Obligation OMV Group 0% ( XS2189614014 ) en EUR

OMV Group

100 % ▲

Autriche

XS2189614014 ( en EUR )

16/06/2023 - Obligation échue

Prospectus brochure de l'obligation OMV XS2189614014 en EUR 0%, échue

1 000 EUR

750 000 000 EUR

OMV est une société énergétique intégrée autrichienne, active dans l'exploration et la production de pétrole et de gaz, la raffinage et la commercialisation de produits pétroliers et la chimie.

L'Obligation émise par OMV Group ( Autriche ) , en EUR, avec le code ISIN XS2189614014, paye un coupon de 0% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 16/06/2023

Prospectus dated 4 June 2020

This document constitutes a base prospectus for the purposes of Article 8(1) of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of June 14, 2017 (the "Prospectus Regulation") of OMV Aktiengesellschaft ("OMV AG" or the
"Issuer") in respect of non-equity securities ("Non-Equity Securities") within the meaning of Article 2(c) of the Prospectus Regulation
(the "Prospectus", which term shall include any supplements thereto published from time to time).

OMV AKTIENGESELLSCHAFT
(incorporated as a joint stock corporation (Aktiengesellschaft)
under the laws of the Republic of Austria)
Euro 12,000,000,000
Euro Medium Term Note Programme
for the issue of the Notes
(the "Programme")

In relation to notes issued under this Programme (the "Notes"), the Prospectus has been approved by the Commission de Surveillance
du Secteur Financier (the "CSSF") of the Grand-Duchy of Luxembourg ("Luxembourg") in its capacity as competent authority under
the Prospectus Regulation. The CSSF only approves this Prospectus as meeting the standards of completeness, comprehensibility and
consistency imposed by the Prospectus Regulation. Such approval should not be considered as an endorsement of the economic or
financial opportunity of the operation or the quality and solvency of the Issuer or of the quality of the Notes that are the subject of the
Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes. The minimum denomination of
the Notes will be Euro 1,000 or, if any currency other than Euro, in an amount in such other currency equal to or exceeding the
equivalent of Euro 1,000 at the time of the issue of the Notes.

In order to be able to conduct a public offer and/or a listing on the Vienna Stock Exchange in relation to certain issues of Notes, the
Issuer has requested the CSSF in its capacity as competent authority under the Prospectus Regulation and the Luxembourg act relating
to prospectuses for securities dated 16 July 2019 (Loi du 16 juillet 2019 relative aux prospectus pour valeurs mobilières et portant
mise en oeuvre du règlement (UE) 2017/1129, the "Luxembourg Law") to provide the competent authorities in the Federal Republic
of Germany ("Germany") and in the Republic of Austria ("Austria") with a certificate of approval attesting that the Prospectus has
been drawn up in accordance with the Prospectus Regulation (each a "Notification") for an offer of such Notes in Germany and
Austria and/or a listing of the Programme and/or such Notes on the Vienna Stock Exchange. The Issuer may from time to time request
the CSSF to provide competent authorities in additional host Member States within the European Economic Area and the United
Kingdom with a Notification. By approving a prospectus, the CSSF shall give no undertaking as to the economic and financial
soundness of the operation or the quality or solvency of the Issuer pursuant to Article 6(4) of the Luxembourg Law.

The validity of the Prospectus will expire on 3 June 2021. Any obligation to supplement a prospectus in the event of significant
new factors, material mistakes or material inaccuracies does not apply when a prospectus is no longer valid.

The Notes 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 are subject to U.S. tax law requirements.
Subject to certain exceptions, the Notes may not be offered, sold or delivered within the United States or to, or for the account or
benefit of, U.S. Persons (as defined in Regulation S under the Securities Act).

Arranger
Barclays

Dealers

Barclays
BNP PARIBAS

BofA Securities
Citigroup

Crédit Agricole CIB
Erste Group

J.P. Morgan
Landesbank Baden-Württemberg

Société Générale
Raiffeisen Bank International AG
Corporate & Investment Banking

UniCredit Bank Austria AG

This Prospectus and any supplement thereto will be published in electronic form on the website of the Luxembourg Stock Exchange
under "www.bourse.lu" and will be available free of charge at the specified office of the Issuer. This Prospectus succeeds the
Prospectus dated 28 May 2019, as supplemented, in respect of the Programme.

