Bond Groupe BPCE 0.5% ( FR0013477940 ) in EUR

Groupe BPCE

100 % ⇌

France

FR0013477940 ( in EUR )

0.5% per year ( payment 1 time a year)

23/01/2035

Prospectus brochure of the bond BPCE FR0013477940 en EUR 0.5%, maturity 23/01/2035

F1R83CED4

23/01/2027 ( In 303 days )

The second-largest banking group in France, comprising the Banque Populaire and Caisse d'Épargne networks.

The Bond issued by Groupe BPCE ( France ) , in EUR, with the ISIN code FR0013477940, pays a coupon of 0.5% per year.
The coupons are paid 1 time per year and the Bond maturity is 23/01/2035

PRIIPS REGULATION - PROHIBITION OF SALES TO EEA RETAIL INVESTORS  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 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 Directive
2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments
(as amended, "MiFID II"); or (ii) a customer within the meaning of Directive 2016/97/EU of the European
Parliament and of the Council of 20 January 2016 on insurance distribution, as amended, where that customer
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no
key information document required by Regulation (EU) No 1286/2014 (as amended, 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.
MiFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET Solely for the purposes of each manufacturer's product approval process, the target market
assessment in respect of the Notes taking into account the five (5) categories referred to in item 18 of the Guidelines
published by the European Securities and Markets Authority on 5 February 2018 has led to the conclusion that: (i)
the target market for the Notes is eligible counterparties and professional clients only, each as defined in MiFID
II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are
appropriate. Any person subsequently offering, selling or recommending the Notes (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 Notes (by either adopting or refining
the manufacturers' target market assessment) and determining appropriate distribution channels.

Final Terms dated 21 January 2020
BPCE SFH
Legal Entity Identifier (LEI): 969500T1UBNNTYVWOS04
Issue of 1,000,000,000 0.50 per cent. Fixed Rate Notes due 23 January 2035
extendible as Floating Rate Notes from January 2035 up to January 2036
(the "Notes")
under the
40,000,000,000 Euro Medium Term Note Programme
for the issue of obligations de financement de l'habitat and other privileged notes
Series No.: 143
Tranche No.: 1
Issue Price: 99.583 per cent.
Joint Lead Managers
Crédit Agricole CIB
Commerzbank
DZ BANK AG
NATIXIS
NatWest Markets
Nord/LB
Nordea
Santander
2

PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the base
prospectus dated 14 May 2019 which received visa No. 19-199 from the Autorité des marchés financiers (the
"AMF") on 14 May 2019 as supplemented by the first supplement dated 21 June 2019 which received visa No. 19-
284 from the AMF on 21 June 2019 and the second supplement dated 4 October 2019 which received visa No. 19-
474 from the AMF on 4 October 2019 (together, the "Base Prospectus") which together constitute a base
prospectus for the purposes of the Prospectus Directive (as defined below).
This document constitutes the final terms (the "Final Terms") relating to the notes described herein (the "Notes")
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 Notes is only available on the basis of the
combination of these Final Terms and the Base Prospectus. The Base Prospectus and these Final Terms are
available for viewing on the websites of BPCE (www.bpce.fr) and of the AMF (www.amf-france.org) and during
normal business hours at the registered office of the Issuer and at the specified office of the Paying Agent where
copies may be obtained.
"Prospectus Directive" means Directive 2003/71/EC of the European Parliament and of the Council of
4 November 2003, as amended or superseded, and includes any relevant implementing measure of such directive
in each relevant Member State of the European Economic Area.
1.
(i)
Series Number:
143
(ii)
Tranche Number:
1
2.
Specified Currency:
Euro ("")
3.
Aggregate Nominal Amount of Notes:
(i)
Series:
1,000,000,000
(ii)
Tranche:
1,000,000,000
4.
Issue Price:
99.583 per cent. of the Aggregate Nominal Amount of
the Tranche
5.
Specified Denomination:
100,000
6.
(i)
Issue Date:
23 January 2020
(ii)
Interest Commencement Date:
Issue Date
7.
Final Maturity Date:
23 January 2035
8.
Extended Final Maturity Date:
Specified Interest Payment Date falling on, or nearest
to, 23 January 2036
9.
Interest Basis:
Fixed/Floating Rate
(Further particulars specified below)
10.
Redemption/Payment Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the Final
Maturity Date or the Extended Final Maturity Date, as
the case may be at 100 per cent. of their Specified
Denomination
(Further particulars specified below)
11.
Change of Interest Basis:
Applicable Fixed/Floating Rate
(Further particulars specified below in
"Fixed/Floating Rate Notes Provisions")
12.
Put/Call Options:
Not Applicable
3

