Obligation AllianZ 5.5% ( XS0857872500 ) en USD

AllianZ

100 % ▼

Allemagne

XS0857872500 ( en USD )

5.5% par an ( paiement semestriel )

Perpétuelle - Obligation échue

Prospectus brochure de l'obligation Allianz XS0857872500 en USD 5.5%, échue

200 000 USD

1 000 000 000 USD

D0334MJN5

Allianz est un groupe d'assurance et de services financiers allemand, l'un des plus grands au monde, actif dans l'assurance dommages, la réassurance, l'assurance vie et la gestion d'actifs.

L'Obligation émise par AllianZ ( Allemagne ) , en USD, avec le code ISIN XS0857872500, paye un coupon de 5.5% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le Perpétuelle

Prospectus dated 28 November 2012
ALLIANZ SE
(incorporated as a European Company (Societas Europaea SE) in Munich, Germany)
USD 1,000,000,000 5.5 per cent. Undated Subordinated Notes
Issue Price 100 per cent.
Allianz SE (the "Issuer"), will issue on 28 November 2012 (the "Issue Date") USD 1,000,000,000 5.5 per cent
Undated Subordinated Notes in a denomination of USD 200,000 per Note (the "Notes") as Series 57 under the
20,000,000,000 Debt Issuance Programme of Allianz SE, Allianz Finance II B.V. and Allianz Finance III B.V.
guaranteed by Allianz SE (the "Programme").
The Notes will be governed by the laws of the Federal Republic of Germany ("Germany").
The Notes will bear interest from and including the Issue Date at a rate of 5.5 per cent. per annum, scheduled to be
paid semi-annually in arrear on 26 March and on 26 September in each year, commencing on 26 March 2013 (short
first coupon).
Under certain circumstances described in Condition 3.2 of the Terms and Conditions of the Notes (the "Terms and
Conditions"), interest payments on the Notes may be deferred at the option of the Issuer or will be required to be
deferred.
The Notes have no final maturity date. The Notes may be redeemed at the option of the Issuer (in whole but not in
part) at par plus accrued and deferred interest, if any, on 26 September 2018 (the "First Call Date") or on any
Interest Payment Date thereafter, provided that on such date the Conditions to Redemption (as defined in the Terms
and Conditions) are fulfilled. Under certain circumstances described in Condition 4(b) and Condition 4(c) of the
Terms and Conditions, the Notes may be subject to early redemption.
This prospectus in respect of the Notes (the "Prospectus") constitutes a prospectus within the meaning of Article 5.3
of Directive 2003/71/EC of the European Parliament and the Council of 4 November 2003 (as amended, inter alia, by
Directive 2010/73/EU) (the "Prospectus Directive"). This Prospectus will be published in electronic form together
with all documents incorporated by reference on the website of the Luxembourg Stock Exchange (www.bourse.lu).
This Prospectus has been approved by the Commission de Surveillance du Secteur Financier (the "CSSF") of the
Grand Duchy of Luxembourg in its capacity as competent authority under the Luxembourg act relating to
prospectuses for securities (loi relative aux prospectus pour valeurs mobilières) dated 10 July 2005 which
implements the Prospectus Directive into Luxembourg law, as amended (the "Luxembourg Prospectus Law"). By
approving this Prospectus, the CSSF gives no undertaking as to the economic and financial opportuneness of the
transaction and the quality or solvency of the Issuer in line with the provisions of article 7(7) of the Luxembourg
Prospectus Law. The Issuer may request the CSSF to provide competent authorities in host Member States within the
European Economic Area, with a certificate of approval attesting that the Prospectus has been drawn up in
accordance with the Luxembourg Prospectus Law.
Application has been made to the Luxembourg Stock Exchange for Notes to be listed on the official list of the
Luxembourg Stock Exchange (the "Official List") and to be admitted to trading on the Luxembourg Stock
Exchange's regulated market "Bourse de Luxembourg", appearing on the list of regulated markets issued by the
European Commission. The Luxembourg Stock Exchange's regulated market is a Regulated Market for the purposes
of the Directive 2004/39/EC of the European Parliament and of the Council on markets in financial instruments.
The Notes will initially be represented by a temporary global note in bearer form (the "Temporary Global Note").
Interests in a Temporary Global Note will be exchangeable, in whole or in part, for interest in a permanent global
note (the "Permanent Global Note") on or after the date 40 days after the later of the commencement of the offering
and the relevant issue date (the "Exchange Date"), upon certification as to non-U.S. beneficial ownership. The
Global Notes will be deposited prior to the issue date with a depositary common to Euroclear Bank SA/NV
("Euroclear") and Clearstream Banking, société anonyme ("Clearstream, Luxembourg").
Joint Lead Managers
CITIBANK INTERNATIONAL
DEUTSCHE BANK
HSBC
PLC