2

TABLE OF CONTENTS

GENERAL DESCRIPTION OF THE PROGRAMME .................................................................................. 4
RISK FACTORS ............................................................................................................................................. 6
I.
Risk Factors regarding OMV AG and the Group ................................................................................. 6
II.
Risk Factors regarding the Notes ....................................................................................................... 33
RESPONSIBILITY STATEMENT OF OMV AG ....................................................................................... 38
IMPORTANT NOTICE ................................................................................................................................ 39
GENERAL INFORMATION ........................................................................................................................ 42
DESCRIPTION OF THE NOTES................................................................................................................. 48
TERMS AND CONDITIONS OF THE NOTES AND RELATED INFORMATION ................................. 52
I.
General Information applicable to the Notes ...................................................................................... 53
II.
Terms and Conditions of the Notes .................................................................................................... 55
III.
Form of Final Terms ........................................................................................................................ 163
WARNING REGARDING TAXATION .................................................................................................... 189
SUBSCRIPTION AND SALE .................................................................................................................... 190
GENERAL INFORMATION ON THE ISSUER AND THE GROUP ....................................................... 194
ADDRESS LIST ......................................................................................................................................... 250

3

GENERAL DESCRIPTION OF THE PROGRAMME

General

Under the Programme, the Issuer may from time to time issue Notes denominated in any currency agreed
between the Issuer and the relevant Dealer(s). The Issuer may increase the amount of the Programme in
accordance with the terms of the Dealer Agreement from time to time, subject to publication of a
supplement to this Prospectus.

Notes will be issued on a continuous basis in Tranches with no minimum issue size, each Tranche
consisting of Notes which are identical in all respects. One or more Tranches, which are expressed to be
consolidated and forming a single series and identical in all respects, but having different issue dates,
interest commencement dates, offer prices and dates for first interest payments may form a series ("Series")
of Notes. Further Notes may be issued as part of existing Series. The specific terms of each Tranche will be
set forth in the applicable Final Terms.

The Notes may be issued to one or more of the Dealers and any additional dealer appointed under the
Programme from time to time, which appointment may be for a specific issue or on an ongoing basis and
may be sold on a syndicated and non-syndicated basis pursuant to respective subscription agreements.

Consent to the use of the Prospectus

With respect to Article 1(4) of the Prospectus Regulation, the Issuer may consent, to the extent and under
the conditions, if any, indicated in the relevant Final Terms, to the use of the Prospectus for a certain period
of time or as long as the Prospectus is valid in accordance with Article 12(1) of the Prospectus Regulation
and accepts responsibility for the content of the Prospectus also with respect to subsequent resale or final
placement of Notes by any financial intermediary which was given consent to use the prospectus, if any.

Such consent may be given to one or more (individual consent) specified Dealer(s) and/or financial
intermediary/intermediaries, as stated in the Final Terms, and, next to the Grand Duchy of Luxembourg, for
the following member states, into which the Prospectus has been passported and which will be indicated in
the relevant Final Terms: the Republic of Austria, the Federal Republic of Germany.

Such consent by the Issuer is subject to each Dealer and/or financial intermediary complying with the terms
and conditions described in this Prospectus and the relevant Final Terms as well as any applicable selling
restrictions. The distribution of this Prospectus, any supplement to this Prospectus, if any, and the relevant
Final Terms as well as the offering, sale and delivery of Notes in certain jurisdictions may be restricted by
law.

Each Dealer and/or each financial intermediary, if any, and/or each person into whose possession this
Prospectus, any supplement to this Prospectus, if any, and the relevant Final Terms come are required to
inform themselves about and observe any such restrictions. The Issuer reserves the right to withdraw its
consent to the use of this Prospectus in relation to certain Dealers and/or each financial intermediary.

