Obligation ADCB Finance [Cayman] Ltd 0.725% ( CH0441004386 ) en CHF

ADCB Finance [Cayman] Ltd

102.34 % ⇌

Emirats arabes unis

CH0441004386 ( en CHF )

0.725% par an ( paiement annuel )

14/02/2024

Prospectus brochure de l'obligation ADCB Finance [Cayman] Ltd CH0441004386 en CHF 0.725%, échéance 14/02/2024

5 000 CHF

100 000 000 CHF

15/02/2024 ( Dans 142 jours )

L'Obligation émise par ADCB Finance [Cayman] Ltd ( Emirats arabes unis ) , en CHF, avec le code ISIN CH0441004386, paye un coupon de 0.725% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 14/02/2024

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Final Terms dated 13 November 2018
ADCB FINANCE (CAYMAN) LIMITED
Issue of CHF 100,000,000 0.725 per cent. Notes due 15 February 2024
unconditionally and irrevocably guaranteed by
ABU DHABI COMMERCIAL BANK PJSC
under the U.S.$9,000,000,000
Global Medium Term Note Programme
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the
base prospectus dated 12 March 2018 and the supplemental base prospectus dated 10 September 2018 which
together constitute a base prospectus (the "Base Prospectus") for the purposes of the Prospectus Directive
(Directive 2003/71/EC), as amended (the "Prospectus Directive"). This document constitutes the applicable
Final Terms of the Notes described herein and must be read in conjunction with the Base Prospectus. Full
information on the Issuer, the Guarantor and the offer of the Notes is only available on the basis of the
combination of these applicable Final Terms, the Base Prospectus and the prospectus dated 13 November
2018 prepared for the listing of the Notes on the SIX Swiss Exchange (the "Listing Prospectus"). The Base
Prospectus, these Final Terms and the Listing Prospectus are available for viewing at, and copies may be
obtained from, UBS AG, Investment Bank, Swiss Prospectus Switzerland, P.O. Box, CH-8098 Zurich,
Switzerland, or can be ordered by telephone (+41-44-239 47 03, voicemail), fax (+41-44-239 69 14) or by e-
mail (swiss-prospectus@ubs.com).
1.
(a)
Issuer:
ADCB Finance (Cayman) Limited

(b)
Guarantor:
Abu Dhabi Commercial Bank PJSC
2.
(a)
Series Number:
94

(b)
Tranche Number:
1

(c) Date on which the Notes become Not Applicable
fungible:
3.
Specified Currency or Currencies:
Swiss Francs ("CHF")
4.
Aggregate Nominal Amount of Notes
admitted to trading:

(a)
Series:
CHF 100,000,000

(b)
Tranche:
CHF 100,000,000
5.
Issue Price:
100 per cent. of the Aggregate Nominal Amount
(before commissions and expenses)
6.
(a)
Specified Denominations:
CHF 5,000 and integral multiples of CHF 5,000

(b)
Calculation Amount:
CHF 5,000
7.
(a)
Issue Date:
15 November 2018

(b)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
15 February 2024
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9.
Interest Basis:
0.725 per cent. Fixed Rate

10.
Redemption/Payment Basis:
Redemption at par (subject to Early Redemption)

11.
Change
of
Interest
Basis
or Not Applicable
Redemption/Payment Basis:
12.
Put/Call Options:
Not Applicable

13.
(a)
Status of the Notes:
Senior

(b)
Status of the Guarantee:
Senior

(c)
Date on which approval for 18 February 2018 and 4 November 2018 in each case
issuance
of
Notes
and
Guarantee obtained:

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions:
Applicable

(a)
Rate of Interest:
0.725 per cent. per annum payable annually in arrear

(b)
Interest Payment Dates:
15 February in each year, commencing on 15
February 2019, up to and including the Maturity Date.
There will be a short first coupon from (and including)
the Issue Date to (but excluding) 15 February 2019.

(c)
Fixed Coupon Amounts:
CHF 36.25 per Calculation Amount

(d)
Broken Amount:
CHF 9.06 per Calculation Amount, payable on the
Interest Payment Date falling on 15 February 2019.

(e)
Day Count Fraction:
30/360

(f)
Determination Date:
Not Applicable

(g)
Business Day Convention:
Following Business Day Convention
15.
Floating Rate Note Provisions:
Not Applicable
16.
Reset Note Provisions:
Not Applicable
17.
Zero Coupon Note Provisions:
Not Applicable
PROVISIONS RELATING TO REDEMPTION
18.
Issuer Call:
Not Applicable
19.
Investor Put:
Not Applicable
20.
Change of Control Put:
Not Applicable
21.
Final Redemption Amount:
CHF 5,000 per Calculation Amount
22.
Regulatory Call:
Not Applicable
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23.
Early Redemption Amount payable
CHF 5,000 per Calculation Amount
on redemption for taxation reasons or
on event of default:

GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.
Form of Notes:
Bearer Notes:

Permanent Global Note (as defined below)
exchangeable for definitive Notes only upon an
Exchange Event.

Condition 1 and the disclosure under "Form of the
Notes" on page 45 et seq. of the Base Prospectus
shall be supplemented (for the purposes of this
Series of Notes only) by the following:

"The Notes are issued in bearer form and will be
represented by a permanent global note (the
"Permanent Global Note") which will be deposited
by the Swiss Principal Paying Agent with SIX SIS
AG, 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
AG (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 Holder (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 "Holders") will be the persons holding the Notes
in a securities account in their own name and for their
own account.
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Neither the Issuer nor the Holders 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 Notes (Wertpapiere).

