Bond Québécor 2.6% ( CA748148RX35 ) in CAD

Québécor

100 % ▲

Canada

CA748148RX35 ( in CAD )

2.6% per year ( payment 2 times a year)

05/07/2025 - Bond has expired

Prospectus brochure of the bond Quebec CA748148RX35 in CAD 2.6%, expired

1 000 CAD

500 000 000 CAD

748148RX3

Quebec is a predominantly French-speaking Canadian province known for its unique culture, history, and stunning landscapes, encompassing both urban centres and vast natural areas.

The Bond issued by Québécor ( Canada ) , in CAD, with the ISIN code CA748148RX35, pays a coupon of 2.6% per year.
The coupons are paid 2 times per year and the Bond maturity is 05/07/2025

Filed pursuant to Rule 424b5
Registration Statement No. 333-220240
PROSPECTUS SUPPLEMENT
(To Prospectus Dated September 11, 2017)
CAN$500,000,000
2.600% Global Notes Series QU due July 6, 2025
We will pay interest on the Notes semi-annually in arrears on January 6 and July 6 of each year, commencing January 6,, 2019. The Notes will
mature on July 6, 2025. We may not redeem the Notes prior to maturity unless certain events occur involving Canadian taxation. See "Description of
Notes--Maturity, Redemption and Purchases".
We will make all payments of principal of and interest on the Notes in Canadian dollars. We will make all such payments without deduction
for, or on account of, taxes imposed or levied by or within Canada, subject to the exceptions described in this prospectus supplement.
Application will be made for the Notes offered by this Prospectus Supplement to be admitted to the Official List of the Luxembourg Stock
Exchange and for such Notes to be admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange. The Euro MTF Market of the
Luxembourg Stock Exchange is not a regulated market for purposes of the Markets in Financial Instruments Directive (Directive 2014/65/EU, as
amended, "MiFID II"). Unless the context otherwise requires, references in this Prospectus Supplement to the Notes being "listed" shall mean that the
Notes have been admitted to trading on the Euro MTF Market and have been admitted to the Official List of the Luxembourg Stock Exchange. We
have undertaken to the underwriters to use all reasonable efforts to have the Notes listed on the Euro MTF Market of the Luxembourg Stock Exchange
on or as soon as possible after the closing of the issue. We cannot guarantee that these applications will be approved, and settlement of the Notes is not
conditioned on obtaining the listing.
Per Note
Total
Price to public(1)
99.784%
CAN$498,920,000
Underwriting discounts and commissions
0.175%
CAN$875,000
Proceeds, before expenses, to Québec
99.609%
CAN$498,045,000
(1)
Plus accrued interest from July 6, 2018, if settlement occurs after that date.
Neither the Securities and Exchange Commission (the "Commission") nor any other regulatory body has approved or disapproved of these
securities or determined if this prospectus supplement or the prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Delivery of the Notes, in book-entry form, will be made through CDS Clearing and Depository Services Inc. ("CDS"), and its participants
including Clearstream Banking, S.A. ("Clearstream, Luxembourg") and Euroclear Bank S.A./N.V. ("Euroclear") on or about July 6, 2018.
CIBC Capital Markets
HSBC
RBC Capital Markets
TD Securities Inc.
The date of this prospectus supplement is June 28, 2018.

