Obligation Repsol 3.875% ( XS1207054666 ) en EUR

Repsol

100 % ⇌

Espagne

XS1207054666 ( en EUR )

3.875% par an ( paiement annuel )

Perpétuelle

Prospectus brochure de l'obligation Repsol XS1207054666 en EUR 3.875%, échéance Perpétuelle

100 000 EUR

1 000 000 000 EUR

25/03/2025 ( Dans 314 jours )

L'Obligation émise par Repsol ( Espagne ) , en EUR, avec le code ISIN XS1207054666, paye un coupon de 3.875% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le Perpétuelle

Repsol International Finance B.V.
(incorporated with limited liability under the
laws of The Netherlands)
1,000,000,000 6 Year Non-Call Perpetual Securities
and
1,000,000,000 10 Year Non-Call Securities due 2075
unconditionally and irrevocably guaranteed on a subordinated basis by
Repsol, S.A.
(incorporated with limited liability under the laws of the
Kingdom of Spain)
The 1,000,000,000 6 Year Non-Call Perpetual Securities (the "Euro Perpetual Securities") and the
1,000,000,000 10 Year Non-Call Securities due 2075 (the "Euro Dated Securities", together with the Euro
Perpetual Securities, the "Securities") are issued by Repsol International Finance B.V. (the "Issuer") and
unconditionally and irrevocably guaranteed on a subordinated basis by Repsol, S.A. (the "Guarantee", and
the "Guarantor", respectively).
Pursuant to the terms and conditions of the Euro Perpetual Securities as described in "Terms and Conditions
of the Euro Perpetual Securities" (the "Euro Perpetual Conditions"), the Euro Perpetual Securities will
bear interest on their principal amount (i) at a fixed rate of 3.875 per cent. per annum from (and including)
the Issue Date to (but excluding) the First Reset Date (as defined in the Euro Perpetual Conditions) payable
annually in arrear on 25 March in each year, with the first Interest Payment Date on 25 March 2016; and (ii)
from (and including) the First Reset Date, at the applicable 6 year Swap Rate in respect of the relevant Reset
Period (as defined in the Euro Perpetual Conditions), plus: (A) in respect of the period commencing on the
First Reset Date to (but excluding) 25 March 2025, 3.56 per cent. per annum; (B) in respect of the period
commencing on 25 March 2025 to (but excluding) 25 March 2041, 3.81 per cent. per annum; and (C) from
and including 25 March 2041, 4.56 per cent. per annum, all as determined by the Agent Bank, payable
annually in arrear on 25 March in each year (each, an Interest Payment Date as defined in the Euro Perpetual
Conditions), commencing on 25 March 2022.
Pursuant to the terms and conditions of the Euro Dated Securities as described in "Terms and Conditions of
the Euro Dated Securities" (the "Euro Dated Conditions"), the Euro Dated Securities will bear interest on
their principal amount (i) at a fixed rate of 4.50 per cent. per annum from (and including) the Issue Date to
(but excluding) the First Reset Date (as defined in the Euro Dated Conditions) payable annually in arrear on
25 March in each year, with the first Interest Payment Date on 25 March 2016; and (ii) from (and including)
the First Reset Date, at the applicable 10 year Swap Rate in respect of the relevant Reset Period (as defined
in the Euro Dated Conditions), plus: (A) in respect of the period commencing on the First Reset Date to (but
excluding) 25 March 2045 , 4.20 per cent. per annum; and (B) from and including 25 March 2045 to (but
excluding) the Maturity Date, 4.95 per cent. per annum, all as determined by the Agent Bank, payable
annually in arrear on 25 March in each year (each, an Interest Payment Date as defined in the Euro Dated
Conditions), commencing on 25 March 2026.
186-