The Prospectus may only be delivered to potential investors together with all supplements published before
such delivery. Any supplement to the Prospectus is available for viewing in electronic form on the website
of the Luxembourg Stock Exchange (www.bourse.lu).

Potential investors should be aware that any website referred to in this document does not form part of this
Prospectus and has not been scrutinised or approved by the CSSF.

When using the Prospectus, each Dealer and/or relevant further financial intermediary must make certain
that it complies with all applicable laws and regulations in force in the respective jurisdictions.

In the case of an offer being made by a Dealer and/or financial intermediary, this Dealer and/or
financial intermediary will provide information to investors on the terms and conditions of the Notes
and the offer thereof, at the time such offer is made.
4

If the Final Terms state that the consent to use the prospectus is given to one or more specified
Dealer(s) and/or financial intermediary/intermediaries (individual consent), any new information
with respect to financial intermediaries unknown at the time of the approval of the Prospectus or any
supplements thereto or the filing of the Final Terms will be published on the website of the
Luxembourg Stock Exchange (www.bourse.lu).

5

RISK FACTORS

The following is a description of material risks that are specific to OMV AG and/or may affect its ability to
fulfil its obligations under the Notes and that are material to the Notes issued under the Programme in
order to assess the market risk associated with these Notes. Prospective investors should consider these
risk factors before deciding to purchase Notes issued under the Programme.
Should one or several of the following material risks materialise, this could lead to a material decline in
the price of the Notes or, in the worst-case scenario, to a total loss of interest and the amount invested by
investors.
Prospective investors should consider all information provided in this Prospectus, the documents
incorporated by reference and any supplement thereto and consult with their own professional advisers if
they consider it necessary. In addition, investors should be aware that the risks described may combine and
thus modify one another.
Each prospective purchaser of Notes must determine, based on its own independent review and such
professional advice as it deems appropriate under the circumstances, that its acquisition of the Notes is
fully consistent with its financial needs, objectives and condition, complies and is fully consistent with all
investment policies, guidelines and restrictions applicable to it and is a fit, proper and suitable investment
for it, notwithstanding the clear and substantial risks inherent in investing in or holding the Notes.
A prospective purchaser may not rely on the Issuer, the Dealer(s) or any of their respective affiliates in
connection with its determination as to the legality of its acquisition of the Notes or as to the other matters
referred to above.
The following material risk factors comprise two parts:
I.
Risk Factors regarding OMV AG and the Group; and
II.
Risk Factors regarding the Notes
And, in each of these parts, risk factors are organized in categories depending on their respective nature.
In each category the most material risk factors, based on the probability of their occurrence and the
expected magnitude of their negative impact, are mentioned first.
Words and expressions defined in "Terms and Conditions" of the Notes below shall have the same
meanings in this section. Within this section "Risk Factors regarding OMV AG and the Group", the terms
"OMV" and the "Group" mean OMV AG together with all of its subsidiaries.

I.
Risk Factors regarding OMV AG and the Group
The Issuer believes that the following factors may affect its ability to fulfil its obligations under the Notes.
All of these factors are contingencies which may or may not occur and the Issuer is not in a position to
express a view on the likelihood of any such contingency occurring.
Factors which the Issuer believes may be material for the purpose of assessing the market risks associated
with the Notes are also described below.
The Issuer believes that the factors described below represent the principal risks inherent in investing in the
Notes, but the Issuer may be unable to pay interest, principal or other amounts on or in connection with the
Notes for other reasons and the Issuer does not represent that the statements below regarding the risks of
holding the Notes are complete. Prospective investors should also read the detailed information set out
elsewhere in this Prospectus (including any documents incorporated by reference herein) and reach their
own views prior to making any investment decision.
1.
Risks related to the general financial and economic environment
OMV is exposed to risks related to the general financial and economic environment, in particular in case
of a recession or a crisis