Responsibility statement
Allianz SE in its capacity as issuer (the "Issuer") accepts responsibility for the information contained in this
Prospectus. To the best of the knowledge of the Issuer, having taken all reasonable care to ensure that such is
the case, the information contained in this Prospectus is in accordance with the facts and does not omit
anything likely to affect its import.
This Prospectus is to be read in conjunction with all documents which are deemed to be incorporated herein
by reference (see "Documents Incorporated by Reference" below).
No person has been authorised to give any information or to make any representation other than those
contained in this Prospectus in connection with the issue or sale of the Notes and, if given or made, such
information or representation must not be relied upon as having been authorised by the Issuer or any
Manager. Neither the delivery of this Prospectus nor any sale made in connection herewith shall, under any
circumstances, create any implication that there has been no change in the affairs of the Issuer since the date
hereof or the date upon which this Prospectus has been most recently supplemented or that there has been no
adverse change in the financial position of the Issuer since the date hereof or the date upon which this
Prospectus has been most recently supplemented or that any other information supplied in connection with
the Programme is correct as of any time subsequent to the date on which it is supplied or, if different, the
date indicated in the document containing the same.
The distribution of this Prospectus and the offering or sale of the Notes and any related guarantee in
certain jurisdictions may be restricted by law. Persons into whose possession this Prospectus comes
are required by the Issuer and the Managers to inform themselves about and to observe any such
restriction. The Notes and any related guarantee 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 trading in the Notes and any
related guarantee has not been approved by the U.S. Commodity Futures Trading Commission under
the U.S. Commodity Exchange Act, as amended. The Notes and any related guarantee will be issued in
bearer form and are subject to certain U.S. tax law requirements. Subject to certain exceptions, Notes
and any related guarantee may not be offered, sold or delivered within the United States or to U.S.
persons (as defined in Regulation S under the Securities Act ("Regulation S")).
The Notes and any related guarantee are being offered and sold outside the United States to non-U.S.
persons and may not be legally or beneficially owned at any time by any U.S. person (as defined in the
US Internal Code of 1986, as amended and regulations thereunder). For a description of certain
restrictions on offers and sales of Notes and any related guarantee and on distribution of this
Prospectus, see "Subscription and Sale".
This Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer or any Manager
to subscribe for, or purchase, any Notes.
The Managers have not separately verified the information contained in this Prospectus. The Managers do
not make any representation, expressly or implied, or accepts any responsibility, with respect to the accuracy
or completeness of any information contained in this Prospectus. Neither this Prospectus nor any other
financial statements are intended to provide the basis of any credit or other evaluation and should not be
considered as a recommendation by any of the Issuer or the Managers that any recipient of this Prospectus or
any other financial statements should purchase the Notes. Each potential purchaser of Notes should
determine for itself the relevance of the information contained in this Prospectus and its purchase of Notes
should be based upon such investigation as it deems necessary. The Managers do not undertake to review the
financial condition or affairs of the Issuer during the life of the arrangements contemplated by this
Prospectus nor to advise any investor or potential investor in the Notes of any information coming to the
2