1

The Euro Perpetual Conditions and the Euro Dated Conditions together shall be referred to herein as the
"Conditions".
The Issuer may, at its sole discretion, elect to defer (in whole or in part) any payment of interest on the
Securities, as more particularly described in the "Terms and Conditions of the Euro Perpetual Securities --
Optional Interest Deferral" and "Terms and Conditions of the Euro Dated Securities -- Optional Interest
Deferral", respectively. Any amounts so deferred, together with further interest accrued thereon (at the
Prevailing Interest Rate applicable from time to time), shall constitute Arrears of Interest (each capitalised
term as defined in the Conditions of the relevant Securities). The Issuer may pay outstanding Arrears of
Interest, in whole or in part, at any time in accordance with the Conditions of the relevant Securities.
Notwithstanding the foregoing, the Issuer shall pay any outstanding Arrears of Interest in whole, but not in
part, on the first occurring Mandatory Settlement Date following the Interest Payment Date on which any
outstanding Arrears of Interest was first deferred, all as more particularly described, and each capitalised
term as defined, in "Terms and Conditions of the Euro Perpetual Securities -- Optional Interest Deferral --
Mandatory Settlement of Arrears of Interest" and "Terms and Conditions of the Euro Dated Securities --
Optional Interest Deferral -- Mandatory Settlement of Arrears of Interest", respectively.
The Euro Perpetual Securities will be undated securities in respect of which there is no specific maturity
date. The Securities shall be redeemable (at the option of the Issuer) in whole, but not in part, on the
applicable First Reset Date (as defined in the Conditions of the relevant Securities) or upon any Interest
Payment Date (as defined in the Conditions of the relevant Securities) thereafter, at their principal amount
together with any accrued and unpaid interest up to (but excluding) the Redemption Date (as defined in the
Conditions of the relevant Securities) and any outstanding Arrears of Interest. In addition, upon the
occurrence of a Capital Event, a Tax Event, a Withholding Tax Event, an Acquisition Event, a Substantial
Purchase Event or (in the case of the Euro Perpetual Securities only) an Accounting Event (each such term as
defined in the Conditions of the relevant Securities), the Securities will be redeemable (at the option of the
Issuer) in whole, but not in part, at the amount set out, and as more particularly described, in "Terms and
Conditions of the Euro Perpetual Securities -- Redemption and Purchase" and "Terms and Conditions of the
Euro Dated Securities -- Redemption and Purchase", respectively.
The Securities will constitute direct, unsecured and subordinated obligations of the Issuer and will at all
times rank pari passu and without any preference among themselves, all as more particularly described in
"Terms and Conditions of the Euro Perpetual Securities -- Status and Subordination of the Securities and
Coupons" and "Terms and Conditions of the Euro Dated Securities -- Status and Subordination of the
Securities and Coupons", respectively. The payment obligations of the Guarantor under the Guarantee will
constitute direct, unsecured and subordinated obligations of the Guarantor and will at all times rank pari
passu and without any preference among themselves. The rights and claims of Holders (as defined in the
Conditions of the relevant Securities) against the Guarantor in respect of or arising under the Guarantee will
rank, as against the other obligations of the Guarantor, in the manner more particularly described in "Terms
and Conditions of the Euro Perpetual Securities Guarantee, Status and Subordination of the Guarantee"
and "Terms and Conditions of the Euro Dated Securities -- Guarantee, Status and Subordination of the
Guarantee", respectively.
Payments in respect of the Securities will be made without withholding or deduction for, or on account of,
any present or future taxes, duties, assessments or governmental charges of whatever nature of The
Netherlands or the Kingdom of Spain, unless such withholding or deduction is required by law. In the event
that any such withholding or deduction is made, additional amounts will be payable by the Issuer or, as the
case may be, the Guarantor, subject to certain exceptions as are more fully described in "Terms and
Conditions of the Euro Perpetual Securities Taxation" and "Terms and Conditions of the Euro Dated
Securities -- Taxation", respectively.
This prospectus (the "Prospectus") has been approved by the Commission de Surveillance du Secteur
Financier ("CSSF") in its capacity as the competent authority for the purpose of Directive 2003/71/EC of
the European Parliament and of the Council of 4 November 2003, as amended (the "Prospectus Directive")

