Bond BPCe 2.125% ( FR0013397304 ) in GBP

BPCe

100 % ▲

France

FR0013397304 ( in GBP )

2.125% per year ( payment 1 time a year)

15/12/2022 - Bond has expired

Prospectus brochure of the bond BPCE FR0013397304 in GBP 2.125%, expired

100 000 GBP

250 000 000 GBP

BPCE is a French banking group formed by the merger of several regional banking networks, primarily operating through its two main subsidiaries, Banque Populaire and Caisse d'Epargne.

BPCE's GBP-denominated bond (FR0013397304), a ?250,000,000 issuance with a 2.125% coupon, maturing on 15/12/2022, has reached maturity and been repaid at 100% of its face value, with a minimum trading lot of ?100,000 and a frequency of payment of 1.

MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of each manufacturer's product
approval process, the target market assessment in respect of the Notes, taking into account the five categories
referred to in item 18 of the Guidelines published by ESMA on 5 February 2018, has led to the conclusion that:
(i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in
Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all channels for distribution of the Notes to eligible
counterparties and professional clients are appropriate. Any person subsequently offering, selling or
recommending the Notes (a "distributor") should take into consideration the manufacturers' 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 manufacturers' target market assessment)
and determining appropriate distribution channels.
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 ("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 MiFID II; or (ii) a customer within
the meaning of Directive 2016/97/EU, as amended, where that customer would not qualify as a professional
client as defined in point (10) of Article 4(1) of MiFID II. 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.