TABLE OF CONTENTS
Prospectus Supplement
Page
NOTICE REGARDING OFFERS IN THE EEA
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ABOUT THIS PROSPECTUS SUPPLEMENT
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FORWARD-LOOKING STATEMENTS
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SUMMARY
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RECENT DEVELOPMENTS
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USE OF PROCEEDS
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DESCRIPTION OF NOTES
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TAX MATTERS
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UNDERWRITING
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VALIDITY OF THE NOTES
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OFFICIAL STATEMENTS
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GENERAL INFORMATION
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UNDERWRITERS
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LEGAL ADVISORS
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Prospectus
Page
WHERE YOU CAN FIND MORE INFORMATION
2
FORWARD-LOOKING STATEMENTS
3
QUÉBEC
3
USE OF PROCEEDS
3
DESCRIPTION OF THE SECURITIES
4
JURISDICTION AND ENFORCEABILITY
12
PLAN OF DISTRIBUTION
12
DEBT RECORD
13
AUTHORIZED AGENT
13
VALIDITY OF THE SECURITIES
13
OFFICIAL STATEMENTS
13
You should read this prospectus supplement along with the accompanying prospectus. Both documents contain
information you should consider when making your investment decision. We are responsible only for the information provided
or incorporated by reference in this prospectus supplement and the accompanying prospectus. We have not authorized anyone
else to provide you with any different information. We are not offering to sell or soliciting offers to buy any securities other than
the Notes offered under this prospectus supplement, nor are we offering to sell or soliciting offers to buy the Notes in places
where such offers are not permitted by applicable law. You should not assume that the information in this prospectus
supplement or the accompanying prospectus is accurate as of any date other than the date of this prospectus supplement.
Please note that in this prospectus supplement, references to "we", "our" and "us" refer to Québec and all references to the
"European Economic Area", or "EEA", are to the Member States of the European Union together with Iceland, Norway and
Liechtenstein.

Unless otherwise specified or the context otherwise requires references in this Prospectus Supplement to "CAN$" and
"Canadian dollars" are to lawful money of Canada and "U.S.$" and "U.S. dollars" are to lawful money of the United States of America.
The exchange rate between the U.S.$ and the Canadian dollars published by the Bank of Canada on June 27, 2018 was approximately
US$1.00 = CAN$1.3307.
NOTICE REGARDING OFFERS IN THE EEA
The Notes 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 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; or (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 Prospectus Directive.
Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering
or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering
or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs
Regulation. Each person in a Member State of the EEA who receives any communication in respect of, or who acquires any
Notes under, the offer contemplated in this prospectus supplement, or to whom the Notes are otherwise made available, will be
deemed to have represented, warranted and agreed to and with each underwriter and Québec that it and any person on whose
behalf it acquires Notes as a financial intermediary, as that term is defined in the Prospectus Directive, is: (a) a qualified
investor as defined in the Prospectus Directive; and (b) not a "retail investor" as defined above.
In this prospectus supplement, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments
thereto, including Directive 2010/73/EU) and includes any relevant implementing measures in a relevant Member State of the
EEA.
Neither Québec nor any underwriters have authorized, nor do they authorize, the making of any offer of the Notes
through any financial intermediary, other than offers made by the relevant underwriters which constitute the final placement of
the Notes contemplated in this prospectus supplement.
This prospectus supplement is only being distributed to and is only directed at (i) persons who are outside the United
Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant
Persons"). The Notes are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire
such Notes will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on
this document or any of its contents.
In connection with the issue of the Notes, CIBC World Markets Inc. (or person or persons acting on its behalf) 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, stabilization may not necessarily occur. Any stabilization action may begin on or after the
date on which adequate public disclosure of the terms of the Notes is made and, if begun, may cease at any time, but it must end
no later than the earlier of 30 days after the issue date of the Notes and 60 days after the date of the allotment of the Notes. Any
stabilization action or over-allotment will be conducted by CIBC World Markets Inc. (or a person or persons acting on its
behalf) in accordance with all applicable laws and rules.
ABOUT THIS PROSPECTUS SUPPLEMENT
Québec is furnishing this prospectus supplement and the accompanying prospectus solely for use by prospective investors in
connection with their consideration of a purchase of Notes. Québec confirms that:

the information contained in this prospectus supplement is true and correct in all material respects and is not misleading;
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it has not omitted other facts the omission of which makes this prospectus supplement as a whole misleading; and