13.
Date of corporate authorisations for
issuance of Notes obtained:
Decisions of the Conseil d'administration (Board of
Directors) of the Issuer dated 13 December 2019
authorising (i) the issue of obligations de financement
de l'habitat and other resources benefiting from the
privilège referred to in Article L.513-11 of the French
Monetary and Financial Code (Code monétaire et
financier) up to 10,000,000,000 for a period of one
(1) year from 13 December 2019 and (ii) the quarterly
programme of borrowings benefiting from such
privilège up to 4,000,000,000 for the first quarter of
2020.
PROVISIONS RELATING TO INTEREST PAYABLE
14.
Fixed Rate Notes Provisions:
Applicable before the Switch Date
(i)
Rate of Interest:
0.50 per cent. per annum payable annually in arrear
(ii)
Interest Payment Dates:
23 January in each year, up to and including the Final
Maturity Date, and for the first time on 23 January 2021
(iii)
Fixed Coupon Amount:
Rate of Interest × Specified Denomination × Day Count
Fraction
(i.e.
500 per 100,000 in Specified
Denomination)
(iv)
Broken Amount:
Not Applicable
(v)
Day Count Fraction (Condition 5(a)):
Actual/Actual-ICMA
(vi)
Determination Dates:
23 January in each year
(vii)
Payment on non-Business Days:
As per Conditions
15.
Floating Rate Notes Provisions:
Applicable after the Switch Date
(i)
Interest Periods:
The period from and including the Final Maturity Date to
but excluding the first Specified Interest Payment Date and
each successive period from and including a Specified
Interest Payment Date to but excluding the next succeeding
Specified Interest Payment Date, up to and excluding the
Extended Final Maturity Date or, if earlier, the Specified
Interest Payment Date on which the Notes are redeemed in
full, all such dates being subject to adjustment in accordance
with the Business Day Convention set out in (v) below
(ii)
Specified Interest Payment Dates:
Payable monthly in arrear on the 23rd of each month from
and including 23 February 2035 up to and including
23 January 2036, all such dates being subject to adjustment
in accordance with the Business Day Convention set out in
(v) below
(iii)
First Specified Interest Payment Date:
Specified Interest Payment Date falling on, or nearest to,
23 February 2035
(iv)
Interest Period Date:
Specified Interest Payment Date
(v)
Business Day Convention:
Modified Following Business Day Convention
(vi)
Business Centre (Condition 5(a)):
Not Applicable
(vii)
Manner in which the Rate of Interest is
to be determined:
Screen Rate Determination
(viii)
Party responsible for calculating the
Rate of Interest and/or Interest Amount
(if not the Note Calculation Agent):
Not Applicable
4

(ix)
Screen Rate Determination (Condition
5(c)(iii)(C)):
Applicable
- Relevant Rate:
EURIBOR 1 month
- Interest Determination Dates:
Two TARGET Business Days prior to the first day in each
Interest Period
- Relevant Screen Page:
Reuters EURIBOR01
- Relevant Screen Page Time:
Not Applicable
(x)
FBF
Determination
(Condition
5(c)(iii)(B)):
Not Applicable
(xi)
ISDA
Determination
(Condition
5(c)(iii)(A)):
Not Applicable
(xii)
Margin:
+ 0.09 per cent. per annum
(xiii)
Rate Multiplier:
Not Applicable
(xiv)
Minimum Rate of Interest:
0.00 per cent. per annum
(xv)
Maximum Rate of Interest:
Not Applicable
(xvi)
Day Count Fraction (Condition 5(a)):
Actual/360
16.
Fixed/Floating Rate Notes Provisions:
Applicable
(i)
Issuer Change of Interest Basis:
Not Applicable
(ii)
Automatic Change of Interest Basis:
Applicable
(iii)
Rate of Interest applicable to the
Interest Periods preceding the Switch
Date (excluded):
Determined in accordance with Condition 5(b), as though the
Note was a Fixed Rate Note with further variables set out in
item 14 of these Final Terms
(iv)
Rate of Interest applicable to the
Interest Periods following the Switch
Date (included):
Determined in accordance with Condition 5(c), as though the
Note was a Floating Rate Note with further variables set out
in item 15 of these Final Terms
(v)
Switch Date:
23 January 2035
(vi)
Minimum notice period required for
notice from the Issuer:
Not Applicable
17.
Zero Coupon Notes Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
18.
Call Option:
Not Applicable
19.
Put Option:
Not Applicable
20.
Final Redemption Amount of each Note:
100,000 per 100,000 in Specified Denomination
21.
Redemption by Instalment:
Not Applicable
22.
Early Redemption Amount:
Early Redemption Amount of each Note
payable on early redemption as set out in the
Terms and Conditions:
100,000 per 100,000 in Specified Denomination
5