6

OMV is exposed to the general financial and economic environment, in particular due to the link of its
business to the development of the general economy. In the past, several incidents and adverse conditions
illustrated the potential impact of certain risks related to the general financial and economic environment on
OMV, all of which can have material adverse effects on OMV's business, results of operations and financial
condition. Such examples, which have led or could further lead to adverse and volatile economic
environment include the global financial and economic crisis in 2007 and the following years, the sovereign
debt crisis in the Euro zone countries (the "Euro zone", which includes 18 EU member states that have
implemented the Euro as official currency) commencing in 2010, the United Kingdom leaving the EU
("Brexit") in 2020. In particular, the outbreak of the novel coronavirus SARS-CoV-2, which caused the
current COVID-19 pandemic, has led to an adverse and volatile economic environment. In addition, also a
non-event driven general recession may cause an adverse financial and macroeconomic environment.
As a consequence of the COVID-19 pandemic, significantly adverse market conditions have occurred.
Since December 2019, the novel coronavirus SARS-CoV-2 has spread in China and, shortly following, in
almost all other countries of the world. Quarantines, curfews and further restrictions of business and social
life have been imposed for several countries of the world, including Austria. A failure of OPEC members
and Russia to agree on a cut to oil production to respond to the sharp decrease in demand as a result of the
COVID-19 pandemic has led to a drop in oil prices by 30% at the beginning of March 2020, with Brent
crude reaching US Dollar ("USD") 31/ barrel ("bbl"). As a consequence of the COVID-19 pandemic,
demand for OMV's Downstream products, including in particular oil sales in the retail and commercial
business (including aviation), has significantly decreased, leading to lower sales and lower utilizations of
OMV's refineries. Capital markets have recognized severe losses, leading to plunges in stock market prices,
including also in OMV's price of shares, which are admitted to the Official Market of the Vienna Stock
Exchange. In view of the significantly reduced international demand and overcapacities, Brent prices have
further decreased and fell below USD 20/bbl on 21 April 2020. On 12 April 2020, Members of OPEC and
their allies, including Russia and Mexico, announced that they have agreed to cut production by 9.7 million
bbl a day in May and June 2020, the deepest cut ever agreed to by the world's oil producers. After that, the
group will steadily ramp up production until the agreement expires in April 2022. Also Norway announced
that it will cut production. For the year 2020, OMV as of the date of this Prospectus expects the average
Brent oil price to be at USD 40/bbl (previous forecast: USD 60/bbl; 2019: USD 64/bbl). For 2021, OMV
has amended its previous assumption for the average Brent oil price of USD 70/bbl to USD 50/bbl.
It cannot be excluded that further countries, regions or municipalities in several countries of the world
impose new or even stricter temporary quarantines and curfews. Further, also countries, regions or
municipalities which have already commenced retracting or lowering quarantines, curfews and further
restrictions of business and social life may be forced to reimpose any such measures or even stricter
measures in case infections with SARS-CoV-2 increase again. Such situation might exist until reliable
treatments and medicine for treatment of COVID-19 patients and vaccinations against the SARS-CoV-2
virus are broadly available around the world. It currently cannot be assessed when such treatments,
medicine and vaccinations will be approved and available. Accordingly, it is currently not foreseeable how
long the COVID-19 pandemic will last and whether or when the impacts on capital markets, business
transactions and social life will be halted or reduced. These events could cause a further disruption of
regional or global economic activity as well as capital and credit markets, leading to an even stronger
decrease in demand for OMV's products, which could materially affect OMV's operations, financial results
and liquidity. The extent to which the COVID-19 pandemic and/or other comparable diseases impact OMV
will depend on future developments, which are highly uncertain and cannot be predicted, including new
information which may emerge concerning the severity of the infection with SARS-CoV-2 and/or other
diseases and the actions to contain them or treat their impact, among others. Measures taken by OMV to
reduce the negative impact on the company in operational, human resources, financial and legal aspects to
support business continuity, including by means of an emergency management team (EMT) may not be
sufficient to appropriately minimize the impacts on OMV's operations, financial results and liquidity.
Adverse financial and economic conditions as well as situations of a crisis may also lead to intensified
competition for market share and available margin, with consequential adverse effects on volumes and
prices. The financial and economic situation may also have a negative impact on third parties with whom
OMV does, or will do, business. If there is an extended period of constraint in the capital or credit markets,
at a time when cash flows from OMV's business operations may be under pressure or additional funds may
be required, this may impact OMV's ability to fund its operations or required future investments, with a
consequent negative effect on its business, and may impact shareholder returns, including dividends or the
7