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and relevant implementing measures in Luxembourg as a prospectus issued in compliance with the
Prospectus Directive and loi relative aux prospectus pour valeurs mobilières du 10 juillet 2005 (the
Luxembourg law on prospectuses for securities of 10 July 2005), as amended by the Luxembourg law of 3
July 2012 (the "Luxembourg Act"). The CSSF assumes no responsibility as to the economic and financial
soundness of the transaction and the quality or solvency of the Issuer in line with the provisions of article
7(7) of the Luxembourg Act. This Prospectus constitutes a prospectus for the purposes of Article 5.3 of the
Prospectus Directive. For the purposes of the Transparency Directive 2004/109/EC, the Issuer has selected
Luxembourg as its `home member state'. The `home member state' of the Guarantor for such purposes is
Spain.
Application has been made to the Luxembourg Stock Exchange for the Securities to be admitted to trading
on the Luxembourg Stock Exchange's regulated market (which is a regulated market for the purposes of the
Markets in Financial Instruments Directive 2004/39/EC) and to be listed on the official list of the
Luxembourg Stock Exchange.
The Securities have not been, and will not be, registered under the United States Securities Act of 1933 (the
"Securities Act") and are subject to United States tax law requirements. The Securities are being offered
outside the United States by the Joint Bookrunners (as defined in "Subscription and Sale") in accordance
with Regulation S under the Securities Act ("Regulation S"), and may not be offered, sold or delivered
within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the Securities Act.
The Euro Perpetual Securities and the Euro Dated Securities will be in bearer form and each in the
denomination of 100,000 and integral multiples of 1,000 in excess thereof up to and including 199,000.
Each series of Securities will initially be represented by a temporary global security (each a "Temporary
Global Security"), without interest coupons or talons, which will be deposited with a common depositary on
behalf of Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking, Société Anonyme
("Clearstream, Luxembourg") on or about the Issue Date. Interests in each Temporary Global Security will
be exchangeable for interests in a permanent global security (each a "Permanent Global Security" and
together with each Temporary Global Security, the "Global Securities") in the circumstances set out in each
Temporary Global Security. Each Permanent Global Security will be exchangeable for definitive Securities
(the "Definitive Securities") in the circumstances set out in the relevant Permanent Global Security. See
"Summary of Provisions relating to the Securities in Global Form".
This Prospectus will be published in electronic form on the website of the Luxembourg Stock Exchange at
www.bourse.lu.
The Securities are expected to be rated BB by Standard & Poor's Credit Market Services Europe Limited
("S&P"), Ba1 by Moody's Investors Service Ltd ("Moody's") and BB+ by Fitch Ratings España SAU
("Fitch").
Each of S&P, Moody's and Fitch is established in the European Union and registered under Regulation (EU)
No 1060/2009, as amended (the "CRA Regulation").
A security rating is not a recommendation to buy, sell or hold securities and may be subject to
suspension, reduction or withdrawal at any time by the assigning rating agency.
Prospective investors should have regard to the factors described under the section headed "Risk
Factors" in this Prospectus.

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Structuring Adviser
BofA MERRILL LYNCH

Global Coordinators
BofA MERRILL LYNCH Deutsche Bank J.P. Morgan

Joint Bookrunners
BofA MERRILL LYNCH
CaixaBank, S.A.
Crédit Agricole CIB
Deutsche Bank
J.P. Morgan
Natixis
Santander Global Banking & Markets UBS Investment Bank
UniCredit Bank
23 March 2015

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Table of Contents

Page
IMPORTANT NOTICES..................................................................................................................
2
RISK FACTORS ..............................................................................................................................
6
OVERVIEW OF THE EURO PERPETUAL SECURITIES ..............................................................
24
OVERVIEW OF THE EURO DATED SECURITIES ......................................................................
31
INFORMATION INCORPORATED BY REFERENCE ...................................................................
38
TERMS AND CONDITIONS OF THE EURO PERPETUAL SECURITIES ....................................
42
TERMS AND CONDITIONS OF THE EURO DATED SECURITIES .............................................
60
SUMMARY OF PROVISIONS RELATING TO THE SECURITIES IN GLOBAL FORM ..............
78
FORM OF GUARANTEE ................................................................................................................
80
USE OF PROCEEDS .......................................................................................................................
85
DESCRIPTION OF THE ISSUER ....................................................................................................
86
DESCRIPTION OF THE GUARANTOR AND THE GROUP .........................................................
88
ACQUISITION OF TALISMAN ENERGY .....................................................................................
102
TAXATION .....................................................................................................................................
104
SUBSCRIPTION AND SALE ..........................................................................................................
110
GENERAL INFORMATION ...........................................................................................................
112

