Bond BPCe 6.91066% ( FR0013515525 ) in USD

BPCe

100 % ⇌

France

FR0013515525 ( in USD )

6.91066% per year ( payment 2 times a year)

04/06/2027

Prospectus brochure of the bond BPCE FR0013515525 en USD 6.91066%, maturity 04/06/2027

200 000 USD

30 000 000 USD

04/12/2025 ( In 77 days )

BPCE is France's second-largest banking group, a cooperative network formed from the merger of the Banques Populaires and Caisses d'Epargne, providing a comprehensive range of retail banking, asset management, and insurance services.

BPCE issued a USD 30,000,000 bond (FR0013515525) with a 6.91066% coupon rate, maturing on 04/06/2027, paying semi-annually, currently trading at 100% of par value, with a minimum trading size of 200,000.

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 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.

A40459134

1

Final Terms dated 2 June 2020

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

SERIES NO: 2020-20
TRANCHE NO: 1
USD 30,000,000 Floating Rate Senior Preferred Notes due 4 June 2027 (the "Notes")

Dealer
Standard Chartered Bank

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"), the first supplement to the
Base Prospectus dated 18 February 2020 which received approval number n°20-044 from the AMF, the second
supplement to the Base Prospectus dated 3 April 2020 which received approval number n°20-116 from the AMF and
the third supplement to the Base Prospectus dated 24 April 2020 which received approval number n°20-156 from the
AMF (together, the "Supplements") which together constitute a base prospectus for the purposes of the Regulation
(EU) 2017/1129 (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:
2020-20

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

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(i) Series:
USD 30,000,000

(ii) Tranche:
USD 30,000,000
5
Issue Price:
100 per cent. of the Aggregate Nominal Amount
6
Specified Denomination(s):
USD 200,000
7
(i) Issue Date:
4 June 2020

(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
3-month USD LIBOR + 1.30 per cent. Floating Rate
(further particulars specified below)
9
Maturity Date:
Interest Payment Date falling in or nearest to 4 June
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 for
Decision of the Directoire of the Issuer dated 24 March
issuance of Notes obtained:
2020 and decision of Jean-Philippe BERTHAUT, Head
of Group Funding, dated 25 May 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:
4 March, 4 June, 4 September and 4 December in each
year, subject to adjustment in accordance with the
Business Day Convention set out in (iv) below

(iii) First Interest Payment Date:
4 September 2020

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

(v) Interest Period Date:
Not Applicable

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

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

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

Relevant Screen Page:
Reuters Screen LIBOR01 page

Relevant Screen Page Time1
11:00 am London time

(x) FBF Determination
Not Applicable

(xi) ISDA Determination:
Not Applicable

(xii) Margin(s):
+1.30 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:
Actual/360 (Adjusted)
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
USD 200,000 per Note of USD 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
USD 200,000 per Note of USD 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)):

1 Only applicable if other than LIBOR or EURIBOR
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(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
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, New York, TARGET
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 initial 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 are 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:

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 4,900
admission to trading:
2
RATINGS

Ratings:
Applicable
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
FLOATING RATE NOTES ONLY - PERFORMANCE OF RATES

Details of performance of LIBOR rates can be obtained free of charge, from LIBOR01.
5
NOTES LINKED TO A BENCHMARK ONLY BENCHMARK

Benchmarks:
Amounts payable under the Notes will be calculated by
reference to three (3) months USD LIBOR which is
provided by ICE Benchmark Administration Limited. As
at the date of these Final Terms, ICE Benchmark
Administration Limited appears 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").
6
OPERATIONAL INFORMATION

ISIN:
FR0013515525

Common Code:
218169147

Depositaries:

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

(ii) Common Depositary for Euroclear and
No
Clearstream:
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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):
7
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
Standard Chartered Bank
Dealer:
15/F Two International Finance Centre
No.8 Finance Street
Central, HONG KONG

(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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