Issuer's share price. Changes in OMV's debt ratings could have a material adverse effect on its cost or
sources of financing. Decreases in the funded levels of OMV's pension plans may increase OMV's pension
funding requirements. OMV may ultimately face major challenges in a period of new or longer than
expected adverse conditions. Oil and gas prices and margins could fall or remain lower than in previous
times due to reduced demand and, as a result of reduced demand, higher reserves of crude oil in inventories
could be built up. The degree to which producers reduce production, if at all, could also affect prices and
margins, in particular if major oil-producing nations do not reduce crude oil production volumes despite
reduced demand and/or high reserves of crude oil stored in inventories. At the same time, governments face
greater pressure on public finances, including in particular to finance support of individuals and companies
for relieving impacts of the COVID-19 pandemic, leading to the risk of increased taxation.
OMV particularly depends on the financial and economic environment in its Operating Region. There is
a risk that certain countries of OMV's Operating Region may significantly be affected by deteriorating
financial and economic markets
OMV's global operations expose it to various potential risks that are specific to the different countries in
which it operates. OMV in particular depends on the financial and economic environment of the countries it
is operating in (the "Operating Region"). The Operating Region in particular includes the Central and
South-eastern Europe ("CEE") region, New Zealand, Australia, Norway, Libya, Tunisia, Turkey, Pakistan,
Yemen, Russia, Abu Dhabi, the Kurdistan Region of Iraq, Kazakhstan and Malaysia. The expansion and
development of business activities in CEE and in the Middle East were central components of the strategy
of OMV; a large portion of OMV's refining and oil product distribution network is located in CE/E.
Further, in January 2019, OMV acquired a 50% interest in SapuraOMV Upstream Sdn. Bhd. and entered
Malaysia.
Financial and economic environments may significantly vary, depending on the respective country or
region. Not all countries in the Operating Region have made equal progress in the development of their
gross domestic product ("GDP") in the past. Positive trends in the past may not be sustainable. By way of
example, in relation to the CEE region, the financial crisis that began in autumn 2007 and its resulting
economic effects have triggered a recession in most countries in the region, the negative effects of which
have been prolonged by the sovereign debt crisis in the Euro zone countries since 2010. Sharp declines in
economic activity, combined with rising unemployment, public debt and financial capital outflows have
significantly worsened the economic outlook for the region. Consequently, OMV has experienced and may
continue to experience stagnating or declining sales in the CEE region. In addition, OMV's capital
investments in these markets may prove to have been too high in light of economic conditions less
favourable than those which OMV assumed when OMV made the investments. Parts of the Operating
Region may also decrease in being receptive to foreign trade and investment. Any deterioration in the
financial and economic conditions or climate for foreign trade and investment in the Operating Region
could have a material adverse effect on the Operating Region's economy which, in turn, may have a
negative impact on OMV's business, results of operations and financial condition. Were any of the
following factors, which have been characteristic of the economy in some or all states of the Operating
Region at various times during recent years, to recur or continue, this could have a negative influence on
the investment climate in the Operating Region and may have a negative impact on OMV's business, results
of operations and financial condition:

significant declines in GDP and high government debt relative to GDP;

unstable local currencies, high levels of inflation or restrictions on transfers of hard currency
outside of states within the Operating Region;

a weak banking system providing limited liquidity to domestic enterprises;

widespread tax evasion;

growth of a black and grey market economy, corruption and extensive penetration of organised
crime into the economy;