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IMPORTANT NOTICES
Save for the information referred to in "-- Certain Financial and Other Information" below, each of the
Issuer and the Guarantor accepts responsibility for the information contained in this Prospectus and declares
that, having taken all reasonable care to ensure that such is the case, the information contained in this
Prospectus to the best of its knowledge is in accordance with the facts and contains no omission likely to
affect its import. Information appearing in this Prospectus is only accurate as of the date on the front cover of
this Prospectus. The business, financial condition, results of operations and prospects of the Issuer and the
Guarantor may have changed since such date.
Each of the Issuer and the Guarantor has confirmed to the Joint Bookrunners named under "Subscription and
Sale" below (the "Joint Bookrunners") that this Prospectus contains all information regarding the Issuer,
the Guarantor and the Securities which is (in the context of the issue of the Securities) material; such
information is true and accurate in all material respects and is not misleading in any material respect; any
opinions, predictions or intentions expressed in this Prospectus on the part of the Issuer or (as the case may
be) the Guarantor are honestly held or made and are not misleading in any material respect; this Prospectus
does not omit to state any material fact necessary to make such information, opinions, predictions or
intentions (in such context) not misleading in any material respect; and all proper enquiries have been made
to ascertain and to verify the foregoing.
Neither the Issuer nor the Guarantor has authorised the making or provision of any representation or
information regarding the Issuer, the Guarantor or the Securities other than as contained in this Prospectus or
as approved for such purpose by the Issuer and the Guarantor. Any such representation or information should
not be relied upon as having been authorised by the Issuer, the Guarantor or the Joint Bookrunners.
Neither the Joint Bookrunners nor any of their respective affiliates have authorised the whole or any part of
this Prospectus and none of them makes any representation or warranty or accepts any responsibility as to
the accuracy or completeness of the information contained in this Prospectus. Neither the delivery of this
Prospectus nor the offering, sale or delivery of any Security shall in any circumstances create any
implication that there has been no adverse change, or any event reasonably likely to involve any adverse
change, in the condition (financial or otherwise) of the Issuer or the Guarantor since the date of this
Prospectus.
This Prospectus does not constitute an offer of, or an invitation to subscribe for or purchase, any Securities.
The distribution of this Prospectus and the offering, sale and delivery of Securities in certain jurisdictions
may be restricted by law. Persons into whose possession this Prospectus comes are required by the Issuer,
the Guarantor and the Joint Bookrunners to inform themselves about and to observe any such restrictions.
For a description of certain restrictions on offers, sales and deliveries of Securities and on distribution of this
Prospectus and other offering material relating to the Securities, see "Subscription and Sale".
In particular, the Securities have not been and will not be registered under the Securities Act and are subject
to United States tax law requirements. Subject to certain exceptions, Securities may not be offered, sold or
delivered within the United States or to U.S. persons.
In this Prospectus, unless otherwise specified, references to a "Member State" are references to a Member
State of the European Economic Area, references to "U.S.$", and "U.S. dollar" are to United States dollars,
the lawful currency of the United States of America, references to "C$" are to Canadian dollars, the lawful
currency of Canada, references to "sterling", "pound sterling" or "£" are to the currency of the United
Kingdom and references to "EUR", "euro" or "" are to the currency introduced at the start of the third
stage of European economic and monetary union, and as defined in Article 2 of Council Regulation (EC) No
974/98 of 3 May 1998 on the introduction of the euro, as amended.

