Bond BBVA Banco 0.125% ( CH0522690707 ) in CHF

BBVA Banco

98.4 % ▼

Spain

CH0522690707 ( in CHF )

0.125% per year ( payment 1 time a year)

26/08/2026

Prospectus brochure of the bond BBVA CH0522690707 en CHF 0.125%, maturity 26/08/2026

27/08/2025 ( In 108 days )

BBVA is a Spanish multinational financial services corporation offering a wide range of banking, investment, and wealth management products and services globally.

BBVA's CHF-denominated bond (ISIN: CH0522690707), issued in Spain, currently trades at 98.4% of its face value, offering a 0.125% coupon rate with annual payments and maturing on August 26, 2026.

FINAL TERMS
PROHIBITION OF SALES TO EEA RETAIL INVESTORS
The Notes are not intended to be offered, sold or otherwise made available to, and should not be offered,
sold or otherwise made available to any retail investor in the European Economic Area (the EEA). For
these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended, MiFID II); (ii) a customer within the
meaning of Directive 2002/92/EC (as amended or superseded, the Insurance Mediation Directive),
where that customer would not qualify as a professional client as defined in point (10) of Article 4(1)
of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Directive. Consequently no
key information document required by Regulation (EU) No 1286/2014 (as amended, the PRIIPs
Regulation) for offering or selling the Notes or otherwise making them available to retail investors in
the EEA has been prepared and therefore offering or selling the Notes or otherwise making them
available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
MIFID II PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES AS THE ONLY TARGET MARKET Solely for the purposes of the
manufacturer's product approval process, the target market assessment in respect of the Notes has led
to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional
clients only, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to eligible
counterparties and professional clients are appropriate. The target market assessment indicates that the
Notes are incompatible with the knowledge, experience, needs, characteristic and objective of clients
which are retail clients (as defined in MiFID II) and accordingly the Notes shall not be offered or sold
to any retail clients. Any person subsequently offering, selling or recommending the Notes (a
distributor) should take into consideration the manufacturer's target market assessment; however, a
distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect
of the Notes (by either adopting or refining the manufacturer's target market assessment) and
determining appropriate distribution channels.
Swiss Public Offer: for the avoidance of doubt, investors are informed that the Notes will be offered
to the public in Switzerland only.
Banco Bilbao Vizcaya Argentaria, S.A.
Issuer Legal Entity Identifier (LEI): K8MS7FD7N5Z2WQ51AZ71
Issue of CHF 160,000,000 0.125 per cent. Senior Non-Preferred Notes due August 2026
under the 40,000,000,000
Global Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions
(the Conditions) set forth in the Offering Circular dated 2 July 2019 and the supplements to it dated 7
August 2019, 13 September 2019, 1 November 2019, 23 December 2019 and 13 February 2020
(together, the Offering Circular) attached as Annex A to the prospectus dated 25 February 2020,
prepared for the admission to trading and listing of the Notes on the SIX Swiss Exchange (Swiss Listing
Prospectus). This document must be read in conjunction with the Swiss Listing Prospectus. 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 Swiss Listing Prospectus. The Offering Circular and the Swiss Listing
Prospectus are available at the offices of UBS AG, Investment Bank, Swiss Prospectus Switzerland,
P.O. Box, 8098 Zurich, Switzerland, or can be ordered by (telephone +41-44-239 47 03 (voicemail)),
fax: +41-44-239 69 14 or by email: [email protected].
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1.
Issuer:
Banco Bilbao Vizcaya Argentaria, S.A.
2.
(a)
Series Number:
165
(b)
Tranche Number:
1
(c)
Date on which the Notes will be Not Applicable
consolidated and form a single
Series:
3.
Specified Currency or Currencies:
Swiss Franc (CHF)
4.
Aggregate Nominal Amount:

(a)
Series:
CHF 160,000,000.00
(b)
Tranche:
CHF 160,000,000.00
5.
Issue Price:
100.202 per cent. of the Aggregate Nominal
Amount
6.
(a)
Specified Denomination:
CHF 200,000 and integral multiples of CHF
200,000 thereafter
(b)
Calculation Amount (in relation CHF 200,000
to calculation of interest in
global form see Conditions):
7.
(a)
Issue Date:
27 February 2020
(b)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
27 August 2026
9.
Interest Basis:
0.125 per cent. Fixed Rate
(see paragraph 14 below)