significant increases in unemployment and underemployment; and

impoverishment of a large portion of the population.
8

The economic development in several parts of the Operating Region is still subject to risks common to all
regions that have undergone, or are undergoing, political, economic and social changes. The development
of the financial and economic environment in several of these countries is often also linked to political
developments. The countries in the CEE region, in which OMV operates that are not EU member states,
Turkey, countries in the Middle East, in which OMV operates, as well as Malaysia are not yet as stable and
developed as EU member states. The possibility of significant changes or unpredictable developments still
exists in sectors of the economy. Further, there is a risk that any adverse development in the worldwide
financial and economic environment, either caused by a general recession or by incidents, a crisis, a disease
or pandemic or by other adverse conditions may in particular hit several countries of the Operating Region
which have lower GDP levels and/or less resources for governmental aid for individuals and companies to
relieve impacts of any such adverse developments.
The occurrence of any such event affecting the Operating Region's financial and economic environment
may make operation in these countries subject to greater risks and uncertainties than in Western European
jurisdictions and may have a material adverse effect on OMV's business, results of operations and financial
condition.
OMV in particular also depends on the political developments and environment, the social environment,
the security and the (in)stability in its Operating Region.
Potential risks that are specific to the different countries in which OMV operates also include risks resulting
from political developments and environment, the social environment and the (in)stability in parts of the
Operating Region. A significant portion of OMV's Operating Region is located in countries outside of the
European Union, which provide for significant differences in the political, social and security
environments.
In certain countries of its portfolio, OMV's operations are exposed to political risks, including expropriation
and nationalisation of property, civil strife and acts of war or terrorism. Political uncertainties in particular
relate to Libya, Kazakhstan, Yemen, Russia and Tunisia, where OMV operates and has financial
investments. The development in these regions is subject to risks common to all regions that have recently
undergone, or are undergoing, political and social changes; political systems may not yet be as stable and
developed as EU member states. The possibility of significant changes or unpredictable political decisions
and developments still exists in sectors of the economy and the law, such as taxation, foreign exchange
controls and property law. Further, in such countries there is a higher risk of politically motivated exercise
of influence or erratic and inconsistent legal or regulatory actions and interventions than in EU member
states. Any future political or regulatory intervention may also have a material adverse effect on OMV's
business, results of operations and financial condition.
In addition, OMV's operations could become subject to the risk of expropriation and nationalisation, to
which not all countries in the Operating Regions apply the same standards as are commonly found in
Western jurisdictions. In certain countries in which OMV is active, it may be difficult to repatriate
investment and profits. If it is perceived that OMV is not respecting or advancing the economic and social
progress of the communities in which it operates, its reputation and shareholder value could be damaged.
In certain countries OMV is active in, the political climate is unstable and security continues to be an
important concern, since the potential for attacks on employees and/or facilities, social unrest, including
strikes and political protests and demonstrations remains high. A number of countries in North Africa and
the Middle East, in particular Yemen, Tunisia and Libya have recently been and may continue to be subject
to political unrest, including uprisings and government retaliation, as well as terrorist attacks and violence
aimed against civilians, employees and facilities. By means of acts of terrorism, war and murder, the so-
called Islamic State (IS), an extremist militant group and self-proclaimed caliphate and Islamic state, had
occupied parts of Iraq and Syria and implemented a fundamentalist regime. In addition, the Islamic State
also gained limited territorial control in Libya and Yemen and acts of war between the Islamic State and
Kurdish troops in the Kurdistan Region of Iraq have moved close to the Turkish border in 2015. It cannot
be excluded that territories liberated, which were previously occupied by the Islamic State, may fall under
IS control again in the future or may be subject to single acts of terrorism by this group or similar groups.
In Yemen, production was severely disrupted during 2011 for the first time due to attacks on the export
pipeline used by OMV's operations. Since early April 2015, production in Yemen was completely shut-in
due to security issues. In the financial year 2015, OMV made impairments of EUR 402 million on
Upstream operations in Yemen. However, as the Habban field location has not been affected by the
9

