Bond BPCe 6.5287% ( FR0013405420 ) in USD

BPCe

100 % ⇌

France

FR0013405420 ( in USD )

6.5287% per year ( payment 2 times a year)

01/03/2024 - Bond has expired

Prospectus brochure of the bond BPCE FR0013405420 in USD 6.5287%, expired

1 000 000 USD

23 000 000 USD

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 USD-denominated bond (ISIN: FR0013405420), a ?23,000,000 issuance with a 6.5287% coupon, maturing on 01/03/2024, has reached maturity and been redeemed at 100% of face value, with a minimum trading lot of ?1,000,000 and semi-annual coupon payments.

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 (i ) all channels for
distribution of the Notes to eligible counterparties and professional clients are
appropriate. Any person subsequently offering, sel ing 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.

Final Terms dated 27 February 2019

BPCE
Legal Entity Identifier (LEI): 9695005MSX1OYEMGDF46
Euro 40,000,000,000
Euro Medium Term Note Programme
for the issue of Notes

SERIES NO: 2019-20
TRANCHE NO: 1
Issue of USD 23,000,000 Floating Rate Notes due 1 March 2024
(the "Notes")

Dealer
Mizuho International plc

PART A CONTRACTUAL TERMS
Terms used herein shal 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. Ful 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:
2019-20

(i ) Tranche Number:
1
3 Specified Currency or Currencies:
United States Dol ars ("USD")
4 Aggregate Nominal Amount:

(i) Series:
USD 23,000,000

(i ) Tranche:
USD 23,000,000
5 Issue Price:
100.00 per cent. of the Aggregate Nominal
Amount
6 Specified Denomination(s):
USD 1,000,000
7 (i) Issue Date:
1 March 2019

(i ) Interest Commencement Date:
Issue Date
8 Interest Basis:
Three (3) months USD LIBOR + 0.89 per
cent. Floating Rate
(further particulars specified below)
9 Maturity Date:
The Specified Interest Payment Date falling
on or nearest to 1 March 2024
10 Redemption Basis:
Subject to any purchase and cancellation or
early redemption, the Notes wil 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

(i ) Dates
of
the
corporate Decisions of the Directoire of the Issuer
authorisations for issuance of dated 9 April 2018 and 16 July 2018 and of

Notes obtained:
Mr. Jean-Philippe Berthaut, Head of Group
Funding dated 20 February 2019.
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14 Fixed Rate Note Provisions
Not Applicable
15 Floating Rate Note Provisions
Applicable

(i) Interest Period(s):
The period beginning on (and including) the
Interest Commencement Date and ending
on (but excluding) the First Specified
Interest Payment Date and each successive
period beginning on (and including) a
Specified Interest Payment Date and ending
on (but excluding) the next succeeding
Specified Interest Payment Date

(i ) Specified
Interest
Payment 1 March, 1 June, 1 September and 1
Dates:
December in each year, subject to
adjustment in accordance with the Business
Day Convention set out in (iv) below

(i i) First Interest Payment Date:
The Specified Interest Payment Date falling
on or nearest to 1 June 2019

(iv) Business Day Convention:
Modified
Fol owing
Business
Day
Convention

(v) Interest Period Date:
Not Applicable

(vi) Business Centre(s):
London, New York and TARGET

(vi ) Manner in which the Rate(s) of Screen Rate Determination
Interest is/are to be determined:

(vi i) Party responsible for calculating Not Applicable
the Rate(s) of Interest and/or
Interest Amount(s) (if not the
Calculation Agent):

(ix) Screen Rate Determination:
Applicable

Reference Rate:
3 months USD LIBOR

Interest Determination
Two (2) London Business Days prior to the
Date:
first day of each Interest Period

Relevant Screen Page:
Reuters Screen LIBOR01 Page

Relevant Screen Page
11:00 am London time
Time

(x) FBF Determination
Not Applicable

(xi) ISDA Determination:
Not Applicable

(xi ) Margin(s):
+ 0.89 per cent. per annum

(xi i) Minimum Rate of Interest:
0.00 per cent. per annum

(xiv) Maximum Rate of Interest:
Not Applicable

(xv) Day Count Fraction:
Actual/360, Adjusted
16 Zero Coupon Note Provisions
Not Applicable
17 Inflation Linked Interest Note
Not Applicable
Provisions
PROVISIONS RELATING TO REDEMPTION
18 Call Option
Not Applicable
19 Put Option
Not Applicable
20 MREL/TLAC Disqualification Event
Applicable
Call Option:
21 Final Redemption Amount of each
USD 1,000,000 per Note of USD 1,000,000
Note
Specified Denomination
22 Inflation Linked Notes Provisions
Not Applicable
relating to the Final Redemption