it accepts responsibility for the information it has provided in this prospectus supplement and the prospectus.
FORWARD-LOOKING STATEMENTS
This prospectus supplement contains forward-looking statements. Statements that are not historical facts, including statements
about Québec's beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and
projections, and therefore you should not place undue reliance on them. Forward-looking statements speak only as of the date they are
made, and Québec undertakes no obligation to update publicly any of them in light of new information or future events. Forward-
looking statements involve inherent risks and uncertainties. Québec cautions you that actual results may differ materially from those
contained in any forward-looking statements.
SUMMARY
The information below is qualified in its entirety by the detailed information provided elsewhere in this document.
Issuer
Québec.
Securities Offered
CAN$500,000,000 aggregate principal amount of 2.600% Global Notes Series QU due
July 6, 2025.
Maturity Date
July 6, 2025
Interest Payment Dates
We will pay you interest in two equal semi-annual installments on January 6 and
July 6 of each year, commencing January 6, 2019. Interest will accrue from July 6,
2018.
Interest Rate
2.600% per year. Whenever it is necessary to compute any amount of interest in
respect of the Notes other than with respect to regular semi-annual payments, we will
calculate such interest on the basis of a 365-day year consisting of actual number of
days in the period.
Redemption
We may not redeem the Notes prior to maturity, unless certain events occur involving
Canadian taxation. See "Description of Notes -- Maturity, Redemption and
Purchases".
Listing and Admission to Trading
We have undertaken to the underwriters to use all reasonable efforts to have the Notes
admitted to the Official List of the Luxembourg Stock Exchange and to trading on the
Euro MTF Market of the Luxembourg Stock Exchange as soon as possible after the
closing of the issue. We cannot guarantee that these applications will be approved and
settlement of the Notes is not conditioned on obtaining the listing. The Euro MTF
Market is not a regulated market for purposes of MiFID II.
Form and Settlement
We will issue the Notes in the form of one or more fully registered permanent global
notes registered in the name of CDS & Co., as nominee of CDS Clearing and
Depository Agency Inc. ("CDS"). The Notes will be recorded in a Register held by
BNY Trust Company of Canada, as Registrar. Beneficial interests in the Notes will be
represented through book-entry accounts of financial institutions acting on behalf of
owners of those beneficial interests as direct and indirect participants in CDS.
Clearstream, Luxembourg and Euroclear will hold interests on behalf of their
participants through their respective Canadian depositaries, which in turn will hold
such interests in accounts as participants in CDS. Except in the limited circumstances
described in this prospectus supplement, owners of
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beneficial interests in the Notes will not be entitled to have Notes registered in their
names, will not receive or be entitled to receive physical certificates representing the
Notes and will not be considered holders of Notes under the Fiscal Agency Agreement.
Notes will only be sold in denominations of CAN$5,000 and in multiples of
CAN$1,000 in excess thereof. See "Description of Notes -- Form, Denomination and
Registration".
Proceeds
After deducting the underwriters discount and our estimated expenses of
CAN$213,245, our net proceeds will be CAN$497,831,755. The net proceeds of the
Notes will be used for projects that offer environmental benefits as further described
under "Use of proceeds".
Withholding Tax
Principal of and interest on the Notes are payable by us without withholding or
deduction for Canadian withholding taxes, to the extent permitted under applicable
law, as set forth in this prospectus supplement.
Status of the Notes
The Notes constitute our direct and unconditional obligations for the payment and
performance of which our full faith and credit will be pledged. The Notes will rank
equally among themselves and with all notes, debentures or other similar debt
securities issued by us and outstanding at the date hereof or in the future.
Events of Default
An event of default will occur if we do not pay the principal of, or interest or
additional amounts on, the Notes as and when the same become due and payable and
such default continues for 45 days. An event of default will also occur if we do not pay
any principal of, or premium, interest or additional amounts on, any of our
indebtedness (direct or under a guarantee) for borrowed money exceeding
U.S.$50,000,000 (or its equivalent in other currencies) in aggregate principal amount,
other than the Notes, as and when the same becomes due and payable and such default
