Bond BPCe 6.39129% ( FR0013483682 ) in USD

BPCe

100 % ⇌

France

FR0013483682 ( in USD )

6.39129% per year ( payment 2 times a year)

24/02/2027

Prospectus brochure of the bond BPCE FR0013483682 en USD 6.39129%, maturity 24/02/2027

1 000 000 USD

10 000 000 USD

24/02/2027 ( In 655 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.

BPCE issued a USD 10,000,000 bond (ISIN: FR0013483682) maturing on February 24, 2027, with a 6.39129% coupon rate, paying semi-annually, currently trading at 100% of par value, with a minimum trading size of USD 1,000,000.

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
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.

Final Terms dated 20 February 2020

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

SERIES NO: 2020-03
TRANCHE NO: 1
USD 10,000,000 Floating Rate Notes due February 2027
(the "Notes")

Dealer
Mizuho International plc

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 and Supplement n°1
dated 18 February 2020 which received approval number n° 20-044 from the AMF on 18 February 2020
(togheter 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.
A33077306

1 Issuer:
BPCE
2
(i) Series Number:
2020-03

(ii) Tranche Number:
1
3
Specified Currency or Currencies:
United States Dollar ("USD")
4
Aggregate Nominal Amount:

(i) Series:
USD 10,000,000

(ii) Tranche:
USD 10,000,000
5
Issue Price:
100 per cent. of the Aggregate Nominal Amount
6
Specified Denomination(s):
USD 1,000,000
7
(i) Issue Date:
24 February 2020

(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
3 month USD LIBOR +0.75 per cent. Floating
Rate
(further particulars specified below)
9
Maturity Date:
Interest Payment Date falling in or nearest to 24
February 2027
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
for issuance of Notes obtained:
April 2019 and of Mr. Jean-Philippe Berthaut,
Head of Group Funding dated 10 February 2020
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

(ii) Specified Interest Payment Dates:
24 February, 24 May, 24 August and 24 November
in each year, subject to adjustment in accordance
with the Business Day Convention set out in (iv)
below
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(iii) First Interest Payment Date:
The Specified Interest Payment Date falling on or
nearest to 24 May 2020

(iv) Business Day Convention:
Modified Following Business Day Convention

(v) Interest Period Date:
Not Applicable

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

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

(viii) Party responsible for calculating the
Not Applicable
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 first day
Date:
of each Interest Period

Relevant Screen Page:
Reuters Screen LIBOR01 Page

Relevant Screen Page
11:00am London time
Time

(x) FBF Determination
Not Applicable

(xi) ISDA Determination:
Not Applicable

(xii)
Margin :
+0.75 per cent. per annum

(xiii)
Minimum Rate of Interest:
0.00 per cent. per annum
(xiv)
Maximum Rate of Interest:
Not applicable

(xv)
Day Count Fraction :
Act/360 (Adjusted)

Zero Coupon Note Provisions
Not Applicable

16 Inflation Linked Interest Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
17 Call Option
Not Applicable
18 Put Option
Not Applicable
19 MREL/TLAC Disqualification Event Call
Applicable
Option:
20 Final Redemption Amount of each Note
USD 1,000,000 per Note of USD 1,000,000
Specified Denomination
21 Inflation Linked Notes Provisions
Not Applicable
relating to the Final Redemption Amount:
22 Early Redemption Amount

(i) Early Redemption Amount(s) of each
USD 1,000,000 per Note of USD 1,000,000
Senior Note payable on redemption
Specified Denomination
upon
the
occurrence
of
an
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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
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
No
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
23 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
24 Financial Centre(s):
London, New York and TARGET
25 Talons for future Coupons or Receipts to
Not Applicable
be attached to Definitive Notes (and dates
on which such Talons mature):
26 Details relating to Instalment Notes:
Not Applicable
amount of each instalment, date on which
each payment is to be made:
27 Redenomination provisions:
Not Applicable
28 Purchase in accordance with applicable
Applicable
French laws and regulations:
29 Consolidation provisions:
Not Applicable
30 Meeting and Voting Provisions (Condition
Contractual Masse shall apply
11):
Name and address of the initial Representative:
As per Condition 11(c)
Name and address of the alternate Representative:
As per Condition 11(c)
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The Representative will receive a remuneration of
EUR 2,000 (excluding VAT) per year so long as
any of the Notes is outstanding.

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

A33077306

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 4,900
admission to trading:
2
RATINGS

Ratings:
Not Applicable
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
OPERATIONAL INFORMATION

ISIN:
FR0013483682

Common Code:
001348368

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 free of payment

Names and addresses of additional Paying
Not Applicable
Agent(s) (if any):
5
DISTRIBUTION

(i) Method of distribution:
Non-syndicated

(ii) If syndicated:

(a) Names of Managers:
Not Applicable

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

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

A33077306