10.
Redemption/Payment Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100 per cent. of their nominal
amount
11.
Change of Interest Basis:
Not Applicable
12.
Put/Call Options:
Not Applicable
13.
(a)
Status of the Notes
Senior
(b)
Status of Senior Notes:
Senior Non-Preferred
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(c)
Status of Subordinated Notes:
Not Applicable
(d)
Date approval for issuance of Not Applicable
Notes obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions
Applicable
(a)
Rate of Interest:
0.125 per cent. per annum payable in arrear on
each Interest Payment Date. There will be a short
first coupon in respect of the period from and
including the Issue Date to but excluding the first
Interest Payment Date falling on 27 August 2020
(the First Interest Period).
(b)
Interest Payment Date(s):
27 August in each year commencing on 27
August 2020 up to and including the Maturity
Date, subject to adjustment for the purposes of
making payment only and not for interest accrual
purposes, in accordance with the Following
Business Day Convention
(c)
Fixed Coupon Amount for CHF 250 per Calculation Amount
Notes in definitive form (and in
relation to Notes in global form
see Conditions):
(d)
Broken Amount for Notes in CHF 125 per Calculation Amount payable in
definitive form (and in relation respect of the First Interest Period on the Interest
to Notes in global form see Payment Date falling on 27 August 2020
Conditions):

(e)
Day Count Fraction:
30/360
(f)
Determination Date(s):
Not Applicable
15.
Fixed Reset Note Provisions
Not Applicable
16.
Floating Rate Note Provisions
Not Applicable
17.
Zero Coupon Note Provisions
Not Applicable
PROVISIONS
RELATING
TO
REDEMPTION
18.
Tax Redemption

If redeemable in part:

(a)
Minimum Redemption Amount: CHF 200,000
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(b)
Maximum
Redemption CHF 159,800,000
Amount:
19.
Issuer Call
Not Applicable
20.
Investor Put
Not Applicable
21.
Final Redemption Amount:
100 per cent per Calculation Amount
22.
Early Redemption Amount payable on 100 per cent per Calculation Amount
redemption for taxation reasons, on an
event of default, upon the occurrence of
a Capital Event or upon the occurrence
of an Eligible Liabilities Event:
GENERAL PROVISIONS APPLICABLE TO THE NOTES
23.
Form of Notes
Bearer Notes:

