Obligation Agrícola Credit (London Branch) 0.2% ( CH0398677697 ) en CHF

Agrícola Credit (London Branch)

100 % ⇌

France

CH0398677697 ( en CHF )

0.2% par an ( paiement annuel )

30/10/2023 - Obligation échue

Prospectus brochure de l'obligation Credit Agricole (London Branch) CH0398677697 en CHF 0.2%, échue

5 000 CHF

175 000 000 CHF

Crédit Agricole (London Branch) est une succursale du groupe bancaire français Crédit Agricole, opérant à Londres et offrant des services financiers aux clients institutionnels, notamment en matière de marchés de capitaux, de financement et de gestion d'actifs.

L'Obligation émise par Agrícola Credit (London Branch) ( France ) , en CHF, avec le code ISIN CH0398677697, paye un coupon de 0.2% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 30/10/2023

EXECUTION VERSION
Final Terms dated 26 January 2018
Crédit Agricole S.A.
acting through its London Branch
Euro 75,000,000,000
Euro Medium Term Note Programme
Series No: 521
Tranche No: 1
CHF 175,000,000 Senior Preferred Fixed Rate Notes due October 2023
(the "Notes")
Issued by: Crédit Agricole S.A. acting through its London Branch (the "Issuer")
Credit Suisse
Crédit Agricole CIB
Commerzbank
MIFID II product governance / Retail investors, professional investors and ECPs 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 2 June 2017 has led to the conclusion that: (i) the
target market for the Notes is eligible counterparties, professional clients and retail clients each as
defined in Directive 2014/65/EU (as amended, "MiFID II"), (ii) all channels for distribution of the
Notes to eligible counterparties and professional clients are appropriate, and (iii) the following
channels for distribution of the Notes to retail clients are appropriate investment advice, portfolio
management, non-advised sales and pure execution services subject to the distributor's
suitability and appropriateness obligations under MiFID II, as applicable. 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, subject to the distributor's suitability and appropriateness obligations under MiFID II, as
applicable.
Notwithstanding the above, any person making or intending to make an offer of the Notes may
only do so in circumstances in which no obligation arises for the Issuer or any Manager to publish
a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus
pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither
the Issuer nor any Manager has authorised, nor do they authorise, the making of any offer of
Notes in any other circumstances. The expression "Prospectus Directive" means Directive
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EXECUTION VERSION
2003/71/EC as amended (including by Directive 2010/73/EU), and includes any relevant
implementing measure in the relevant Member State.
Part A -- Contractual Terms
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set
forth in "Terms and Conditions of the English Law Notes" in the base prospectus dated 10 April
2017 which has received visa no. 17-149 from the Autorité des marchés financiers (the "AMF") on
10 April 2017 and the supplement No. 1 to it dated 17 May 2017 which has received visa no. 17-
201 from the AMF on 17 May 2017, the supplement No. 2 dated 21 August 2017 which has
received visa no. 17-443 from the AMF on 21 August 2017, the supplement No. 3 dated 14
September 2017 which has received visa no. 17-480 from the AMF on 14 September 2017, the
supplement No. 4 dated 20 November 2017 which has received visa no. 17-603 from the AMF on
20 November 2017 and the supplement No. 5 dated 12 January 2018 which has received visa no.
18-015 from the AMF on 12 January 2018 which together constitute a base prospectus (the "Base
Prospectus"). This document constitutes the Final Terms of the Notes described herein 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, the Base Prospectus
and the listing prospectus (including all documents set out or incorporated by reference therein)
dated 26 January 2018 prepared for listing of the Notes on the SIX Swiss Exchange (the "Listing
Prospectus"). Both these Final Terms and the Base Prospectus are contained in the Listing
Prospectus which contains information on the Issuer and which is available in printed form at the
offices of Crédit Agricole 12, Place des Etats-Unis, 92127 Montrouge Cedex, France and at the
offices of Credit Suisse AG at Uetlibergstrasse 231, 8045 Zürich, Switzerland.
1
Issuer:
Crédit Agricole S.A. acting through its London
Branch
2
(i)
Series Number:
521
(ii)
Tranche Number:
1
(iii)
Date on which the Notes become
Not Applicable
fungible:
3
Specified Currency or Currencies:
Swiss Franc ("CHF")
4
Aggregate Nominal Amount:
(i)
Series:
CHF 175,000,000
(ii)
Tranche:
CHF 175,000,000
5
Issue Price:
100.075 per cent. of the Aggregate Nominal Amount
6
Specified Denominations:
(i)
Specified Denomination(s):
CHF 5,000 and integral multiples of CHF 5,000 in
excess thereof
(ii)
Calculation Amount:
CHF 5,000
7
(i)
Issue Date:
30 January 2018
(ii)
Interest Commencement Date:
Issue Date
8
Maturity Date:
30 October 2023
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EXECUTION VERSION
9
Interest Basis:
0.200
per cent. per annum Fixed Rate
(further particulars specified in paragraph 15 below)
10
Redemption Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100.00 per cent. of their nominal
amount
11
Change of Interest Basis:
Not Applicable
12
Put/Call Options:
Not Applicable
13
Status:
Senior Preferred Notes
14
Dates of the corporate authorisations for Resolutions of the Board of Directors of the Issuer
issuance of the Notes:
dated 14 February 2017 and the décision
d'émission adopted on 17 January 2018 and
executed on 26 January 2018
Provisions Relating to Interest (if any) Payable
15
Fixed Rate Note
Applicable
(i)
Rate of Interest:
0.200 per cent. per annum payable in arrear on
each Interest Payment Date
(ii)
Interest Payment Date(s):
30 October in each year from and including 30
October 2018 to and including the Maturity Date
(iii)
Fixed Coupon Amount:
CHF 10.00 per Calculation Amount, payable on
each Interest Payment Date, except for the amount
payable in respect of the first short Interest Accrual
Period beginning on (and including) the Interest
Commencement Date and ending on (but
excluding) the Interest Payment Date falling on 30
October 2018, which shall be the Broken Amount
(iv)
Broken Amount(s):
CHF 7.50 per Calculation Amount
(v)
Day Count Fraction:
30/360, not adjusted
(vi)
Determination Dates:
Not Applicable
(vii)
Resettable
Not Applicable
16
Floating Rate Note:
Not Applicable
17
Zero Coupon Note:
Not Applicable
18
CMS Linked Note:
Not Applicable
19
Inflation Linked Notes:
Not Applicable
Provisions Relating to Redemption
20
Redemption at the Option of the Issuer Not Applicable
(Call Option):
21
Redemption at the Option of Noteholders Not Applicable
(Put Option):
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EXECUTION VERSION
22
MREL/TLAC Disqualification Event Call Not Applicable
Option:
23
Final Redemption Amount of each Note:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100.00 per cent. of their
outstanding principal amount
24
Early Redemption Amount:
Early Redemption Amount of each Note:
100.00 per cent. of the Calculation Amount per
Calculation Amount
25
Events of Default for Senior Preferred
Notes:
(i)
Non-payment:
Not Applicable
(ii)
Breach of other obligations:
Not Applicable
(iii)
Insolvency (or other similar
Applicable
proceeding):
General Provisions Applicable to the Notes
26
Form of Notes:
Bearer Notes
Temporary or permanent Global Note Permanent Global Note (further particulars specified
(Bearer Notes):
in paragraph 34 of this Part A)
27
New Global Note:
No
28
Global Certificate held under NSS:
No
29
Financial Centre(s):
Zurich
30
Talons for future Coupons or Receipts to No
be attached to Definitive Notes (and dates
on which such Talons mature):
31
Details relating to Instalment Notes: Not Applicable
amount of each Instalment, date on which
each payment is to be made:
32
Applicable tax regime:
Condition 9(a) and Condition 9(b) apply
33
Waiver of Set-Off:
Applicable
34
Other final terms:
Condition
1
shall
be
amended
and
supplemented (for the purposes of the Notes
described herein only) as follows:
"The Notes are issued in bearer form and will be
documented by a permanent global note (the
"Permanent Global Note") substantially in the form
annexed to the agency side-letter agreement dated
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EXECUTION VERSION
26 January 2018 (the "Agency Side-Letter
Agreement") to the Amended and Restated Agency
Agreement dated 10 April 2017.
The Permanent Global Note will be deposited with
SIX SIS Ltd, the Swiss Securities Services
Corporation in Olten, Switzerland ("SIS") or, as the
case may be, with any other intermediary in
Switzerland recognised for such purposes by SIX
Swiss Exchange Ltd (SIS or any such other
intermediary, the "Intermediary"). Once the
Permanent Global Note is deposited with the
Intermediary and entered into the accounts of one
or more participants of the Intermediary, the Notes
will
constitute
intermediated
securities
(Bucheffekten) ("Intermediated Securities") in
accordance with the provisions of the Swiss Federal
Intermediated Securities Act (Bucheffektengesetz).
Each Noteholder (as defined below) shall have a
quotal co-ownership interest (Miteigentumsanteil) in
the Permanent Global Note to the extent of his
claim against the Issuer, provided that for so long as
the Permanent Global Note remains deposited with
the Intermediary the co-ownership interest shall be
suspended and the Notes may only be transferred
or otherwise disposed of in accordance with the
provisions of the Swiss Federal Intermediated
Securities Act (Bucheffektengesetz), i.e. by the
entry of the transferred Notes in a securities
account of the transferee.
The records of the Intermediary will determine the
number of Notes held through each participant in
that Intermediary. In respect of the Notes held in the
form of Intermediated Securities, the holders of the
Notes (the "Noteholders") will be the persons
holding the Notes in a securities account in their
own name and for their own account.
Neither the Issuer nor the Noteholders shall at any
time have the right to effect or demand the
conversion of the Permanent Global Note
(Globalurkunde)
into,
or
the
delivery
of,
uncertificated securities (Wertrechte) or Definitive
Bearer Notes (Wertpapiere).
No physical delivery of the Notes shall be made
unless and until Definitive Bearer Notes
(Wertpapiere) are printed.
The Notes in intermediated securities form are
exchangeable (free of charge to the Noteholders)
on or after the Exchange Date in whole but not in
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EXECUTION VERSION
part for the Definitive Bearer Notes (Wertpapiere)
(1) if the Permanent Global Note (Globalurkunde) is
held by or on behalf of SIS or any other clearing
system, including Euroclear or Clearstream
Luxembourg (an "Alternative Clearing System")
and any such clearing system is closed for business
for a continuous period of 14 days (other than by
reason of holidays, statutory or otherwise) or
announces an intention permanently to cease
business or does in fact do so and the Issuer has
failed to procure that the Notes are held in an
Alternative Clearing System by the close of
business in Paris on the final day of such period of
14 days or (2) if the Principal Swiss Paying Agent
deems the printing of Definitive Bearer Notes
(Wertpapiere) to be necessary or useful or (3) if,
under Swiss or any applicable foreign laws, the
enforcement of obligations under the Notes can
only be ensured by means of effective Definitive
Bearer Notes (Wertpapiere). The Principal Swiss
Paying Agent shall accordingly give written notice to
the Issuer of its intention to exchange the Notes in
intermediated securities form for Definitive Bearer
Notes (Wertpapiere). Upon delivery of the Definitive
Bearer Notes (Wertpapiere), the Permanent Global
Notes will be cancelled and the Definitive Bearer
Notes (Wertpapiere) shall be delivered to the
holders of the Notes against cancellation of the
Notes in the Noteholders's securities accounts.
"Exchange Date" means a day falling not less than
60 days after that on which the notice requiring
exchange is given and on which banks are open for
business in the city in which the specified office of
the Principal Swiss Paying Agent is located and,
except in the case of exchange pursuant to (1)
above, in the cities in which SIS or, as the case may
be, any Alternative Clearing System, are located."
Condition 8
shall be supplemented and
amended by the following:
"The receipt by the Principal Swiss Paying Agent
(as defined below) of the due and punctual payment
of funds in Swiss Francs (CHF) in Zurich, in the
manner provided by the Conditions and these Final
Terms shall release the Issuer from its obligations
under the Notes and Coupons for the payment of
interest and principal due on the relevant Interest
Payment Date and on the Maturity Date to the
extent of such payment.
A35799764