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As used in this Prospectus, "Repsol", "Repsol Group" and "Group" mean Repsol, S.A. together with its
consolidated subsidiaries, unless otherwise specified or the context otherwise requires, and the "Guarantor"
refers to Repsol, S.A. only.
The Securities are securities which, because of their nature, are normally bought and traded by a limited
number of investors who are particularly knowledgeable in investment matters, and may not be a suitable
investment for all investors. Each potential investor in the Securities must determine the suitability of that
investment in light of its own circumstances. In particular, each potential investor should:
(i)
have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its
particular financial situation, an investment in the Securities and the impact the Securities will have
on its overall investment portfolio;
(ii)
have sufficient financial resources and liquidity to bear all of the risks of an investment in the
Securities, including where the currency for principal or interest payments is different from the
potential investor's currency;
(iii)
understand thoroughly the terms of the Securities and be familiar with the behaviour of any relevant
indices and financial markets; and
(iv)
be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for
economic, interest rate and other factors that may affect its investment and its ability to bear the
applicable risks.
Sophisticated institutional investors generally do not purchase complex financial instruments as stand- alone
investments. They purchase complex financial instruments as a way to reduce risk or enhance yield with an
understood, measured, appropriate addition of risk to their overall portfolios. A potential investor should not
invest in the Securities unless it has the knowledge and expertise (either alone or with a financial adviser) to
evaluate how the Securities will perform under changing conditions, the resulting effects on the value of the
Securities, and the impact this investment will have on the potential investor's overall investment portfolio.
Prior to making an investment decision, potential investors should consider carefully, in light of their own
financial circumstances and investment objectives, all the information contained in this Prospectus (as the
same may be supplemented) or incorporated by reference herein. Potential investors should not construe
anything in this Prospectus as legal, tax, business or financial advice. Each investor should consult with his
or her own advisers as to the legal, tax, business, financial and related aspects of a purchase of the Securities.
FORWARD-LOOKING STATEMENTS
This Prospectus includes forward-looking statements that reflect the Group's intentions, beliefs or current
expectations and projections about the Group's future results of operations, financial condition, liquidity,
performance, prospects, anticipated growth, strategies, plans, opportunities, trends and the markets in which
the Group operates or intends to operate. Forward-looking statements involve all matters that are not
historical fact. These and other forward-looking statements can be identified by the words "may", "will",
"would", "should", "expect", "intend", "estimate", "anticipate", "project", "future", "potential", "believe",
"seek", "plan", "aim", "objective", "goal", "strategy", "target", "continue" and similar expressions or their
negatives. These forward-looking statements are based on numerous assumptions regarding the Group's
present and future business and the environment in which the Group expects to operate in the future.
Forward-looking statements may be found in sections of this Prospectus entitled "Risk Factors",
"Description of the Guarantor and the Group", "Acquisition of Talisman Energy", in the consolidated
management reports that are incorporated by reference in this Prospectus (the "Consolidated Management
Reports") and elsewhere in this Prospectus.
These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions
and other factors that could cause the Group's actual results of operations, financial condition, liquidity,

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performance, prospects, anticipated growth, strategies, plans or opportunities, as well as those of the markets
the Group serves or intends to serve, to differ materially from those expressed in, or suggested by, these
forward-looking statements.
Additional factors that could cause the Group's actual results, financial condition, liquidity, performance,
prospects, opportunities or achievements or industry results to differ include, but are not limited to, those
discussed under "Risk Factors".
In light of these risks, uncertainties and assumptions, the forward-looking events described in this Prospectus
may not occur. Additional risks that the Group may currently deem immaterial or that are not presently
known to the Group could also cause the forward-looking events discussed in this Prospectus not to occur.
Except as otherwise required by Dutch, Spanish, Luxembourg and other applicable securities laws and
regulations and by any applicable stock exchange regulations, the Group undertakes no obligation to update
publicly or revise publicly any forward-looking statements, whether as a result of new information, future
events, changed circumstances or any other reason after the date of this Prospectus. Given the uncertainty
inherent in forward-looking statements, prospective investors are cautioned not to place undue reliance on
these statements.
HYDROCARBON AND GAS RESERVES CAUTIONARY STATEMENT
Hydrocarbon and gas reserves and resource estimates are expressions of engineering and economic analysis
and interpretation based on knowledge, experience and industry practice. Estimates that were valid when
originally calculated may alter significantly when new information or techniques become available.
Additionally, by their very nature reserve and resource estimates are imprecise and depend to some extent on
interpretations, which may prove to be inaccurate. As further information becomes available through
additional drilling and analysis, the estimates are likely to change. This may result in alterations to
development and production plans which may, in turn, adversely affect the Group's operations. See also
"Risk Factors -- Risks Relating to the Issuer and the Guarantor -- Operational risks -- Oil and gas reserves
estimation".
CERTAIN FINANCIAL AND OTHER INFORMATION
This Prospectus contains certain financial and other information in relation to Talisman Energy Inc. This
information has been derived from publicly-available sources and none of the Issuer, the Guarantor or the
Joint Bookrunners accepts any responsibility whatsoever or makes any representation or warranty expressed
or implied for the fairness accuracy, completeness or verification of such information. However, the Issuer
and the Guarantor have taken reasonable care to ensure that the information from these sources has been
reproduced correctly and each of the Issuer and the Guarantor accepts responsibility accordingly. In addition,
this Prospectus includes certain statements and assumptions in relation to the Repsol Group following
completion of the acquisition of Talisman Energy Inc. The completion of such acquisition is subject to a
number of conditions and events, most of which are beyond the control of the Group. Accordingly, there can
be no assurance that the acquisition will complete and investors are cautioned not to place undue reliance on
such statements and assumptions.
CERTAIN TECHNICAL TERMS
As used in this Prospectus:
"1P reserves" refers to proven reserves;
"2P reserves" refers to proven plus probable reserves;
"boe" refers to barrels of oil equivalent;
"k" prefix means thousand;

