange Event |
||
| New Global Note: (ii) |
No | |
| 25. | Financial Centre $(s)$ or other special provisions relating to Payment Days: |
Not Applicable |
| 26. | Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): |
N0 |
| 27. | Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be |
Not Applicable |
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:
| (i) Instalment Amount(s): |
Not Applicable | |||||
|---|---|---|---|---|---|---|
| (ii) | Instalment Date(s): | Not Applicable | ||||
| 29. | Redenomination, renominalisation reconventioning provisions: |
and | Not Applicable | |||
| 30. | Consolidation provisions: | Not Applicable | ||||
| 31. | Additional U.S. Considerations: |
Federal | Income | Tax | Not Applicable | |
| 32. | Other final terms: | Not Applicable | ||||
| DISTRIBUTION | ||||||
| 33. (i) If syndicated, names of Managers: |
Not Applicable | |||||
| (ii) | Date of Subscription Agreement: | Not Applicable | ||||
| (iii) Stabilising Manager(s) (if any): | Not Applicable | |||||
| 34. | If non-syndicated, name of Dealer: | Swedbank AB (publ) SE-105 34 Stockholm |
||||
| 35. | Whether TEFRA D rules are applicable or TEFRAD TEFRA rules are not applicable: |
|||||
| 36. | Additional selling restrictions: | Not Applicable |
These Final Terms comprise the final terms required for issue and admission to trading on the EEA Regulated Market of the London Stock Exchange and listing on the Official List of the UK Listing Authority of the Notes described herein pursuant to the U.S.\$40,000,000,000 Global Medium Term Note Programme of Swedbank AB (publ).
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer: Maria Letmark By
Duly authorised
Sara Larsson
| $(\mathbf{1})$ | Listing: | London | |
|---|---|---|---|
| (11) | Admission to trading: | Application has been made for the Notes to be admitted to trading on the London Stock Exchange with effect from 21 September 2010 |
|
| (iii) Estimate of total expenses related to admission to trading: |
Not Applicable | ||
| 2. | RATINGS | ||
| Ratings: | The Notes have been assigned the following ratings: | ||
| $C$ $R$ $R$ $A$ |
$S$ & P A Moody's: A2
Save for any 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.
| (i) Reasons for the offer: | See "Use of Proceeds" wording in Prospectus | |
|---|---|---|
| (ii) | Estimated net proceeds: | SEK 200,406,000 (including accrued interest of SEK 362.000) |
| (iii) Estimated total expenses: | Not Applicable | |
| Fixed Rate Notes only – YIELD | Not Applicable |
AG (together with the address of each such clearing system) and the relevant
identification number(s):
5.
| (i) | ISIN Code: | XS0509651047 Temporary ISIN: XS0543161359 |
|---|---|---|
| (ii) | Common Code: | 050965104 Temporary CC: 054316135 |
| (iii) | Cusip: | Not Applicable |
| (iv) | CINS: | Not Applicable |
| (v) | Swiss Security Number: | Not Applicable |
| (vi) | Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking société anonyme and SIX SIS |
Not Applicable |
$(x)$ Intended to be held in a manner which would allow Eurosystem eligibility:
Customary settlement and payment procedures apply
$No$
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