No physical delivery of the Notes shall be made
unless and until Definitive Notes (Wertpapiere) are
printed. Definitive Notes may only be printed, in
whole, but not in part, at the Issuer's expense, if: (i)
the Swiss Principal Paying Agent determines, in its
sole discretion, that the printing of the Definitive
Notes (Wertpapiere) is necessary or useful; or (ii) the
presentation of Definitive Notes is required by Swiss
or other applicable laws and/or regulations in
connection with the enforcement of rights of the
Noteholders. Upon delivery of the Definitive Notes
(Wertpapiere), the Permanent Global Note will be
cancelled and the definitive Notes (Wertpapiere) shall
be delivered to the Holders against cancellation of the
Notes in the Holders' securities accounts.
25.
Additional Financial Centres or other
Zurich, London, New York
special provisions relating to Payment
Days:
26.
Talons for future Coupons or
No
Receipts to be attached to definitive
Notes (and dates on which such
Talons mature):
27.
Partly Paid Notes:
Not Applicable
28.
Redenomination applicable:
Redenomination not applicable
29.
RMB Settlement Centre:
Not Applicable
30.
RMB Currency Event:
Not Applicable
31.
Relevant Currency for Condition 7.9
Not Applicable
(RMB Currency Event):
32.
Relevant Spot Rate Screen Pages for

Condition 7.9 (RMB Currency
Event):

(i)
Relevant Spot Rate Screen
Not Applicable
Page (Deliverable Basis):

(ii)
Relevant Spot Rate Screen
Not Applicable
Page (Non-deliverable basis):
33.
Party responsible for calculating the
Not Applicable
Spot Rate for Condition 7.9 (RMB
Currency Event):

34.
Other final terms:
(See also section 24 above)
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The following shall (for the purpose of this Series
of Notes only) be added at the end of the fifth
paragraph of the Terms and Conditions on page 56
et seq. of the Base Prospectus:

"For the purpose of the Notes the Issuer has, together
with UBS AG (the "Swiss Principal Paying Agent")
and the other parties mentioned therein entered into a
supplemental agency agreement dated 13 November
2018 (the "Supplemental Agency Agreement").

For the purpose of the Notes, any reference in the
Conditions of the Notes to the "Agent" and "Paying
Agents" shall, so far as the context permits, be
construed as a reference to the Swiss Principal Paying
Agent.

In relation to the Notes the address of the Swiss
Principal Paying Agent is UBS AG, Bahnhofstrasse
45, CH 8001 Zurich, Switzerland."

Condition 7 of the Terms and Conditions shall be
amended and supplemented (for the purpose of
this Series of Notes only) as follows:

"Payments of principal and interest in respect of the
Notes shall be made only at the offices of the Swiss
Principal Paying Agent in Switzerland in freely
disposable Swiss Francs without collection costs and
whatever the circumstances may be, irrespective of
nationality, domicile or residence of the holder of
Notes and without requiring any certification,
affidavit or the fulfilment of any other formality.
Payments on the Notes will also be made irrespective
of any present or future transfer restrictions and
regardless of any bilateral or multilateral payment or
clearing agreement which may be applicable at any
time to such payment.

The receipt in full by the Swiss Principal Paying
Agent of the due and punctual payment of the funds
in Swiss Francs in Zurich in the manner provided by
the Conditions and these Final Terms shall release the
Issuer from its obligation under the Notes for the
payment of principal and interest due on the
respective payment dates to the extent of such
payments."

Condition 13 of the Terms and Conditions shall be
supplemented (for the purpose of this Series of
Notes only) as follows:

"In respect of the Notes, the Issuer will at all times
maintain a Swiss Principal Paying Agent having a
specified office in Switzerland and will at no time
appoint a Swiss Principal Paying Agent having a
specified office outside Switzerland. Subject to the
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above, the Issuer is entitled to vary or terminate the
appointment of the Swiss Principal Paying Agent
and/or approve any change in the specified office
through which it acts."
Condition 15 of the Terms and Conditions of the
Notes shall be amended and supplemented (for the
purpose of this Series of Notes only) as follows:
"So long as the Notes are listed on the SIX Swiss
Exchange and so long as the rules of the SIX Swiss
Exchange so require, all notices regarding the Notes
and the Coupons must be published: (i) on the internet
website of the SIX Swiss Exchange 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."
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PART B OTHER INFORMATION
1.
LISTING
(a)
Listing and Admission to trading:
Application has been made by the Issuer (or on its
behalf) for the Notes to be provisionally admitted to
trading on the SIX Swiss Exchange with effect from
13 November 2018.
(b)
Estimate of total expenses related CHF 6,000
to admission to trading:

2.
RATINGS
Ratings:
Fitch: "A+"

Standard & Poor's: "A"
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. The Managers and their affiliates have
engaged, and may in the future engage, in investment banking and/or commercial banking
transactions with, and may perform other services for, the Issuer, the Guarantor or their affiliates in
the ordinary course of business for which they may receive fees.
4.
YIELD (Fixed Rate Notes Only)
Indication of yield:
0.7250 per cent. per annum.

The yield is calculated on the basis of the
issue price and is no indication of future
yield.

5.
OPERATIONAL INFORMATION
(a)
ISIN Code:
CH0441004386
(b)
Common Code:
189915136
(c)
Any clearing systems other than SIX SIS AG (SIS), the Swiss Securities Services
DTC, Euroclear Bank SA/NV and Corporation in Olten, Switzerland
Clearstream Banking, S.A. and the
relevant identification number:
Swiss Security Number: 44.100.438
(d)
Delivery:
Delivery against payment
(e)
Names and addresses of additional Swiss Principal Paying Agent:
Paying Agent:
UBS AG
Bahnhofstrasse 45
CH-8001 Zurich
Switzerland

6.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS
Not Applicable

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7.
THIRD PARTY INFORMATION
Not Applicable

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