Bond Générale Société 5% ( XS1647384855 ) in AUD

Générale Société

100 % ⇌

France

XS1647384855 ( in AUD )

5% per year ( payment 1 time a year)

19/05/2027

Prospectus brochure of the bond Societe Generale XS1647384855 en AUD 5%, maturity 19/05/2027

19/05/2025 ( In 9 days )

Société Générale is a major French multinational banking and financial services corporation.

Société Générale issued a 5% AUD-denominated bond (ISIN: XS1647384855) maturing on May 19, 2027, currently trading at 100% of par value with annual coupon payments.

Conformed Copy

SOCIÉTÉ GÉNÉRALE
FINAL TERMS DATED 13 JULY 2017
Issue of AUD 150,000,000 5.00 per cent. Subordinated Tier 2 Notes due 2027
(the Notes)
to be consolidated, form a single series and be interchangeable for trading purposes with the
AUD 500,000,000 5.00 per cent. Subordinated Tier 2 Notes due 2027 issued as
Tranche 1 of Series PA-67 / 17-05 on 19 May 2017
(the Existing Notes)
under the
50,000,000,000 Euro Medium Term Note Paris Registered Programme
(the Programme)
Series no.: PA-67 / 17-05
Tranche no.: 2
Issue Price: 100.75 per cent.
plus an amount corresponding to accrued interest from, and including, the Interest Commencement
Date to, but excluding the Issue Date, amounting to AUD 1,232,876.71
Société Générale Bank & Trust
(the Lead Manager)
Société Générale Corporate & Investment Banking
UBS Investment Bank
(the Joint-Bookrunners and, together with the Lead Manager, the Managers)

EMEA 114205756

PART A CONTRACTUAL TERMS
The Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as
amended (the Securities Act), or with any securities regulatory authority of any state or other
jurisdiction of the United States and may not be offered or sold within the United States or for the
account or benefit of U.S. Persons (as defined in Regulation S under the Securities Act), except in
certain transactions exempt from the registration requirements of the Securities Act. For a description
of certain restrictions on offers and sales of Notes, see section headed "Subscription and Sale" in the
Base Prospectus.
Terms used herein shall be deemed to be defined as such for the purposes of the conditions (the
Conditions) set forth under the heading "Terms and Conditions of the English Law Notes" in the base
prospectus dated 9 January 2017 which received visa no.17-008 on 9 January 2017 from the Autorité
des marchés financiers (the AMF) , as supplemented by the supplements dated 13 February 2017, 10
March 2017 and 10 May 2017 which received visa no. 17-057, 17-091 and 17-191 from the AMF on
13 February 2017, 10 March 2017 and 10 May 2017, respectively (together, the Base Prospectus),
which together constitute a base prospectus for the purposes of Directive 2003/71/EC of the
European Parliament and of the Council dated 4 November 2003 on the prospectus to be published
when securities are offered to the public or admitted to trading, as amended (the Prospectus
Directive).
This document constitutes the final terms of the Notes (the Final Terms) described herein for the
purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the 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. Copies of the Base Prospectus and
these Final Terms are available for inspection and obtainable, upon request and free of charge,
during usual business hours on any weekday from the head office of the Issuer and the specified
offices of the Paying Agents. So long as Notes are outstanding, those documents will also be
available
on
the
websites
of
the
AMF
(www.amf-france.org)
and
of
the
Issuer
(http://prospectus.socgen.com).

1.
(i)
Series Number:
PA-67 / 17-05
(ii)
Tranche Number:
2
(iii)
Date on which the Notes become The Notes shall be consolidated, form a single
fungible:
series and be interchangeable for trading
purposes with the Existing Notes upon exchange
of the Temporary Global Note for interests in the
Permanent Global Note, as referred to in
paragraph 22 below which is expected to occur
on or about 28 August 2017 (the Exchange
Date)
2.
Specified Currency:
Australian Dollar (AUD)
3.
Aggregate Nominal Amount:

(i)
Series:
AUD 650,000,000
(ii)
Tranche:
AUD 150,000,000
4.
Issue Price:
100.75 per cent. of the Aggregate Nominal
Amount of the Tranche plus an amount of

EMEA 114205756
2

AUD 1,232,876.71 corresponding to the interest
accrued at a rate of 5.00 per cent. of such
Aggregate Nominal Amount for the period from,
and including, 19 May 2017 to, but excluding, the
Issue Date.
5.
(i)
Specified Denomination(s):
AUD 200,000
and
integral
multiples
of
AUD 2,000 in excess thereof up to and including
AUD 398,000.
No Notes in definitive form will be issued with a
denomination above AUD 398,000.
(ii)
Calculation Amount:
AUD 2,000
6.
(i)
Issue Date:
18 July 2017
(ii)
Interest Commencement Date:
19 May 2017
7.
Maturity Date:
19 May 2027
8.
Interest Basis:
5.00 per cent. Fixed Rate

(further particulars specified below)
9.
Redemption/Payment 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

(further particulars specified below)
10.
Change of Interest Basis:
Not Applicable
11.
Put/Call Options:
Not Applicable
12.
(i)
Status:
Subordinated Notes
(ii)
Date of corporate authorisations
Resolution of the Board of Directors dated

for issue of the Notes:
8 February 2017 and decision of the Issuer dated
12 July 2017.
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
13.
Fixed Rate Note Provisions
Applicable
(i)
Rate of Interest:
5.00 per cent. per annum payable annually in
arrear
(ii)
Interest Payment Dates:
19 May in each year, commencing on 19 May
2018, up to and including the Maturity Date
(iii)
Business Day Convention:
Not Applicable
(iv)
Additional Business Centres:
Applicable