continues for a period of 45 days. An event of default will occur if we do not duly
perform or observe any covenant or agreement contained in the Notes (other than the
payment of principal, premium, interest or additional amounts) or in the Fiscal Agency
Agreement and such default continues for a period of 60 days.
Negative Pledge
The terms of the Notes will not contain a negative pledge.
Prescription
Under current Québec law, an action to enforce a right to payment under the Notes
may be prescribed if it is not exercised within three years of the date the payment is
due.
Immunity
We have waived any immunity for service of process on the Delegate General of
Québec in New York and any immunity from jurisdiction of any court to which we
might otherwise be entitled based upon the Notes. In enforcing a foreign judgment in
foreign currency, a Québec court will convert it into Canadian currency at the rate of
exchange prevailing on the date the foreign judgment became enforceable at the place
where it was rendered.
We enjoy no immunity under Québec law from suit or judgment, irrespective of
whether a party to the action is the holder of the Notes, is or is not a resident within
Québec or is or is not a citizen of Canada. Although any judgment obtained in an
action brought in the courts of Québec against us may not be enforced by execution,
applicable statutes provide that whenever we are condemned by a judgment that has
become definitive to pay a sum of money, the Ministre des Finances, after having
received a certified copy of the judgment, shall pay the amount due out of the money
at his or her disposal for that purpose or, failing that, out of the Consolidated Revenue
Fund of Québec.
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Governing Law
Laws of Québec and the laws of Canada applicable in Québec.
CUSIP
748148RX3
Common Code
185233561
ISIN
CA748148RX35
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RECENT DEVELOPMENTS
The information set forth below does not purport to be complete and supplements, and is qualified in its entirety by, the more
detailed information contained in Québec's Annual Report on Form 18-K for the fiscal year ended March 31, 2018, as amended, and
the other documents incorporated by reference in the basic prospectus. See "Where You Can Find More Information" in the
accompanying prospectus.
Recent Economic Developments in 2018
The following table shows the changes in the main economic indicators for Canada and Québec through the latest period
reported over the comparable period in the preceding year:
Percentage Changes
Through Latest Period
Reported Over Comparable
Latest Period
Period in Preceding Year(1)
Reported (2018)
Canada
Québec
GDP:
Real GDP (chained 2007 dollars)
February
2.8(2)
3.1
International merchandise exports (2007 prices)
March
-0.2(3)
1.2
Retail trade
March
3.5
4.4
Housing starts
May
0.9
11.9
Value of manufacturers' shipments
April
4.0
5.4
Employment
May
1.5
1.8
Consumer Price Index(4)
April
2.2
1.7
Latest Month
Percentage of Labor Force
Reported
Canada
Québec
Unemployment rate
January(4)
5.8
5.4
(1)
Seasonally adjusted average of available months except for Consumer Price Index.
(2)
March 2018.
(3)
April 2018.
(4)
Monthly year over year change, not seasonally adjusted.
Sources: Statistics Canada, Canada Mortgage and Housing Corporation and the Institut de la statistique du Québec.
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Economic Assumptions
The projections in the Budget 2018-2019 reflect the following assumptions regarding the economy of Québec for 2018.
Economic Assumptions included in the 2018-2019 Budget
(in percentage)
Percentage Change over 2017
GDP
At current market prices
3.5
In chained 2007 dollars
2.1
Household income
3.7
Business non-residential capital expenditures (2007 prices)
5.1
International exports (2007 prices)
2.8
Household Consumption (2007 prices)
2.7
Labor force
0.7
Employment
1.4
Average Rate
Unemployment rate
5.4
Note: Economic assumptions, such as those included in the table above, are developed by Québec and are a necessary part of the budget
process. Actual results may differ materially from these assumptions.
Source: Ministère des Finances du Québec.
Other developments
Following the U.S. Administration's announcement in May 2017 of its intention to renegotiate the North American Free Trade
Agreement ("NAFTA"), negotiators from all three countries have met for several rounds of negotiations. At this time, it is unknown
when and if such negotiations will lead to a successful revision of NAFTA.
On June 1, 2018, the United States introduced 25% and 10% tariffs on Canadian steel and aluminum products, respectively,
after an amnesty period tied to NAFTA negotiations. In retaliation for these new United States tariffs, Canada has announced that it is
preparing to impose dollars-for-dollars tariffs on a variety of United States goods starting July 1, 2018.