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"m" prefix means million;
"pd" suffix means per day; and
"scf" refers to standard cubic feet.
STABILISATION
IN CONNECTION WITH THE ISSUE OF THE SECURITIES, MERRILL LYNCH
INTERNATIONAL (THE "STABILISING MANAGER") (OR PERSONS ACTING ON BEHALF
OF THE STABILISING MANAGER) MAY OVER ALLOT SECURITIES OR EFFECT
TRANSACTIONS WITH A VIEW TO SUPPORTING THE PRICE OF THE SECURITIES AT A
LEVEL HIGHER THAN THAT WHICH MIGHT OTHERWISE PREVAIL. HOWEVER, THERE
IS NO ASSURANCE THAT THE STABILISING MANAGER (OR PERSONS ACTING ON
BEHALF OF THE 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 SECURITIES IS
MADE AND, IF BEGUN, MAY BE ENDED AT ANY TIME, BUT IT MUST END NO LATER
THAN THE EARLIER OF 30 DAYS AFTER THE ISSUE DATE OF THE SECURITIES AND 60
DAYS AFTER THE DATE OF THE ALLOTMENT OF THE SECURITIES. ANY STABILISATION
ACTION OR OVER-ALLOTMENT MUST BE CONDUCTED BY THE STABILISING MANAGER
(OR PERSONS ACTING ON BEHALF OF THE STABILISING MANAGER) IN ACCORDANCE
WITH ALL APPLICABLE LAWS AND RULES.

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RISK FACTORS
Prospective investors should carefully consider all the information set forth in this Prospectus (as the same
may be supplemented) and any information incorporated by reference into this Prospectus, as well as their
own personal circumstances, before deciding to invest in the Securities. Prospective investors should have
particular regard to, among other matters, the considerations set out in this section of this Prospectus.
Each of the Issuer and the Guarantor believes that each of the following risk factors, many of which are
beyond the control of the Issuer and the Guarantor or are difficult to predict, may materially affect its
financial position and its ability to fulfil its obligations in relation to the Securities. Neither the Issuer nor
the Guarantor is in a position to express a view on the likelihood of any such contingency occurring. In
addition, there may be other factors that a prospective investor should consider that are relevant to its own
particular circumstances or generally.
Risk factors that are material for the purpose of assessing the market risks associated with the Securities are
also described below.
Each of the Issuer and the Guarantor believes that the risk factors described below represent the principal
risk factors inherent in investing in the Securities, but the inability of the Issuer or the Guarantor to pay
interest, principal or other amounts on or in connection with the Securities may occur for other reasons,
which may not be considered significant risks by the Issuer and the Guarantor based on information
currently available to them or which they may not currently be able to anticipate. Prospective investors
should also read the detailed information set out elsewhere in this Prospectus (as the same may be
supplemented), including the descriptions of the Issuer and the Guarantor, as well as the information
incorporated by reference, and reach their own views prior to making any investment decisions.
Before making an investment decision with respect to the Securities, prospective investors should consult
their own stockbroker, bank manager, lawyer, accountant or other financial, legal and tax advisers and
carefully review the risks entailed by an investment in the Securities and consider such an investment
decision in the light of the prospective investor's personal circumstances.
Words and expressions defined in "Terms and Conditions of the Euro Perpetual Securities" or "Terms and
Conditions of the Euro Dated Securities" shall have the same meanings in this section, unless the context
requires otherwise.
Risks relating to the Issuer and the Guarantor
The risk factors set out below are applicable to the Issuer as a member of the Repsol Group, and the
Guarantor.
Operational risks
Uncertainty in the current economic context.
Global economic growth is still weak and more fragile than expected, although the latest International
Monetary Fund ("IMF") forecasts estimate an expected global growth of around 3.3% in 2014 and 3.5% in
2015 (source: World Economic Outlook January 2015). Nonetheless, concerns about persistent low and
uneven growth have risen over the past six months. Since the summer of 2014, the growth and inflation
outlook worsened in the eurozone, China and Latin America, while it has improved in the U.S. and the
United Kingdom which shows greater dynamism.
Due to the differences in the rate of growth it is clear that central banks are in different monetary paths.
First, there are those who seek to combat low inflation and stimulate growth by expanding their balance
sheets. This is the case of the Bank of Japan and the European Central Bank which has announced the

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