Bond BPCe 2.82% ( FR0013468345 ) in AUD

BPCe

100 % ⇌

France

FR0013468345 ( in AUD )

2.82% per year ( payment 1 time a year)

18/12/2029

Prospectus brochure of the bond BPCE FR0013468345 en AUD 2.82%, maturity 18/12/2029

200 000 AUD

50 000 000 AUD

18/12/2025 ( In 222 days )

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.

The Bond issued by BPCe ( France ) , in AUD, with the ISIN code FR0013468345, pays a coupon of 2.82% per year.
The coupons are paid 1 time per year and the Bond maturity is 18/12/2029

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.

Final Terms dated 16 December 2019

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

SERIES NO: 2019-57
TRANCHE NO: 1
AUD 50,000,000 2.82% Fixed Rate Notes due 18 December 2039 (the "Notes")

Dealer
Natixis

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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 2019 which received approval number
n°19-539 from the Autorité des marchés financiers (the "AMF") on 21 November 2019 (the "Base
Prospectus"), which constitutes a base prospectus for the purposes of the Prospectus Regulation.
This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus
Regulation and must be read in conjunction with such Base Prospectus in order to obtain all the relevant
information. 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:
2019-57

(ii) Tranche Number:
1

3
Specified Currency or Currencies:
Australian Dollars ("AUD")
4
Aggregate Nominal Amount:

(i) Series:
AUD 50,000,000

(ii) Tranche:
AUD 50,000,000
5
Issue Price:
100 per cent. of the Aggregate Nominal Amount
6
Specified Denomination(s):
AUD 200,000
7
(i) Issue Date:
18 December 2019

(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
2.82 per cent. Fixed Rate
(further particulars specified below)
9
Maturity Date:
18 December 2039
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
Decision of the Directoire of the Issuer dated 2 April
for issuance of Notes obtained:
2019 and of Mr. Jean-Philippe Berthaut, Head of
Group Funding dated 9 December 2019
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14 Fixed Rate Note Provisions
Applicable
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(i) Rate of Interest:
2.82 per cent. per annum payable in arrear on each
Interest Payment Date

(ii) Interest Payment Date(s):
18 December in each year commencing on 18
December 2020 up to and including the Maturity Date

(iii) Fixed Coupon Amount(s):
AUD 5,640 per Note of AUD 200,000 Specified
Denomination

(iv) Broken Amount(s):
Not Applicable

(v) Day Count Fraction:
30/360, unadjusted

(vi) Resettable:
Not Applicable

(vii) Determination Dates:
18 December in each year

(viii) Payments on Non-Business Days
As per 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
Applicable
Option:
21 Final Redemption Amount of each Note
AUD 200,000 per Note of AUD 200,000 Specified
Denomination
22 Inflation Linked Notes Provisions relating
Not Applicable
to the Final Redemption Amount:

23 Early Redemption Amount

(i) Early Redemption Amount(s) of each
AUD 200,000 per Note of AUD 200,000 Specified
Senior Note payable on redemption
Denomination
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)):

(ii) Early Redemption Amount(s) of each
Not Applicable
Subordinated
Note
payable
on
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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)(ii)) or a Tax Deductibility Event
(Condition 6(i)(iii)):

(iii) Redemption for taxation reasons
Yes
permitted on days others than Interest
Payment Dates (Condition 6(i)):

(iv) Unmatured Coupons to become void
Not Applicable
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)

(ii) Registration Agent:
Not Applicable

(iii) Temporary Global Certificate:
Not Applicable

(iv) Applicable TEFRA exemption:
Not Applicable

25 Financial Centre(s):
TARGET, Sydney

26 Talons for future Coupons or Receipts to be
Not Applicable
attached to Definitive Notes (and dates on
which such Talons mature):
27 Details relating to Instalment Notes: amount
Not Applicable
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 (Condition
Contractual Masse shall apply
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 will receive a
remuneration of EUR 2,000 (excluding VAT) per year
so long as any of the Notes remains outstanding.
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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

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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
EUR 11,725
admission to trading:
2
RATINGS

Ratings:
The Notes to be issued have been 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
FIXED RATE NOTES AND RESETTABLE NOTES ONLY YIELD

Indication of yield:
2.82%
The yield is calculated at the Issue Date on the basis of
the Issue Price. It is not an indication of future yield.
5
OPERATIONAL INFORMATION

ISIN:
FR0013468345

Common Code:
209308908

Depositaries:

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

(ii) Common Depositary for Euroclear and
No
Clearstream:

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

Delivery:
Delivery against payment

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

6
DISTRIBUTION

(i) Method of distribution:
Non-syndicated

(ii) If syndicated:

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(a) Names of Managers:
Not Applicable

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

(iii) If non-syndicated, name and address of
Natixis at 47 Quai d'Austerlitz, 75013 Paris
Dealer:

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

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

which the Notes are offered):

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