Permanent Global Note (as defined below)
exchangeable for Definitive Bearer Notes (as
defined below) in the limited circumstances
described below and specified in the Permanent
Global Note.
The Notes and all rights in connection therewith
are documented in the form of a permanent
global note (Globalurkunde) (the Permanent
Global Note), without interest coupons, which
shall be deposited by the Swiss Paying Agent (as
defined below) with SIX SIS Ltd or any other
intermediary in Switzerland recognised for such
purposes by SIX Swiss Exchange Ltd (SIX SIS
Ltd or any such other intermediary, the
Intermediary).
As a matter of Swiss law (i) once the Permanent
Global Note is deposited with the Intermediary
and entered into the accounts of one or more
participants of the Intermediary, the Notes will
constitute
intermediated
securities
(Bucheffekten) (Intermediated Securities) in
accordance with the provisions of the Swiss
Federal Intermediated Securities Act (the FISA)
and (ii) each Noteholder (as defined below) shall
have
a
quotal
co-ownership
interest
(Miteigentumsanteil) in the Permanent Global
Note to the extent of its claim against the Issuer,
provided that for so long as the Permanent Global
Note remains deposited with the Intermediary the
co-ownership interest shall be suspended and the
Notes may only be transferred by entry of the
transferred Notes in a securities account of the
transferee, as set out in the provisions of the
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FISA. The records of the Intermediary will
determine the nominal amount of Notes held by
or through each participant in the Intermediary.
If the Permanent Global Note is exchanged for
Definitive Bearer Notes in accordance with the
provisions set out below, title to the Definitive
Bearer Notes and the Coupons will pass by
delivery and complying with the requirements of
the Spanish Securities Market law, to the extent
applicable.
Neither the Issuer nor any Noteholder shall at any
time have the right to effect or demand the
conversion of the Permanent Global Note into, or
the delivery of, uncertificated securities
(Wertrechte) or definitive Notes (Wertpapiere).
Definitive Notes (Wertpapiere) in bearer form
(Definitive Bearer Notes) with coupons
attached (Coupons) will be printed, and the
Permanent Global Note exchanged, in whole, but
not in part, for Definitive Bearer Notes, if the
Swiss Paying Agent determines, in its sole
discretion, that the printing of the Definitive
Bearer Notes is necessary or useful or if the
presentation of definitive Notes is required by
Spanish or other applicable laws and regulations
in connection with the enforcement of rights of
Noteholders. Should the Swiss Paying Agent so
determine or if such presentation is so required,
the Swiss Paying Agent shall provide for the
printing of the Definitive Bearer Notes without
cost to the Noteholders. If printed, the Definitive
Bearer Notes shall be executed by affixing
thereon the facsimile signatures of two
authorised officers of the Issuer. Upon delivery
of the Definitive Bearer Notes, the Permanent
Global Note will immediately be cancelled by
the Swiss Paying Agent and the Definitive
Bearer Notes will be delivered to the relevant
Noteholders against cancellation of the relevant
Notes in such Noteholders' securities accounts.
Any reference to holder or Noteholder herein or
in the Conditions shall mean, with respect to any
Note, (i) if such Note constitutes an
Intermediated Security, the person, other than an
intermediary (Verwahrungsstelle), holding such
Note in a securities account (Effektenkonto) with
an intermediary (Verwahrungsstelle), or the
intermediary (Verwahrungstelle), holding such
Note for its own account, and (ii) if the
Permanent Global Note has been exchanged for
Definitive Bearer Notes, the bearer of the
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Definitive Bearer Note representing such Note.
The Issuer and any Agent will (except as
otherwise required by law) deem and treat the
bearer of any Definitive Bearer Note (and its
Coupons) as the absolute owner thereof (whether
or not overdue and notwithstanding any notice of
ownership or writing thereon or notice of any
previous loss or theft thereof) for all purposes.
For the avoidance of doubt, the sixth and seventh
paragraphs of Condition 1 (Form, Denomination
and Title) are deleted in their entirety and
replaced with the provisions set out in this
paragraph 23.
24.
New Global Note (NGN):
Not Applicable
25.
Additional Financial Centre(s):
TARGET 2 System
26.
Talons for future Coupons to be attached No
to Definitive Bearer Notes:
27.
Condition 16 applies:
Yes
28.
Eligible Liabilities Event:
Applicable, in accordance with the Conditions.
29.
Additional Events of Default (Senior Not Applicable
Preferred Notes):
30.
RMB Currency Event:
Not Applicable
31.
Spot Rate (if different from that set out Not Applicable
in Condition 5(h)):
32.
Party responsible for calculating the Not Applicable
Spot Rate:
33.
Relevant Currency (if different from that Not Applicable
in Condition 5(h)):
34.
RMB Settlement Centre(s):
Not Applicable
35.
Governing Law:
Spanish Law
36.
Other Final Terms:
Payments
Payments of principal and interest in respect of
the Notes will be made without any restrictions
and irrespective of nationality, domicile or
residence of the holder of a Note or Coupon and
without requiring any certification, affidavit or
the fulfilment of any other formality.
The receipt by the Swiss Paying Agent of the due
and punctual payment of the funds in Swiss
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Francs for amounts due under the Notes shall
release the Issuer from its obligations under the
Notes and Coupons to the extent of such
payment.
In respect of the Notes, the Issuer will (i) at all
times maintain a paying agent having a specified
office in Switzerland, which agent shall, for so
long as the Notes are listed on the SIX Swiss
Exchange and the rules of the SIX Swiss
Exchange so require, have an office in
Switzerland and be a bank or securities dealer
subject to supervision by the Swiss Financial
Market Supervisory Authority FINMA, and (ii)
at no time maintain a paying agent having a
specified office outside of Switzerland.
The provisions set forth above under the heading
"Payments" are in addition to paragraphs (a) and
(b) of Condition 5 (Payments) and replace
entirely paragraphs (c) and (e) of Condition 5
(Payments). Condition 5 (Payments) shall be
construed accordingly.
Notices
So long as the Notes are listed on the SIX Swiss
Exchange and so long as the rules of the SIX
Swiss Exchange so require, all notices in respect
of the Notes will be validly given by the Issuer
without cost to the Noteholders through the
Swiss Paying Agent either (i) by means of
electronic publication on the internet website of
the SIX Swiss Exchange (www.six-group.com,
where notices are currently published under
https://www.six-
group.com/exchanges/news/official_notices/sear
ch_en.html) or (ii) otherwise in accordance with
the regulations of the SIX Swiss Exchange. Any
notices so given will be deemed to have been
validly given on the date of such publication or if
published more than once, on the first date of
such publication.
If the Notes are for any reason no longer listed on
the SIX Swiss Exchange and no Definitive
Bearer Notes have been printed and delivered,
notices to Noteholders shall be given by
communication through the Swiss Paying Agent
to the Intermediary for forwarding to the
Noteholders, which notice will be deemed to be
validly given on the date of communication to the
Intermediary.
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For the avoidance of doubt, so long as the
Permanent Global Note is deposited with the
Intermediary, the provisions above and not the
provisions set forth in Condition 13 (Notices)
shall apply. At all other times, Condition 13
(Notices) shall apply in full. Condition 13
(Notices) shall be construed accordingly.
21 February 2020