Final Terms dated 16 January 2019
BPCE
Legal Entity Identifier (LEI): 9695005MSX1OYEMGDF46
Euro 40,000,000,000
Euro Medium Term Note Programme
for the issue of Notes
SERIES NO: 2019-03
TRANCHE NO: 1
GBP 300,000,000 2.125 per cent. Senior Preferred Notes due 16 December 2022 (the "Notes")
Joint Lead Managers
Barclays
Natixis
NatWest Markets
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PART A CONTRACTUAL TERMS
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 21 November 2018 which received visa n°18-528 from the Autorité des
marchés financiers (the "AMF") on 21 November 2018 (the "Base Prospectus") which constitutes a base
prospectus for the purposes of 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 such Base 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 Base
Prospectus. The Base Prospectus is available for viewing at the office of the Fiscal Agent or each of the Paying
Agents and on the website of the AMF (www.amf-france.org) and copies may be obtained from BPCE, 50
avenue Pierre Mendès-France, 75013 Paris, France.
1
Issuer:
BPCE
2
(i) Series Number:
2019-03
(ii) Tranche Number:
1
3
Specified Currency or Currencies:
Pounds Sterling ("GBP")
4
Aggregate Nominal Amount:
(i) Series:
GBP 300,000,000
(ii) Tranche:
GBP 300,000,000
5
Issue Price:
99.425 per cent. in respect of GBP 250,000,000 in
principal amount and
99.310 per cent. in respect of GBP 50,000,000 in
principal amount
6
Specified Denomination:
GBP 100,000
7
(i) Issue Date:
18 January 2019
(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
2.125 per cent. Fixed Rate
(further particulars specified below)
9
Maturity Date:
16 December 2022
10
Redemption 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
(i) Status of the Notes:
Senior Preferred Notes
(ii) Dates of the corporate authorisations for
issuance of Notes obtained:
Decisions of the Directoire of the Issuer dated
9 April 2018 and 16 July 2018 and decision of
Jean-Philippe Berthaut, Responsable Emissions
Groupe, dated 16 January 2019
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14
Fixed Rate Note Provisions:
Applicable
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(i) Rate of Interest:
2.125 per cent. per annum payable annually in
arrear on each Interest Payment Date
(ii) Interest Payment Date(s):
16 December in each year commencing on
16 December 2019. There will be a short first
coupon in respect of the first Interest Period from,
and including, the Issue Date to, but excluding,
16 December 2019.
(iii) Fixed Coupon Amount:
GBP 2,125 per Note of GBP 100,000 Specified
Denomination subject to the provisions of
paragraph "Broken Amount" below.
(iv) Broken Amount:
GBP 1,932.88 per Note of GBP 100,000 Specified
Denomination payable on the Interest Payment
Date falling on 16 December 2019
(v) Day Count Fraction:
Actual/Actual (ICMA)
(vi) Resettable:
Not Applicable
(vii) Determination Dates:
16 December in each year
(viii) Payments on Non-Business Days:
As per the Conditions
15
Floating Rate Note Provisions:
Not Applicable
16
Zero Coupon Note Provisions:
Not Applicable
17
Inflation Linked Interest Note Provisions:
Not Applicable
PROVISIONS RELATING TO REDEMPTION
18
Call Option:
Not Applicable
19
Put Option:
Not Applicable
20
MREL/TLAC Disqualification Event Call
Option:
Applicable
21
Final Redemption Amount of each Note:
GBP 100,000 per Note of GBP 100,000 Specified
Denomination
22
Inflation Linked Notes Provisions relating to
the Final Redemption Amount:
Not Applicable
23
Early Redemption Amount:
(i) Early Redemption Amount(s) of each
Senior Note payable on redemption upon
the occurrence of an MREL/TLAC
Disqualification Event (Condition 6(g)),
if applicable, a Withholding Tax Event
(Condition 6(i)(i)), a Gross Up Event
(Condition 6(i)(ii)) or for Illegality
(Condition 6(l)):
GBP 100,000 per Note of GBP 100,000 Specified
Denomination
(ii) Early Redemption Amount(s) of each
Subordinated
Note
payable
on
redemption upon the occurrence of a
Capital Event (Condition 6(h)), a
Withholding
Tax
Event
(Condition 6(i)(i)), a Gross-Up Event
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(Condition 6(i)(ii)) or a Tax Deductibility
Event (Condition 6(i)(iii)):
Not Applicable
(iii) Redemption for taxation reasons
permitted on days others than Interest
Payment Dates (Condition 6(i)):
Yes
(iv) Unmatured Coupons to become void
upon early redemption (Materialised
Bearer Notes only) (Condition 7(f)):
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24
Form of Notes:
Dematerialised Notes
(i) Form of Dematerialised Notes:
Bearer form (au porteur)
(ii) Registration Agent:
Not Applicable
(iii) Temporary Global Certificate:
Not Applicable
(iv) Applicable TEFRA exemption:
Not Applicable
25
Financial Centre(s):
London
26
Talons for future Coupons or Receipts to be
attached to Definitive Notes (and dates on
which such Talons mature):
Not Applicable
27
Details relating to Instalment Notes: amount of
each instalment, date on which each payment
is to be made:
Not Applicable
28
Redenomination provisions:
Not Applicable
29
Purchase in accordance with applicable French
laws and regulations:
Applicable
30
Consolidation provisions:
Not Applicable
31
Meeting and Voting Provisions (Condition 11): Contractual Masse shall apply
Name and address of the initial Representative:
As per Condition 11(c)
Name and address of the alternate Representative:
As per Condition 11(c)
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of BPCE
Duly represented by: Jean-Philippe Berthaut, Responsable Emissions Groupe
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PART B OTHER INFORMATION
1
LISTING AND ADMISSION TO TRADING
(i)
Listing and Admission to trading:
Application has been made by the Issuer (or on its behalf) for the
Notes to be listed and admitted to trading on Euronext Paris with
effect from the Issue Date.
(ii)
Estimate of total expenses related
to admission to trading:
EUR 8,100 (including AMF fees)
2
RATINGS
Ratings:
The Notes to be issued are expected to be rated:
Fitch: A+
Moody's Investor Services: A1
S&P: A+
Each of Fitch, Moody's Investor Services and S&P are
established in the European Union and registered under
Regulation (EC) No 1060/2009, as amended.
3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
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.
4
YIELD
Indication of yield:
2.281 per cent. per annum in respect of GBP 250,000,000 and
2.312 per cent. per annum in respect of GBP 50,000,000
The yield is calculated at the Issue Date on the basis of the each
Issue Price. It is not an indication of future yield.
5
OPERATIONAL INFORMATION
ISIN:
FR0013397304
Common Code:
193685897
Depositaries:
(i)
Euroclear France to act as
Central Depositary:
Yes
(ii)
Common
Depositary
for
Euroclear and Clearstream:
No
Any clearing system(s) other than
Euroclear and Clearstream and the
relevant identification number(s):
Not Applicable
Delivery:
Delivery free of payment
Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
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6
DISTRIBUTION
(i)
Method of distribution:
Syndicated
(ii) If syndicated:
(a) Names of Managers:
Joint Lead Managers
Barclays Bank PLC
Natixis
NatWest Markets Plc
(b) Stabilising Manager(s) if any:
Not Applicable
(iii) If non-syndicated, name and
address of Dealer:
Not Applicable
(iv) Prohibition of Sales to EEA Retail
Investors:
Applicable
(v) US Selling Restrictions (Categories
of potential investors to which the
Notes are offered):
Reg. S Compliance Category 2 applies to the Notes; TEFRA
not applicable
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