USE OF PROCEEDS
The net proceeds of the issue, being approximately CAN$497,831,755 (after deduction of our estimated expenses of
CAN$213,245), will be added to the Consolidated Revenue Fund of Québec or advanced to Financement-Québec as permitted by law
for the purpose of the Eligible Projects (as defined below).
The net proceeds of the Notes will not be held in a segregated account. An amount equal to the net proceeds of the Notes will
be recorded in a designated account in Québec's financial records, or as the case may be in Financement-Québec's financial records, in
order to track the use and allocation of funds relating to Eligible Projects. As long as the account balance is positive, amounts equivalent
to the funds disbursed are deducted from the balance of the designated account as the funds are allocated to Eligible Projects approved
under Québec's internal selection process.
The term "Eligible Projects" refers to a group of selected projects that offer environmental benefits for protecting the
environment, reducing greenhouse gas emissions or adapting to climate change in Québec. Electricity generation projects involving
fossil fuels and nuclear energy are excluded.
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Without limitations, Eligible Projects may fall into the following categories:
- Public transit
- Energy efficiency
- Renewable energy
- Sustainable waste management
- Sustainable land development
- Water management and/or water treatment
- Forest, agricultural land, and land management
- Climate adaptation and resilience
Proceeds of the Notes are expected to be used to fund some or all of such types of Eligible Projects.
The Notes will be direct and unconditional obligations of Québec as described under "Summary - Status of the Notes" and
holders of the Notes will not assume any specific project risk related to any of the Eligible Projects.
DESCRIPTION OF NOTES
This prospectus supplement describes the terms of the Notes in greater detail than the accompanying prospectus and may
provide information that differs from the prospectus. If the information in this prospectus supplement differs from the prospectus, you
should rely on the information in this prospectus supplement.
Québec will issue the Notes under the Fiscal Agency Agreement (as defined below). The information contained in this section
and in the accompanying prospectus summarizes some of the terms of the Notes. Because this is a summary, it does not contain all of
the information that may be important to you as a potential investor in the Notes. Therefore, you should read the Fiscal Agency
Agreement and the form of Notes in making your investment decision. Québec will file copies of these documents with the Commission
and will also file copies of these documents at the offices of the fiscal agent and the paying agents.
The Notes constitute a separate series of debt securities of Québec being offered by Québec from time to time. The portion of
the Notes being offered by this prospectus supplement and the accompanying prospectus dated September 11, 2017 to be sold in the
United States was registered under Registration Statement No. 333-220240, which Québec has filed with the Commission under the
United States Securities Act of 1933, as amended (the "Securities Act").
The Notes in the aggregate principal amount of CAN$500,000,000 will be issued subject to a fiscal agency agreement to be
dated as of July 6, 2018 (the "Fiscal Agency Agreement"), between Québec and BNY Trust Company of Canada, as fiscal agent,
transfer agent, registrar and principal paying agent (in all such capacities, the "Registrar"). Such terms and conditions will be available
to owners of beneficial interests in the Notes from Québec or the Registrar upon request. Holders of Notes will be bound by, and
deemed to have notice of, the provisions contained in the Fiscal Agency Agreement. Copies of the Fiscal Agency Agreement will be
available for inspection at the Commission and also may be inspected at and obtained, free of charge, from the offices of the Registrar
during their normal business hours on any weekday. References to principal and interest in respect of the Notes shall be deemed also to
refer to any Additional Amounts which may be payable as described below. See "Payment of Additional Amounts".
Form, Denomination, Title and Registration
The Notes will be issued in the form of one or more fully registered permanent Global Notes registered in the name of CDS &
Co., as nominee of CDS, and held by BNY Trust Company of Canada, as custodian for CDS. Beneficial interests in the Notes will be
represented through book-entry accounts of financial institutions acting on behalf of owners of such beneficial interests as direct and
indirect participants in CDS, Euroclear or Clearstream, Luxembourg (collectively, the "Clearing Systems"). The Clearing Systems will
