Obligation Santander Bank 3.71% ( XS1864167918 ) en NOK

Santander Bank

100 % ⇌

Espagne

XS1864167918 ( en NOK )

3.71% par an ( paiement annuel )

30/08/2028

Prospectus brochure de l'obligation Banco Santander XS1864167918 en NOK 3.71%, échéance 30/08/2028

2 000 000 NOK

800 000 000 NOK

30/08/2026 ( Dans 300 jours )

Banco Santander est une banque multinationale espagnole, l'une des plus grandes institutions financières du monde, opérant dans plusieurs pays d'Europe, d'Amérique et d'Asie.

L'Obligation émise par Santander Bank ( Espagne ) , en NOK, avec le code ISIN XS1864167918, paye un coupon de 3.71% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 30/08/2028

MiFID II product governance / Professional investors and ECPs only target market Solely for the
purposes of the manufacturer's product approval process, the target market assessment in respect of the
Instruments has led to the conclusion that: (i) the target market for the Instruments is eligible counterparties and
professional clients only, each as defined in Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all
channels for distribution of the Instruments to eligible counterparties and professional clients are appropriate.
Any person subsequently offering, selling or recommending the Instruments (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 Instruments (by either adopting or
refining the manufacturer's target market assessment) and determining appropriate distribution channels.
PRIIPs Regulation / PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Instruments are not
intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made
available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor
means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; (ii)
a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"),
where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID
II; or (iii) not a qualified investor as defined in Directive 2003/71/EC, as amended (which includes the
amendments made by Directive 2010/73/EU and any relevant implementing measure in a member state) (the
"Prospectus Directive"). Consequently no key information document required by Regulation (EU) No
1286/2014 (the "PRIIPs Regulation") for offering or selling the Instruments or otherwise making them available
to retail investors in the EEA has been prepared and therefore offering or selling the Instruments or otherwise
making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
Final Terms dated 28 August 2018

Banco Santander, S.A.
Issue of NOK 800,000,000 Fixed Rate Instruments due 30 August 2028
under the 25,000,000,000 Programme for the Issuance of Debt Instruments
PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the
"Terms and Conditions") set forth in the Base Prospectus dated 8 March 2018 which constitutes a base
prospectus for the purposes of the Prospectus Directive. This document constitutes the Final Terms of the
Instruments described herein for the purposes of Article 5.4. of the Prospectus Directive and must be read in
conjunction with such Base Prospectus. Full information on the Issuer and the offer of the Instruments is only
available on the basis of the combination of these Final Terms and the Base Prospectus dated 8 March 2018. The
Base Prospectus is available for viewing at the head office of the Issuer (being Ciudad Grupo Santander, Avenida
de Cantabria s/n, 28660 Boadilla del Monte, Madrid, Spain), the offices of the Issue and Paying Agent, The Bank
of New York Mellon, London Branch at One Canada Square, London E14 5AL and at the offices of each Paying
Agent and copies may be obtained from the addresses specified above. The Base Prospectus has been published
on the websites on the Irish Stock Exchange (www.ise.ie) and the Central Bank of Ireland
(http://www.centralbank.ie).
1.
Issuer:
Banco Santander, S.A.
2.
(i)
Series Number:
45 Senior Non-Preferred

(ii)
Tranche Number:
1
3.
Specified Currency:
Norwegian Krone ("NOK")
4.
Aggregate Principal Amount:

(i)
Series:
NOK 800,000,000

(ii)
Tranche:
NOK 800,000,000

5.
Issue Price:
100.00 per cent. of the Aggregate Principal Amount
6.
Specified Denominations:
NOK 2,000,000
7.
Calculation Amount:
NOK 2,000,000
8.
(i)
Issue Date:
30 August 2018

(ii)
Interest
Issue Date
Commencement
Date:
9.
Maturity Date:
30 August 2028,
10. Interest Basis:
Fixed at 3.710% per annum, payable annually in arrear
11. Redemption/Payment Basis:
Redemption at par
12. Put/Call Options:
Not Applicable

13.
Status of the
Senior Non-Preferred Instruments
Instruments:

14. Method of distribution:
Non-syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15. Fixed Rate Instrument
Applicable from (and including) the Issue Date to (but excluding) the
Provisions
Maturity Date
(i) Rate of Interest:
3.710 per cent. per annum payable annually in arrear
(ii) Interest Payment Date(s):
30 August in each year from and including 30 August 2019 to and
including the Maturity Date, adjusted in accordance with the
Modified Following Business Day Convention
(iii) Fixed Coupon Amount:
NOK 74,200 per NOK 2,000,000 Specified Denomination on each
Interest Payment Date. No adjustments shall be made to the Fixed
Coupon Amount
(iv) Day Count Fraction:
30/360
(v) Determination Date:
Not applicable
(vi) Party responsible for
Not applicable

calculating the Rate of
Interest and/or Interest
Amount (if not the Issue
and Paying Agent):
(vii) Step Up Provisions:
Not applicable
16. Reset Instrument Provisions:
Not Applicable