attention of any of Citibank International plc and Deutsche Bank AG, London Branch and HSBC Bank plc
(together, the "Joint Lead Managers" or the "Managers").
This Prospectus may only be used for the purpose for which it has been published.
Prospective investors should have regard to the factors described under the section headed "Risk Factors" in
this Prospectus. This Prospectus identifies in general terms certain information that a prospective investor
should consider prior to making an investment in the Notes. However, a prospective investor should conduct
its own thorough analysis (including its own accounting, legal and tax analysis) prior to deciding whether to
invest in any Notes as any evaluation of the suitability for an investor of an investment in the Notes pends
upon a prospective investor's particular financial and other circumstances, as well as on the specific terms of
the Notes and, if it does not have experience in financial, business and investment matters sufficient to
permit it to make such a determination, it should consult its financial adviser prior to deciding to make an
investment on the suitability of the Notes.
IN CONNECTION WITH THE ISSUE OF THE NOTES, DEUTSCHE BANK AG, LONDON BRANCH
(THE "STABILISING MANAGER") (OR A PERSON ACTING ON BEHALF OF ANY STABILISING
MANAGER) MAY OVER-ALLOT NOTES OR EFFECT TRANSACTIONS WITH A VIEW TO
SUPPORTING THE MARKET PRICE OF THE NOTES AT A LEVEL HIGHER THAN THAT WHICH
MIGHT OTHERWISE PREVAIL. HOWEVER, THERE IS NO ASSURANCE THAT THE STABILISING
MANAGER (OR A PERSON ACTING ON BEHALF OF A STABILISING MANAGER) WILL
UNDERTAKE STABILISATION ACTION. ANY STABILISATION ACTION MAY BEGIN ON OR
AFTER THE DATE ON WHICH ADEQUATE PUBLIC DISCLOSURE OF THE TERMS OF THE OFFER
OF THE NOTES IS MADE AND, IF BEGUN, MAY BE ENDED AT ANY TIME, BUT IT MUST END NO
LATER THAN THE EARLIER OF 30 CALENDAR DAYS AFTER THE ISSUE DATE OF THE NOTES
AND 60 CALENDAR DAYS AFTER THE DATE OF THE ALLOTMENT OF THE NOTES. ANY
STABILISATION ACTION OR OVER-ALLOTMENT MUST BE CONDUCTED BY THE RELEVANT
STABILISING MANAGER (OR A PERSON ACTING ON BEHALF OF ANY STABILISING
MANAGER) IN ACCORDANCE WITH ALL APPLICABLE LAWS AND RULES.
In this Prospectus, unless otherwise specified or the context otherwise requires, references to "EUR", "euro"
and "" are to the currency introduced at the third stage of European economic and monetary union pursuant
to the Treaty establishing the European Community as amended by the Treaty on European Union, and
references to "US$", "USD" and "U.S. dollars" are to the currency of the United States of America.
Cautionary note regarding forward-looking statements
The statements contained herein may include prospects, future expectations and other forward-looking
statements that are based on management's current views and assumptions and involve known and unknown
risks and uncertainties. Actual results, performance or events may differ materially from those expressed in
such forward-looking statements. Such deviations may arise, without limitation, because of changes in the
general economic condition and competitive situation, particularly in the Allianz Group's core business and
core markets, or the impact of acquisitions, related integration issues and reorganization measures.
Deviations may also arise from the frequency and severity of insured loss events, including natural
catastrophes, and from the development of loss expenses, mortality and morbidity levels and trends,
persistency levels, and, particularly in our banking business, the extent of credit defaults. In addition, the
performance of the financial markets (particularly market volatility, liquidity and credit defaults) as well as
changes in interest rate levels, currency exchange rates and changes in national and international laws and
regulations, particularly tax regulation, may have a relevant impact. Many of these factors may be more
likely to occur, or more pronounced, as a result of terrorist activities and their consequences. The company
assumes no obligation to update any forwardlooking statement.
3

WARNING
The contents of this document have not been reviewed by any regulatory authority in Hong Kong. You are
advised to exercise caution in relation to the offer. If you are in any doubt about any of the contents of the
document, you should obtain independent professional advice.
4