EXECUTION VERSION
Payment of principal and/or interest under the
Notes shall be made, in freely disposable Swiss
Francs, upon presentation of the relevant Note (in
the case of principal) and Coupon (in the case of
interest) only at the offices of the Principal Swiss
Paying Agent in Switzerland or at the offices of
additional banks domiciled in Switzerland if and
when such additional banks will be nominated as
Swiss paying agents (together with the Principal
Swiss Paying Agent, the "Swiss Paying Agents"),
without collection costs in Switzerland and without
any restrictions and whatever the circumstances
may be, irrespective of nationality, domicile or
residence of the Noteholders or Couponholders and
without requiring any certification, affidavit or the
fulfilment of any other formality.
So long as the Notes are listed on the SIX Swiss
Exchange, the Issuer will maintain a Paying Agent
for the Notes having a specified office in
Switzerland and all references in the Conditions to
the Paying Agents shall, where applicable, for the
purposes of the Notes only, be construed as
references to the Swiss Paying Agents and will at
no time include a Paying Agent having a specified
office outside Switzerland, unless permitted by
applicable law."
Condition 16 shall be supplemented by the
following:
"So long as the Notes are listed on the SIX Swiss
Exchange and the rules of that exchange so
require, all notices regarding the Notes and the
Coupons shall be given by publication (i) on the
internet website of the SIX Swiss Exchange
(currently
https://www.six-exchange-
regulation.com/en/home/publications/official-
notices.html) or (ii) otherwise in accordance with the
regulations of the SIX Swiss Exchange. Any notices
so given will be deemed to have been validly given
on the date of such publication or if published more
than once, on the first date of such publication."
A35799764