be responsible for establishing and maintaining book-entry accounts for their participants having interests in the Notes. Neither Québec
nor the Registrar will have any responsibility or liability for any aspect of the records of the Clearing Systems relating to or payments
made by such Clearing Systems on account of beneficial interests in the Global Notes or for maintaining, supervising or reviewing any
records of such Clearing Systems relevant to such beneficial interests. Owners of beneficial interests in the Notes will not, except in
limited circumstances described herein, be entitled to receive certificates representing Notes ("Certificated Notes") or to have Notes
registered in their names, and will not be considered holders thereof under the Fiscal Agency Agreement. See "Certificated Notes".
Subject to applicable law and the terms of the Fiscal Agency Agreement, Québec and the Registrar shall deem and treat the persons in
whose name
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the Global Notes are registered, initially CDS, as the absolute owners thereof for all purposes whatsoever notwithstanding any notice to
the contrary. All payments to, or on the order of, the registered holders shall be valid and effectual to discharge the liability of Québec
and the Registrar on the Notes to the extent of the sum or sums so paid.
The Notes will only be sold in denominations of CAN$5,000 and in multiples of CAN$1,000 in excess thereof.
The Registrar will be responsible for (i) maintaining a record of the aggregate holdings of Notes; (ii) ensuring that payments of
principal and interest in respect of the Notes received by the Registrar from Québec are duly credited to CDS; and (iii) transmitting to
Québec any notices from owners of beneficial interests in the Notes. The Registrar will not impose any fees in respect of the Notes,
other than reasonable fees for the replacement of lost, stolen, mutilated or destroyed Notes. However, owners of beneficial interests in
the Notes may incur fees payable in respect of the maintenance and operation of the book-entry accounts in which such Notes are held
with the Clearing Systems.
Interest
The Notes will bear interest from July 6, 2018 at a rate of 2.600% per annum, payable in two equal semi-annual installments, in
arrears on January 6 and July 6, commencing on January 6, 2019. Interest on the Notes will cease to accrue on the maturity date (or the
date fixed for redemption or repayment) unless, upon due presentation of the Notes, payment of principal is improperly withheld or
refused.
Whenever it is necessary to compute any amount of interest in respect of the Notes, other than with respect to regular semi-
annual payments, such interest shall be calculated on the basis of a 365-day year consisting of actual number of days in the period. The
rate of interest specified in the Notes is a nominal rate and all interest payments and computations are to be made without allowances or
deductions for deemed reinvestment.
Payments
Principal of, and interest and Additional Amounts (as defined below under "Payment of Additional Amounts"), if any, on, the
Notes are payable by Québec in Canadian dollars to the person registered at the close of business on the relevant record date in the
register held by the Registrar. With respect to Notes held by CDS, for the benefit of CDS, payment will be made to owners of beneficial
interests in the Notes in accordance with customary procedures established from time to time by CDS and its direct and indirect
participants, including Euroclear and Clearstream, Luxembourg. The Registrar will act as Québec's principal paying agent for the Notes
pursuant to the Fiscal Agency Agreement.
If any date for payment in respect of any Note is not a Business Day in the applicable place of payment, the holder thereof shall
not be entitled to payment until the next following Business Day, and no further interest shall be paid in respect of the delay in such
payment. In this paragraph, "Business Day" means a day on which banking institutions in the City of Montréal and in any other
applicable place of payment are not authorized or obligated by law or executive order to be closed.
If Certificated Notes are issued and for so long as the Notes are listed on the Luxembourg Stock Exchange and the rules of such
stock exchange so require, Québec will appoint and maintain a paying and transfer agent in Luxembourg.
Record Date
The record date for purposes of payments of principal, of interest and Additional Amounts, if any, on the Notes will be as of
5:00 p.m., Montréal time, on the fourteenth calendar day preceding the maturity date or any interest payment date, as applicable.
Ownership positions within each Clearing System will be determined in accordance with the normal conventions observed by such
system.
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