TABLE OF CONTENTS
Page
DOCUMENTS INCORPORATED BY REFERENCE .................................................................................... 6
RISK FACTORS .............................................................................................................................................. 9
TERMS AND CONDITIONS OF THE NOTES............................................................................................ 28
USE OF PROCEEDS ..................................................................................................................................... 52
DESCRIPTION OF ALLIANZ SE AND ALLIANZ GROUP....................................................................... 53
TAXATION .................................................................................................................................................... 84
SUBSCRIPTION AND SALE ....................................................................................................................... 90
GENERAL INFORMATION ......................................................................................................................... 93
5

DOCUMENTS INCORPORATED BY REFERENCE
This Prospectus should be read and construed in conjunction with the following documents which have been
previously published or are published simultaneously with this Prospectus and which have been approved by
the CSSF or filed with it and shall be deemed to be incorporated in, and form part of, this Prospectus:
Cross reference list
Information Incorporated by Reference
Reference
Base Prospectus, dated 23 May 2012 ("Original Base Prospectus")
General Description of the Programme
Pages 42-44
Information Incorporated by Reference
Reference
Allianz Group
Annual Report 2011
Consolidated Balance Sheets
Page 182
Consolidated Income Statements
Page 183
Consolidated Statements of Comprehensive Income
Page 184
Consolidated Statements of Changes in Equity
Page 185
Condensed Consolidated Statements of Cash Flows
Pages 186-188
Notes to the Condensed Consolidated Financial
Pages 189-317
Statements
Supplementary Information to the Consolidated
Pages 236-269
Balance Sheets
Supplementary Information to the Consolidated
Pages 270-284
Income Statements
Other Information
Pages 285-317
List of participations of the Allianz Group as of
Pages 318-324
December 31, 2011 according to § 313(2) HGB
Auditors' Report
Page 326
Allianz Group
Annual Report 2010
Consolidated Balance Sheets
Page 152
Consolidated Income Statements
Page 153
Consolidated Statements of Comprehensive Income
Page 154
Consolidated Statements of Changes in Equity
Page 155
6

Consolidated Statements of Cash Flows
Pages 156-158
Notes to the Consolidated Financial Statements
Pages 159-289
Supplementary Information to the Consolidated
Pages 208-241
Balance Sheets
Supplementary Information to the Consolidated
Pages 242-256
Income Statements
Other Information
Pages 257-289
List of participations of the Allianz Group as of
Pages 290-296
December 31, 2010 according to § 313 (2) HGB
Auditors' Report
Page 298
Allianz Group
Interim Report Third Quarter and First Nine Months of 2012
Consolidated Balance Sheets
Page 56
Consolidated Income Statements
Page 57
Consolidated Statements of Comprehensive Income
Page 58
Consolidated Statements of Changes in Equity
Page 59
Condensed Consolidated Statements of Cash Flows
Pages 60-61
Notes to the Condensed Consolidated Interim
Pages 62-108
Financial Statements
Supplementary Information to the Consolidated
Pages 86-92
Balance Sheets
Supplementary Information to the Consolidated
Pages 93-106
Income Statements
Other Information
Pages 107-108
Review Report
Page 109
Allianz Group
Interim Report Third Quarter and First Nine Months of 2011
Consolidated Balance Sheets
Page 48
Consolidated Income Statements
Page 49
Consolidated Statements of Comprehensive Income
Page 50
Consolidated Statements of Changes in Equity
Page 51
Condensed Consolidated Statements of Cash Flows
Pages 52-53
Notes to the Condensed Consolidated Interim
Pages 54-106
Financial Statements
7