Amount:
23 Early Redemption Amount

(i) Early Redemption Amount(s) of USD 1,000,000 per Note of USD 1,000,000
each Senior Note payable on Specified Denomination
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)(i )) or for
Il egality (Condition 6(l)):

(i ) Early Redemption Amount(s) of Not Applicable
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 (Condition 6(i)(i )) or a
Tax
Deductibility
Event
(Condition 6(i)(i i)):

(i i) Redemption
for
taxation No
reasons permitted on days
others than Interest Payment
Dates (Condition 6(i)):

(iv) Unmatured Coupons to become Not Applicable
void upon early redemption
(Materialised
Bearer
Notes
only) (Condition 7(f)):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24 Form of Notes:
Dematerialised Notes

(i) Form of Dematerialised Notes:
Bearer form (au porteur)

(i ) Registration Agent:
Not Applicable

(i i) Temporary Global Certificate:
Not Applicable

(iv) Applicable TEFRA exemption:
Not Applicable
25 Financial Centre(s):
London, New York and TARGET
26 Talons for future Coupons or
Not Applicable
Receipts to be attached to Definitive
Notes (and dates on which such
Talons mature):
27 Details relating to Instalment Notes:
Not Applicable
amount of each instalment, date on
which each payment is to be made:
28 Redenomination provisions:
Not Applicable
29 Purchase in accordance with
Applicable
applicable French laws and
regulations:
30 Consolidation provisions:
Not Applicable
31 Meeting and Voting Provisions
Contractual Masse shal apply

(Condition 11):
Name and address of the Representative:
As per Condition 11 (c)
Name and address of the alternate
Representative:
As per Condition 11 (c)The Representative
wil receive a remuneration of EUR 2,000
(excluding VAT) per year.

RESPONSIBILITY

The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of BPCE
Duly represented by:
............................................
Mr. Jean-Philippe BERTHAUT, Head of Group Funding

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.

(i ) Estimate of total expenses EUR 3,325
related to admission to trading:
2 RATINGS

Ratings:
The Notes to be issued are expected to be
rated:
S&P: A+
S&P is 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 REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
EXPENSES
Not Applicable
5 FLOATING RATE NOTES ONLY - HISTORIC INTEREST RATES

Details of historic LIBOR rates can be obtained from Reuters Page LIBOR01.
6 NOTES LINKED TO A BENCHMARK ONLY BENCHMARK

Benchmarks:
Amounts payable under the Notes wil be
calculated by reference to 3 months USD
LIBOR which is provided by European Money
Market Institute ("EMMI"). As at the date of
these Final Terms,3 months USD LIBOR does
not appear on the register of administrators
and benchmarks established and maintained
by the European Securities and Markets
Authority pursuant to Article 36 of the
Benchmark Regulation (Regulation (EU)
2016/1011) (the "Benchmark Regulation").
As far as the Issuer is aware, the transitional
provisions in Article 51 of the Benchmark
Regulation apply, such that EMMI is not
currently required to obtain authorisation or
registration.

7 OPERATIONAL INFORMATION

ISIN:
FR0013405420

Common Code:
001340542

Depositaries:

(i) Euroclear France to act as Yes
Central Depositary:

(i ) Common
Depositary
for No
Euroclear and Clearstream:

Any clearing system(s) other than
Not Applicable
Euroclear and Clearstream and the
relevant identification number(s):

Delivery:
Delivery free of payment

Names and addresses of additional
Not Applicable
Paying Agent(s) (if any):
8 DISTRIBUTION

(i) Method of distribution:
Non-syndicated

(i ) If syndicated:

(a) Names of Managers:
Not Applicable

(b) Stabilising Manager(s) if Not Applicable
any:

(i) If non-syndicated, name and Mizuho International plc
address of Dealer:
Mizuho House
30 Old Bailey
London EC4M 7AU
United Kingdom

(i ) Prohibition of Sales to EEA Not Applicable
Retail Investors:

(i i) US Selling Restrictions
Reg. S Compliance Category 2 applies to the
(Categories of potential investors to Notes; TEFRA not applicable

which the Notes are offered):