deteriorated security environment, comprehensive technical, commercial and security arrangements have
been put in place to achieve resumption of production in Block S2 as of 1 April 2018. In the financial year
2018, oil production from Yemen amounted to 1.1 mn bbl and in 2019 to 1.8 mn bbl. Also in Libya, the
security situation remains challenging: OMV's operations were negatively affected by the unstable political
situation in Libya in recent years. OMV's average Libyan production throughout 2013 was 21.6 kboe/d and
in 2014 8.8 kboe/d, reflecting the deteriorating political and security environment. OMV's assets in the west
of Libya were shut in during November 2014, having operated on an intermittent basis throughout 2014,
and remained generally shut in. In the financial year 2015, OMV accordingly made impairments of EUR
143 million on Upstream operations in Libya. OMV restarted operations in late 2016, recorded increased
oil and natural gas liquids production of 9.1 mn boe in Libya in 2017 and was able to increase volumes in
2018 from Libya to an oil and NGL production of 10.9 mn boe. In 2019, production stoppages occurred
due to insecurity. Since January 2020, force majeure is declared in the Libyan oil fields. If the political and
security climate in several of the countries of the Operating Region remains in its present state or
deteriorates again, this could cause further production disruptions or shutdowns, which may have a material
adverse effect on OMV's business, results of operations and financial condition.
If political instability and acts of terrorism in one or more of the countries in the Operating Region continue
or heighten or spill over to other regions close to the Operating Region, it could have wider political, social
and economic consequences in the economies of the Operating Region and neighbouring countries such as
regime changes, increased nationalism, restrictions on foreign ownership and possible violence as well as
war and, as a result, on OMV's business, results of operations and financial condition. Further, if security
measures implemented by OMV for its operation areas in affected regions fail or if operations in these
countries will be or continue to be shut-in, this could have a material adverse effect on OMV's business,
results of operations and financial condition.
Organised crime, including extortion and fraud also impose a risk to businesses in parts of the Operating
Region. Many countries in the Operating Region still face considerable weaknesses in the fight against
corruption and organised crime. Property and employees may become targets of theft, violence or extortion.
Threats or incidents of crime may force OMV to cease or alter certain activities or to liquidate certain
investments, which may cause losses or have other negative impacts on OMV. OMV's operations could be
adversely affected by illegal activities, corruption or claims implicating OMV in illegal activities.
Corruption and theft may also arise within OMV and may have a material adverse effect on OMV's
business, results of operations and financial condition.
In case of a financial and economic turmoil, counterparties of OMV may fail. The failure of
counterparties to pay amounts due may have a material adverse effect on OMV's business.
Adverse financial and economic environment, a longer than expected period of adverse conditions or a
financial and economic turmoil may lead to adverse effects on counterparties of OMV. Also in times of a
stable financial and economic environment, OMV is exposed to the credit risk of counterparties, i.e. the
potential exposure of OMV to losses in case counterparties fail to perform or pay amounts due. Credit risks
arise from both commercial and financial partners. In case of an adverse financial and economic
environment or of a turmoil, such risks may significantly increase. A severe crisis, including the ones
experienced in the past in the Eurozone or the current COVID-19 caused crisis, may affect the
creditworthiness of OMV's business partners negatively and/or may cause OMV's assessments of the
creditworthiness of its counterparties to become outdated rapidly. As a consequence, OMV may experience
a higher level of counterparty failure. The realisation of such increased counterparty risk may have a
material adverse effect on OMV's business, results of operations and financial condition.
Severe negative economic developments may cause unfavourable movements in interest rates.
Interest on OMV's debt is partly indexed at a spread to benchmark rates such as the Euro Interbank Offered
Rate ("EURIBOR"). Variable interest rates expose OMV to the risk of increasing interest rates while the
risk associated with fixed interest rates lies in a possible decline in interest rate levels. By way of example,
in the past years interest reference rates have been reduced significantly. The ECB's fixed rate for main
refinancing operations has been lowered to 0.0% with effect from 16 March 2016 and has not been
increased since then. Since the beginning of 2016, almost all EURIBOR interest rates (varying between one
week and twelve months) have been negative.
Interest rate swaps can be used to convert fixed rate debt into floating rate debt, and vice versa. As of 31
December 2019, OMV did not have any open position, since no interest rate swaps were entered during the
10