Supplementary Information to the Consolidated
Pages 78-87
Balance Sheets
Supplementary Information to the Consolidated
Pages 88-104
Income Statements
Other Information
Page 105-106
Review Report
Page 107
Allianz SE
Annual Report 2011
Balance Sheet
Page 86-87
Income Statements
Page 88
Notes to the Financial Statements
Pages 89-119
List of participations of the Allianz SE as of
Pages 120-123
December 31, 2011 according to § 285 No. 11 HGB
in conjunction with § 286 (3) No. 1 HGB
Auditors' Report
Page 125
Allianz SE
Annual Report 2010
Balance Sheet
Page 88-89
Income Statements
Page 90
Notes to the Financial Statements
Pages 91-114
List of participations of the Allianz SE as of
Pages 115-118
December 31, 2010 according to § 285 No. 11 HGB
in conjunction with § 286 (3) No. 1 HGB
Auditors' Report
Page 120
All of which shall be deemed to be incorporated in, and to form part of, this Prospectus.
Any information not listed in the cross reference list but included in the documents incorporated by
reference is given for information purposes only. The references in the Original Base Prospectus relating to
the Annual Reports of 2011 and 2010 of Allianz Group, as well as the references relating to the Annual
Reports 2011 and 2010 of Allianz SE are not incorporated by reference as they are already covered in this
Prospectus pursuant to Art 28.4 of the Commission Regulation (EC) 809/2004.
Copies of the documents which are incorporated herein by reference will be available free of charge from
the specified offices of the Principal Paying Agent and the Luxembourg Paying Agent set out at the end of
this Prospectus.
This Prospectus and the documents incorporated by reference are also available for viewing at
www.bourse.lu.
8

RISK FACTORS
Risk factors relating to Allianz SE/Allianz Group
The following is a description of risk factors in relation to Allianz SE. The realisation of any of the risks
described below may affect the ability of Allianz SE to fulfil its payment obligations in relation to the Notes
and/or may adversely affect the market price of Notes and can lead to losses for the Noteholders if they sell
Notes before they fall due for redemption. As a result, investors are exposed to the risk of losing their
investment in whole or in part. Additional risks not currently known to Allianz SE or Allianz Group that are
now immaterial may result in material risks in the future.
Words and expressions defined in the Terms and Conditions shall have the same meanings in this section.
Risks arising from the financial markets
The share price of Allianz SE has been and may continue to be volatile.
The share price of Allianz SE has been volatile in the past and may continue to be affected in particular in
the wake of the ongoing global financial crisis. The share price and trading volume of Allianz SE's common
stock may continue to be subject to significant fluctuations due in part to the high volatility in the securities
markets generally, and in financial institutions' shares in particular, as well as developments which impact
the Allianz Group's financial results. Factors other than the Allianz Group's financial results that may affect
Allianz SE's share price include but are not limited to: market expectations of the performance and capital
adequacy of financial institutions generally; investor perception of and the actual performance of other
financial institutions; investor perception of the success and impact of the Allianz Group's strategy; a
downgrade or rumored downgrade of the Allianz Group companies' credit ratings; potential litigation or
regulatory action involving the Allianz Group or any of the industries the Allianz Group has exposure to
through the Allianz Group's insurance, asset management and corporate and other activities; announcements
concerning the bankruptcy or other similar reorganization proceedings involving, or any investigations into
the accounting practices of, any insurance or reinsurance companies, banks or asset management companies
outside the Allianz Group; and general market volatility and liquidity conditions.
The Allianz Group's financial condition, liquidity needs, access to capital and cost of capital may be
significantly affected by adverse developments in the capital and credit markets.
If the capital and credit markets experience extreme volatility and disruption, the availability of liquidity and
credit capacity for certain issuers may be constrained, in particular in the wake of the ongoing global
financial crisis. The ability of the Allianz Group to meet its financing needs in an environment like this
depends on the availability of funds in the international capital markets. The financing of the Allianz Group's
activities includes, among other means, funding through commercial paper facilities and medium- and long-
term debt issuances. A sustained break-down of such markets could have a materially adverse impact on the
availability and cost of funding as well as on the refinancing structure of the Allianz Group. The availability
of financing will depend on a variety of factors such as market conditions, the general availability of credit,
the volume of trading activities, the overall availability of credit to the financial services industry, the credit
ratings and credit capacity of the Allianz Group companies, as well as the possibility that customers or
lenders could develop a negative perception of the Allianz Group's long- or short-term financial prospects if
the Allianz Group companies incur large investment losses or if the level of the Allianz Group's business
activity decreases due to a market downturn. Similarly, the Allianz Group's access to funds may be impaired
if regulatory authorities or rating agencies take negative actions against the Allianz Group companies. The
Allianz Group's internal sources of liquidity may prove to be insufficient, in which case the Allianz Group
may not be able to successfully obtain additional financing on favorable terms, or at all.
9