17. Floating Rate and CMS-
Not Applicable
Linked Instrument

Provisions:
18. Zero Coupon Instrument
Not Applicable
Provisions:

PROVISIONS RELATING TO REDEMPTION
19. Call Option:
Not Applicable
20. Put Option:
Not Applicable

21. Maturity Redemption
NOK 2,000,000 per Instrument of NOK 2,000,000 of Specified
Amount of each Instrument:
Denomination
22. Early Redemption Amount, Early Redemption Amount (Tax) and Early Redemption Amount
(TLAC/MREL Disqualification Event)
TLAC/MREL Applicable
Disqualification Event

Early Redemption Amount(s)
NOK 2,000,000 per Instrument of NOK 2,000,000 of Specified
of each Instrument payable
Denomination
on redemption for taxation

reasons, and on a
TLAC/MREL
Disqualification Event:
GENERAL PROVISIONS APPLICABLE TO THE INSTRUMENTS
23. Form of Instruments:
Bearer Instruments:
Temporary Global Instrument exchangeable for a Permanent Global
Instrument which is exchangeable for Definitive Instruments in the
limited circumstances specified in the Permanent Global Instrument.
24. New Global Note:
No
25. Talons for future Coupons or
No
Receipts to be attached to
Definitive Instruments (and
dates on which such Talons
mature):
26. Relevant Financial Centre:
TARGET and Oslo
27. Relevant Financial Centre
TARGET and Oslo
Day:
28. Amount of each instalment
Not Applicable
(Instalment Amount), date on
which each payment is to be
made (Instalment Date):
29. Commissioner:
Mr. Luis Coronel de Palma Martinez-Agulló
30. Waiver of Set-off:
Applicable
31. Substitution and Variation:
Applicable
DISTRIBUTION
32. If syndicated, names of
Not Applicable
Managers
33. If non-syndicated, name and
Deutsche Bank AG, London Branch Winchester House
address of Dealer/Manager:
1 Great Winchester Street
London EC2N 2DB
United Kingdom
34. Stabilisation Manager:
Not Applicable
35. US Selling Restrictions:
Reg. S Compliance Category 2; TEFRA D
(Categories of potential
investors to which the
Instruments are offered)

CONFIRMED
BANCO SANTANDER, S.A.
By:

Authorised Signatory
Date 28 August 2018

PART B- OTHER INFORMATION
1
LISTING AND ADMISSION TO TRADING
Application has been made by the Issuer (or on its behalf) for the Instruments to be listed on the Official List of
the Irish Stock Exchange and application is expected to be made by the Issuer (or on its behalf) for the
Instruments to be admitted to trading on the Regulated Market of the Irish Stock Exchange with effect from the
Issue Date.
Estimate of total expenses related to admissions to trading: EUR 600
2
RATINGS
The Instruments to be issued are expected to be rated:
S&P: A-
Moody's: Baa1
Fitch: A-
These credit ratings will be issued by Standard & Poor's Credit Market Services Europe Limited, Moody's
Investor Services España, S.A. and Fitch Ratings España, S.A.U.
Each of Standard & Poor's Credit Market Services Europe Limited, Moody's Investor Services España, S.A.,
and Fitch Ratings España, S.A.U. is established in the European Union and is registered under Regulation (EC)
No. 1060/2009 (as amended) (the "CRA Regulation"). As such each of Standard & Poor's Credit Market
Services Europe Limited, Moody's Investor Services España, S.A., and Fitch Ratings España, S.A.U. is included
in the list of credit rating agencies published by the European Securities and Markets Authority on its website in
accordance with the CRA Regulation.
A
list
of
rating
agencies
registered
under
the
CRA
Regulation
can
be
found
at
http://www.esma.europa.eu/page/List-registerd-and-certified-CRAs.
3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
So far as the Issuer is aware, no person involved in the offer of the Instruments has an interest material to the
offer. The Dealerand its 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 and its affiliates in the
ordinary course of business.

4
YIELD

Indication of yield:
3.71%
As set out above, the yield is calculated at the Issue Date on the
basis of the Issue Price. It is not an indication of future yield.
5
OPERATIONAL INFORMATION

ISIN:
XS1864167918

Common Code:
186416791

CUSIP number:
Not applicable

CFI:
Not Applicable

FISN:
Not Applicable

WKN:
Not applicable

Any other clearing system other than
Not applicable
Euroclear and Clearstream Banking,
société anonyme and the relevant
identification numbers:

Delivery:
Delivery against payment

Names and addresses of additional Paying
Not Applicable
Agent(s) (if any):

Intended to be held in a manner which
No. Whilst the designation is specified as "no" at the date of these
would allow Eurosystem eligibility:
Final Terms, should the Eurosystem eligibility criteria be amended
in the future such that the Instruments are capable of meeting them
the Instruments may then be deposited with one of the ICSDs as
common safekeeper. Note that this does not necessarily mean that
the Instruments will then be recognised as eligible collateral for
Eurosystem monetary policy and intraday credit operations by the
Eurosystem at any time during their life. Such recognition will
depend upon the ECB being satisfied that Eurosystem eligibility
criteria have been met.