Signed on behalf of the Issuer:

By:

............................................................................
Duly authorised

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PART B - OTHER INFORMATION

1.
LISTING AND ADMISSION TO TRADING
(a)
Listing
and
Admission
to Application will be made by the Issuer (or on its
trading:
behalf) for the Notes to be provisionally admitted
to trading on the SIX Swiss Exchange with effect
from 25 February 2020
Application for definitive admission to trading
and listing on the SIX Swiss Exchange will be
made as soon as practicable thereafter and (if
granted) will only be granted after the Issue Date.
The last day of trading on the SIX Swiss
Exchange is expected to be the second Exchange
Business Day prior to the Maturity Date,
Exchange Business Day means a day (other than
a Saturday or a Sunday) on which the SIX Swiss
Exchange is open for general business.
(b)
Estimate of total expenses CHF 18,600
related to admission to trading:
2.
RATINGS

The Notes are expected to be rated:
Moody's Investors Services España, S.A.
(Moody's): Baa2
Standard & Poor's Credit Market Services
Europe Limited (S&P): BBB+
Fitch Ratings España, S.A.U. (Fitch): A-
Each of Moody's, S&P and Fitch is established in
the European Union and is registered under
Regulation (EC) No. 1060/2009 (as amended).

3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved
in the issue of the Notes has an interest material to the offer. The Joint Lead Managers and
their affiliates have engaged and may in the future engage in investment banking and/or
commercial banking transactions with, and may perform other services for, the Issuer and its
affiliates in the ordinary course of business.
4.
REASONS FOR THE OFFER
The net proceeds of the issue of the Notes will be
used for the Group's general corporate purposes,
which include making a profit.
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5.
YIELD

(a)
Indication of yield:
0.094 per cent. per annum

The yield is calculated at the Issue Date on the
basis of the Issue Price. It is not an indication of
future yield.
6.
OPERATIONAL INFORMATION

(a)
ISIN:
CH0522690707
(b)
Common Code:
212326356
(c)
CFI:
Not Applicable
(d)
FISN:
Not Applicable

(e)
CUSIP:
Not Applicable
(f)
Any clearing system(s) other SIX SIS Ltd
than Euroclear Bank SA/NV,
Clearstream Banking, S.A. and Security Number 52.269.070
the Depository Trust Company
and the relevant identification
number(s):
(g)
Delivery:
Delivery against payment

(h)
Names
and
addresses
of UBS AG
additional Paying Agent(s) (if
any):
The Issuer has, pursuant to a supplemental issue
and paying agency agreement dated 21 February
2020 (the Supplemental Agency Agreement),
appointed UBS AG with its registered office
located at the following address as the Swiss
paying agent (the Swiss Paying Agent) wih
respect to the Notes and any other notes of the
same Series:

Bahnhofstrasse 45
CH-8001 Zurich
Switzerland

None of the existing paying agents appointed
under the amended and restated issue and paying
agency agreement dated 2 July 2019 (the Agency
Agreement) will act as paying agents for the
Notes and any reference in the Conditions to (i)
the "Principal Paying Agent" or the "Paying
Agents" shall, so far as the context permits, be
construed as references to the Swiss Paying
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