EMEA 114205756
3

(v)
Fixed Coupon Amounts:
AUD 100.00 per Calculation Amount
(vi)
Day Count Fraction:
Actual/Actual (ICMA)
(vii)
Broken Amount(s):
Not Applicable
(viii)
Resettable Notes
Not Applicable
(ix)
Determination Dates:
19 May in each year
14.
Floating Rate Note Provisions
Not Applicable
15.
Zero Coupon Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION

16.
Redemption at the option of the Issuer:
Not Applicable
17.
Redemption at the option of the Not Applicable
Noteholders:
18.
Final Redemption Amount:
AUD 2,000 per Calculation Amount
19.
Early Redemption Amount(s):
AUD 2,000 per Calculation Amount
GENERAL PROVISIONS APPLICABLE TO THE NOTES
20.
Form of Notes:

(i)
Form:
Temporary Global Note exchangeable for a
Permanent Global Note which is exchangeable for
Definitive Bearer Notes only upon an Exchange
Event
(ii)
New Global Note:
No
21.
Additional Financial Centres for the
TARGET2, Sydney and London
purposes of Condition 5(h) of the Terms
and Conditions of the English Law
Notes:
22.
Talons for further Coupons to be
Not Applicable
attached to Definitive Bearer Notes:
23.
Redenomination applicable:
Not Applicable
24.
Consolidation applicable:
Not Applicable
25.
Clearing System Delivery Period
Same Day Delivery
(Condition 13 of the Terms and
Conditions of the English Law Notes
(Notices)):

EMEA 114205756
4

26.
Governing law:
The Notes and the Coupons and any non-
contractual obligations arising out of or in
connection with the Notes and the Coupons will
be governed by, and shall be construed in
accordance
with,
English
law,
except
for
Condition 3 (Status of the Notes) which shall be
governed by, and construed in accordance with,
French law.
PURPOSE OF FINAL TERMS
These Final Terms comprise the final terms required for the issue of the Notes and admission
to trading on Euronext Paris by Société Générale pursuant to its 50,000,000,000 Euro
Medium Term Note - Paris Registered Programme for which purpose they are hereby
submitted.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms prepared
in relation to Series PA-67 / 17-05, Tranche 2.
Signed on behalf of the Issuer:

By:
Duly authorised

EMEA 114205756
5

PART B OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING
(i)
Listing:
Application has been made for the Notes to be
listed on Euronext Paris with effect from the Issue
Date.
(ii)
Admission to trading:
Application has been made for the Notes to be
admitted to trading on Euronext Paris with effect
from the Issue Date.
There can be no assurance that the listing and
trading of the Notes will be approved with effect on
the Issue Date or at all.
The Existing Notes are already listed and admitted
to trading on Euronext Paris.
2.
RATINGS

Ratings:
The Notes to be issued have been rated:
Standard and Poor's Ratings Services:
BBB
Moody's Investors Service Ltd.:
Baa3
Fitch Ratings:
A-

The Credit ratings referred to above have been
issued by Standard and Poor's Ratings Services,
Moody's Investors Service Ltd. and Fitch Ratings,
each of which is established in the European Union
and
is
registered
under
Regulation
(EC)
No. 1060/2009 of the European Parliament and of
the Council dated 16 September 2009 on credit
rating
agencies,
as
amended
(the
CRA
Regulation) and, as of the date hereof, appears
on the list of credit rating agencies published on
the website of the European Securities and
Markets
Authority
(www.esma.europa.eu)
in
accordance with the CRA Regulation.
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved
in the issue of the Notes has an interest material to the offer.
4.
ESTIMATED TOTAL EXPENSES
Estimated total expenses:
EUR 10,625

EMEA 114205756
6

5.
YIELD
Indication of yield:
Applicable
4.90 per cent. per annum
The yield is calculated at the Issue Date and is not
an indication of any future yield.
6.
HISTORIC INTEREST RATES
Not Applicable
7.
OPERATIONAL INFORMATION

(i)
ISIN:
XS1647384855
until
the
Exchange
Date,
XS1615104244 thereafter
(ii)
Common Code:
164738485 until the Exchange Date, 161510424
thereafter
(iii)
Any clearing system(s) other Not Applicable
than Euroclear Bank S.A./N.V.,
Clearstream Banking, S.A. or
Euroclear France, SIX Swiss
Exchange and the relevant
identification number(s):
(iv)
Delivery:
Delivery against payment
(v)
Names
and
addresses
of Not Applicable
Additional Paying Agent (if any):
(vi)
Name and address of Swiss Not Applicable
Paying Agent:
(vii)
Intended to be held in a manner No
which would allow Eurosystem
eligibility:
8.
DISTRIBUTION

(i)
Method of distribution:
Syndicated
(ii)
If syndicated:

Lead Manager
(a) Names of the Managers:
Société Générale Bank & Trust
Joint Bookrunners (together with the Lead
Manager, the Managers)

EMEA 114205756
7

Société Générale
UBS AG, Australia Branch
(b) Date
of
Subscription 13 July 2017
Agreement:
(c) Stabilising Manager (if any): Société Générale (as Manager) on behalf of
Société Générale Bank & Trust
(iii)
If non-syndicated, name of the Not Applicable
relevant Dealer:
(iv)
U.S. selling restrictions:
Regulation S compliance category 2 TEFRA D
(v)
Additional selling restrictions:
Not Applicable

EMEA 114205756
8