Capital/Financing Update • Mar 12, 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 set forth in the Prospectus dated 20 May 2010 and 19 May 2011 (the "Prospectus"), the supplementary prospectus dated 22 July 2010, 21 October 2010, 8 February 2011, 21 July 2011 and 25 October 2011 which together constitutes a base prospectus for the purposes of 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 and must be read in conjunction with the Prospectus as so supplemented. 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 Prospectus as so supplemented. The Prospectus and the supplementary prospectuses are available for viewing at Swedbank AB (publ), Brunkebergstorg 8, SE-105 34 Stockholm or on the website of the London Stock Exchange at http://www.rnspdf.londonstockexchange.com/en-gb/pricenews/marketnews and copies may be obtained from the specified office of the Principal Paying Agent in London.
| Issuer: | Swedbank AB $(pu^*l)$ | |||
|---|---|---|---|---|
| 2. | (i) | Series Number: | 152 | |
| (ii) | Tranche Number: | $\overline{a}$ | ||
| 3. | Specified Currency or Currencies: | Swedish Krona ("SEK") | ||
| 4. | Aggregate Nominal Amount: | |||
| (i) | Series: | SEK 400,000,000 | ||
| (i) | Tranche: | SEK 100,000,000 | ||
| 5. | Issue Price: | 104.107 per cent of the Aggregate Nominal Amount | ||
| 6. | (i) | Specified Denominations: | SEK 1,000,000 | |
| (i) | Calculation Amount: | SEK 1,000,000 | ||
| 7. | (i) | Issue Date: | 16 March, 2012 | |
| (ii) | Interest Commencement Date: | 8 April, 2011 | ||
| 8. | Maturity Date: | 8 April, 2015 | ||
| 9. | Interest Basis: | 4.85 per cent. Fixed Rate | ||
| 10. | Redemption/Payment Basis: | Redemption at par | ||
| 11 | 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 | ||
| (i) | 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 $4(a)$ ) |
Applicable | ||
| (i) | Rate(s) of Interest: | 4.85 per cent per annum payable annually | ||
| (ii) | Interest Payment Date(s): | Date, following, unadjusted | 8 April in each year up to and including the Maturity | |
| (iii) Fixed Coupon Amount(s): | SEK 48,500 per Calculation Amount | |||
| (iv) Broken Amount(s): | Not Applicable | |||
| (v) | Day Count Fraction: | 30/360 | ||
| (vi) 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 | ||
| 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 $5(e)$ : |
As per Conditions | |||
| GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||||
| 24. | Form of Notes: | |||
| (i) | Form: | Bearer Notes: | ||
| 25. | Financial Centre(s) or other special provisions relating to Payment Days: |
Stockholm, Target and Lor |
|---|---|---|
| 26. | Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature): |
No |
| 27. | Details relating to Partly Paid Notes: amount of each payment comprising the Issue Price and date on which each payment is to be made |
Not Applicable |
| 28. | Details relating to Instalment Notes: | |
| (i) Instalment Amount(s): |
Not Applicable | |
| (ii) Instalment Date(s): |
Not Applicable | |
| 29. | Redenomination, renominalisation and reconventioning provisions: |
Not Applicable |
| 30. | Consolidation provisions: | Not Applicable |
| 31. | Additional U.S. Federal Income Tax Considerations: |
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 Sweden |
| 35. | Whether TEFRA D rules are applicable or TEFRA rules are not applicable: |
TEFRAD |
| 36. | Additional selling restrictions: | Not Applicable |
These Final Terms comprise the final terms required for issue and admission to trading on 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: . Samuelseon
Alme py
Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Bearer Notes upon an Exchange Event
ndon
Duly authorised
| 1. | LISTING AND ADMISSION TO TRADING |
||||
|---|---|---|---|---|---|
| (i) | Listing: | London | |||
| (ii) | Admission to trading: | Application has been made for the Tranche 2 Notes to be admitted to trading on the London Stock Exchange with effect from the Issue Date. |
|||
| The Original Notes are already admitted to trading on the London Stock Exchange's regulated market. |
|||||
| (iii) Estimate of total expenses related to Not Applicable admission to trading: |
|||||
| 2. | RATINGS | ||||
| Ratings: | The Notes to be issued have are expected to be rated by: |
||||
| $S & P: A+$ Moody's: A2 Fitch: A |
Each such credit rating is established in the European Union and is registered under Regulation (EC) No. 1060/2009.
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.
Indication of yield:
See "Use of Proceeds" wording in Prospectus
SEK 108,660,611.11
Not Applicable
4.85 per cent
The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield.
Not Applicable
$7.$ Dual Currency Notes only - PERFORMANCE OF RATE OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF INVESTMENT
Not Applicable
| (i) | ISIN Code: | XS0615357059 | The temporary ISJN code is XS0758024631. After the Exchange Date, the ISIN code will be |
|---|---|---|---|
| (i) | Common Code: | 061535705 | The temporary Common Code is 075802463. After the Exchange Date, the Common Code will be |
| (iii) | Cusip: | Not Applicable | |
| (iv) | CINS: | Not Applicable | |
| (v) | Swiss Security Number: | Not Applicable | |
| $(v_i)$ | Any clearing system(s) other than Euroclear Bank SA/NV, Clearstream Banking société anonyme and SIX SIS AG (together with the address of each such clearing system) and the relevant identification number(s): |
Not Applicable | |
| (vii) Settlement procedures: | apply | Customary MTN settlement and payment procedures | |
| (viii) Delivery: | Delivery against payment | ||
| (ix) | Names and addresses of additional Paying Agent(s) (including, in the case of Swiss Domestic Notes, the Principal Swiss Paying Agent and any other Swiss Paying Agents) (if any): |
Not Applicable | |
| (x) | Intended to be held in a manner which would allow Eurosystem eligibility: |
No |
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