23.
Purchases (Condition 6(h)):
The Notes purchased may be held and resold as set
out in the Terms and Conditions
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.
Governing law:
French law
25.
Form of Notes:
Dematerialised Notes
(i)
Form of Dematerialised Notes:
Bearer form (au porteur)
(ii)
Registration Agent:
Not Applicable
(iii)
Temporary Global Certificate:
Not Applicable
26.
Financial
Centre
or
other
special
provisions relating to payment dates for
the purposes of Condition 7(g):
Not Applicable
27.
Talons for future Coupons or Receipts to
be attached to Definitive Materialised
Notes (and dates on which such Talons
mature):
Not Applicable
28.
Masse (Condition 10):
(i)
Representative:
As per Condition 10
(ii)
Alternative Representative
As per Condition 10
(iii)
Remuneration of Representative:
As per Condition 10
RESPONSIBILITY
I accept responsibility for the information contained in these Final Terms.
Signed on behalf of BPCE SFH:
By: Roland Charbonnel, Directeur Général
Duly authorised
6

PART B - OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING
(i)
Listing:
Euronext Paris
(ii)
(a) Admission to trading:
Application has been made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on
Euronext Paris with effect from the Issue Date
(b) Regulated Markets or equivalent markets
on which, to the knowledge of the Issuer,
securities of the same class of the Notes
to be admitted to trading are already
admitted to trading:
Not Applicable
(iii)
Estimate of total expenses related to
admission to trading:
11,325
2.
RATINGS
Ratings:
The Notes are expected to be rated:
AAA by Standard & Poor's Credit Market Services
Europe Limited; and
Aaa by Moody's Investors Service Ltd.
Each of the above agencies is established in the
European Union and registered under Regulation (EC)
1060/2009 of the European Parliament and the
Council of 16 September 2009 on credit rating
agencies, as amended (the "CRA Regulation") and
included in the list of registered credit rating agencies
published on the website of the European Securities
and Markets Authority (www.esma.europa.eu) in
accordance with the CRA Regulation
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in sections "Subscription and Sale" and "Risk factors Risks related to the Issuer -
Certain conflicts of interest" of the Base Prospectus, so far as the Issuer is aware, no person involved in the
offer of the Notes has an interest material to the issue.
4.
YIELD
Indication of yield:
0.529 per cent. per annum
5.
OPERATIONAL INFORMATION
ISIN Code:
FR0013477940
Common Code:
210505954
Depositaries:
(a)
Euroclear France to act as Central
Depositary:
Yes
(b)
Common Depositary for Euroclear
Bank and Clearstream Banking, S.A.:
No
Any clearing system other than Euroclear
Bank SA/NV and Clearstream Banking, S.A.
and the relevant identification number:
Not Applicable
Delivery:
Delivery against payment
7

Names and addresses of additional Paying
Agent:
Not Applicable
Name and address of the Note Calculation
Agent designated in respect of the Notes:
Not Applicable
6.
DISTRIBUTION
Method of distribution:
Syndicated
(i)
If syndicated, names of Managers: Joint Lead Managers
Banco Santander, S.A.
Crédit Agricole Corporate and Investment Bank
Commerzbank Aktiengesellschaft
DZ
BANK
AG
Deutsche
Zentral-
Genossenschaftsbank, Frankfurt am Main
Natixis
NatWest Markets N.V.
Norddeutsche Landesbank Girozentrale
Nordea Bank Abp
(ii)
Stabilising Manager:
Not Applicable
If non-syndicated, name of Dealer:
Not Applicable
U.S. selling restrictions:
The Issuer is Category 1 for the purposes of
Regulation S under the United States Securities Act of
1933, as amended.
TEFRA rules are not applicable
7.
FLOATING RATE NOTES ONLY BENCHMARK
Benchmark:
Amounts payable under the Notes will be calculated by
reference to Euribor 1 month which is provided by the
European Money Markets Institute. As at the date of these
Final Terms, the European Money Markets Institute appears
on the register of administrators and benchmarks
established and maintained by the European Securities and
Markets Authority pursuant to Article 36 of Regulation
(EU) 2016/1011 of the European Parliament and of the
Council of 8 June 2016 (the "Benchmark Regulation").
8