In addition, the ability of the Allianz Group to meet its financial needs also depends on the availability of
funds across the Group (e.g., in the form of intra-group loans or an international cash pooling infrastructure).
A worldwide persistent collapse of financial markets and downturn affecting many of the Group's operating
entities, however, may reduce the Group's flexibility in internally transferring funds.
Disruptions, uncertainty or volatility in the capital and credit markets may also limit the Allianz Group's
access to capital required to operate its business, most significantly the insurance operations. Such market
conditions may limit the Allianz Group's ability to replace, in a timely manner, maturing liabilities; satisfy
regulatory capital requirements; generate fee income and market-related revenue to meet liquidity needs; and
access the capital necessary to grow its business. As such, the Allianz Group may be forced to delay raising
capital, issue shorter tenor securities than preferred, or bear an unattractive cost of capital, any of which
could decrease the Allianz Group's profitability and significantly reduce the Allianz Group's financial
flexibility. The Allianz Group's results of operations, financial condition and regulatory capital position
could be materially adversely affected by disruptions in the financial markets.
Furthermore, a limited amount of the Allianz Group's funds is invested in private equity or other alternative
assets classes. The value of these investments may be impacted by turbulences in the financial markets.
Therefore, it may be difficult to renew the debt structure of leveraged investments.
The Allianz Group has been and may continue to be adversely affected by the development of the global
economy in general and global capital markets in particular. The Allianz Group's management cannot
assess how the global economy and the global capital markets will develop in the near future.
The Allianz Group's financial results are, amongst others, subject to market risk. Risk can arise, among
others, from adverse changes in interest rates, credit spreads, foreign exchange rates, equity prices and other
relevant parameters, such as market volatility. The crisis in the North American mortgage market and the
subsequent crisis in the global capital markets have led to a re-evaluation of risks, particularly credit risks. In
addition, the Euro zone sovereign debt crisis and concerns over the viability of the European Union have
further increased uncertainties in the capital markets. The probability of default has increased for many asset
classes, including sovereign debt, resulting in a multitude of credit rating downgrades and widening credit
spreads. In addition, price volatility of many financial assets such as equities, credit and structured products
has increased significantly. At the same time, liquidity in the markets for these assets has fallen substantially,
making it difficult to sell certain assets at reasonable prices.
While the risks to the global economy are still substantial, the market continues to be concerned about a
potential increase in inflation, rising energy costs including oil prices, rising unemployment, limited
availability and higher cost of credit, continued pressure on real estate and mortgage markets, sovereign
indebtedness, in many developed countries, particularly the Eurozone and the United States, as well as
geopolitical and other risks. As a consequence, volatility may remain high or may even increase, and that the
prospects for the global economy and global capital markets remain challenging. There is a risk that the
global economic recovery remains subdued, or even turns into a recession.
Within the eurozone, adverse scenarios being driven by the uncertainty surrounding the European sovereign
debt crisis might lead to a Euro crisis. The sovereign debt-related difficulties in several other eurozone
countries, including, but not limited to, Greece, Italy, Ireland, Portugal and Spain, together with the risk of
contagion to other more stable countries, particularly France and Germany. To address the high levels of
public debt, many countries are curbing their government spending, thereby negatively affecting their
respective gross domestic products. This situation has also raised a number of questions regarding the
stability and overall standing of the eurozone, raising questions regarding the potential reintroduction of
national currencies in one or more eurozone countries or, in particularly dire circumstances, the
abandonment of the Euro.
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Document Outline

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