Capital/Financing Update • Apr 30, 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 19 May 2011 (the "Prospectus") and the supplementary prospectuses dated 21 July 2011, 25 October 2011 and 25 April 2012 which together constitute 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), Regeringsgatan 13, SE-105 34 Stockholm, Sweden and www.swedbank.se and copies may be obtained from Swedbank AB (publ), Regeringsgatan 13, SE-105 34 Stockholm, Sweden.
| 1. | Issuer: | Swedbank AB (publ) |
|---|---|---|
| 2. | Series Number: (i) |
189 |
| (ii) Tranche Number: |
1 | |
| 3. | Specified Currency or Currencies: | Swedish Krona ("SEK") |
| 4. | Aggregate Nominal Amount: | SEK 1,000,000,000 |
| (i) Series: |
SEK 1,000,000,000 | |
| (ii) Tranche: |
SEK 1,000,000,000 | |
| 5. | Issue Price: | 99,913 per cent of the Aggregate Nominal Amount |
| 6. | Specified Denomination(s): (i) |
SEK 1,000,000 |
| (ii) Calculation Amount: |
SEK 1,000,000 | |
| 7. | Issue Date: $\left( i\right)$ |
3 May 2012 |
| (ii) Interest Commencement Date: |
3 May 2012 | |
| 8. | Maturity Date: | Interest Payment Date falling in or nearest to November 2014 |
| 9. | Interest Basis: | 3 months STIBOR Floating Rate (further particulars specified below) |
||
|---|---|---|---|---|
| 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 | |
| a) | 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: | 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 in 3 August, 3 November, 3 February and 3 May each year, from and including the Issue Date, to and including the 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, adjusted |
||
| (iii) | Business Centre(s): | Stockholm | ||
| (iv) | Manner in which the Rate(s) of Interest is/are to be determined: |
Screen Rate Determination | ||
| (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 |
$\label{eq:2.1} \frac{1}{\sqrt{2}}\int_{\mathbb{R}^3}\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2\frac{1}{\sqrt{2}}\left(\frac{1}{\sqrt{2}}\right)^2.$
| Interest Determination Date(s): | Two (2) Stockholm Business Days prior to the start of each Interest Period. |
||
|---|---|---|---|
| Relevant Screen Page: | Reuters Screen SIDE Page | ||
| (vii) | ISDA Determination: | Not Applicable | |
| (viii) Margin(s): | $+0.95$ per cent per annum | ||
| (ix) | Minimum Rate of Interest: | Not Applicable | |
| (x) | Maximum Rate of Interest: | Not Applicable | |
| $(x_i)$ | Day Count Fraction: | Actual/360 | |
| (xii) | Fall back provisions, rounding provisions, denominator and any other terms relating to the method of 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 $5(e)$ : |
As per Condition 5 (e) | ||
| GENERAL PROVISIONS APPLICABLE TO THE 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. | $Centre(s)$ or other special Financial provisions relating to Payment Days: |
Stockholm |
| 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: | |
| Instalment Amount(s): (i) |
Not Applicable | |
| Instalment Date(s): (ii) |
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. | If syndicated, names of Managers: (i) |
Not Applicable |
| Date of Subscription Agreement: (ii) |
Not Applicable | |
| Stabilising Manager(s) (if any): (iii) |
Not Applicable | |
| 34. | If non-syndicated, name of Dealer: | Swedbank AB (publ) |
| 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 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: $\hat{z}$ By Kimmy Scruuelssen
D
María Krogars
admission to trading:
London $(i)$ Listing: Application has been made for the Notes to be Admission to trading: $(ii)$ admitted to trading on the London Stock Exchange with effect from 3 May 2012. $(iii)$ Estimate of total expenses related to Not Applicable
Ratings:
The Notes to be issued are expected to be assigned the following ratings: $S & P: A+$ Moody's: A2 Fitch: A
Each such credit rating agency 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.
Not Applicable
Not Applicable
Not Applicable
| (i) | ISIN Code: | XS0778478478 |
|---|---|---|
| (i) | Common Code: | 077847847 |
| (iii) | Cusip: | Not Applicable |
| (iv) | CINS: | Not Applicable |
| (v) | Swiss Security Number: | Not Applicable |
| $(v_i)$ | Any clearing system(s) other than $T_{\text{total}}$ $\sim$ $T_{\text{total}}$ $\Omega$ $\Lambda$ $\overline{\text{N}}$ $I$ $\Omega$ $\overline{\text{C}}$ $\overline{\text{C}}$ $\overline{\text{C}}$ $\overline{\text{C}}$ |
Not Applicable |
Euroclear Bank SA/NV, Clearstream Banking société anonyme and SIX SIS Ltd (together with the address of each such clearing system) and the relevant identification number(s):
(vii) Settlement procedures:
(viii) Delivery:
Delivery against payment
payment procedures apply
Customary medium term note settlement and
Not Applicable
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