EXECUTION VERSION
Part B -- Other Information
1
LISTING AND ADMISSION TO TRADING
(i)
Listing:
Application for listing of the Notes pursuant to the
standard for Bonds at SIX Swiss Exchange will be
only subsequent to the Issue Date.
(ii)
Admission to trading:
The Notes have been provisionally admitted to
trading on the SIX Swiss Exchange with effect from
26 January 2018.
(iii)
Estimate of total expenses related to CHF 8,750
admission to trading:
2
RATINGS
The Notes to be issued have been rated:
Standard & Poor's: A
Moody's: A1
Fitch: A+
3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE OFFER
Save as discussed in "Subscription and Sale" in the Base Prospectus, 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
(i)
Reasons for the offer:
The net proceeds from the issue of the Notes will be
used by the Issuer in connection with its general
funding requirements.
(ii)
Estimated net proceeds:
CHF 174,643,750
(iii)
Estimated total expenses:
CHF 50,000
5
OPERATIONAL INFORMATION
Intended to be held in a manner which No
would allow Eurosystem eligibility:
ISIN:
CH0398677697
Common Code:
175771140
Any clearing system(s) other than SIS Swiss security number (VALOR):
Euroclear Bank SA/NV and Clearstream 39.867.769
Banking Société Anonyme and the
relevant identification number(s):
Delivery:
Delivery against payment
Names and addresses of additional Credit Suisse AG, CH 8070 Zurich, Switzerland (the
Paying Agent(s) (if any):
"Principal Swiss Paying Agent")
For the purpose of the Notes only, the Issuer has
together with Crédit Agricole S.A. as Principal Paying
Agent, Citibank N.A. London Branch and CACEIS
Bank, acting through its Luxembourg Branch and the
A35799764

EXECUTION VERSION
Principal Swiss Paying Agent entered into the Agency
Side-Letter Agreement to the Amended and Restated
Agency Agreement.
For the purpose of the Notes only, any reference to
the Terms and Conditions of the Notes to the "Issuing
Agent", the "Fiscal Agent" and the "Paying Agents"
shall be deemed to be references to the Principal
Swiss Paying Agent.
6 DISTRIBUTION
1. Method of distribution:
Syndicated
2. If syndicated,
(i)
Names of Managers (specifying
Commerzbank Aktiengesellschaft
Lead Manager):
Kaiserstraße 16 (Kaiserplatz)
60311 Frankfurt am Main
Federal Republic of Germany
acting through its Zurich Branch
Utoquai 55, CH-8008 Zurich
Switzerland
Crédit Agricole Corporate and Investment Bank
12, place des Etats-Unis
CS 70052
92547 Montrouge Cedex
France
Credit Suisse AG
CH-8070 Zurich
Switzerland
(ii)
Date of Subscription Agreement
26 January 2018
(if any):
(iii)
Stabilising Manager(s) (if any):
Not Applicable
3. If non-syndicated, name of Manager:
Not Applicable
4. Total commission and concession:
0.250 per cent. of the Aggregate Nominal Amount
5. U.S. Selling Restrictions
Reg. S Compliance Category 2; TEFRA D in
accordance with usual Swiss practice
6. Non-exempt Offer:
Not Applicable
7. Prohibition of Sales to EEA Retail Not Applicable
Investors
8. Additional Selling Restrictions
Not Applicable
A35799764

Document Outline

001_CASA CHF 175M 0.2 p.c. Notes due 2023_Final Terms.docx