Bond BPCe 2.25% ( FR0013494119 ) in AUD

BPCe

100 % ⇌

France

FR0013494119 ( in AUD )

2.25% per year ( payment 2 times a year)

13/03/2040

Prospectus brochure of the bond BPCE FR0013494119 en AUD 2.25%, maturity 13/03/2040

1 000 000 AUD

50 000 000 AUD

13/03/2026 ( In 128 days )

BPCE is France's second-largest banking group, a cooperative network formed from the merger of the Banques Populaires and Caisses d'Epargne, providing a comprehensive range of retail banking, asset management, and insurance services.

An AUD-denominated bond, identified by ISIN FR0013494119 and originating from France, has been issued by BPCE, one of France's leading banking groups, with a current market price observed at 100% of its par value, featuring a 2.25% coupon rate paid semi-annually, its maturity slated for March 13, 2040, as part of a total issuance valued at AUD 50,000,000, for which the minimum purchase amount is set at AUD 1,000,000.

MIFID
II
PRODUCT
GOVERNANCE
/
PROFESSIONAL
INVESTORS
AND
ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of the manufacturers'product
approval process, the target market assessment in respect of the Notes, taking into account the five categories
referred to in item 18 of the Guidelines published by ESMA 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 Directive
2014/65/EU, as amended ("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 11 March 2020
BPCE
Legal Entity Identifier (LEI): 9695005MSX1OYEMGDF46
Euro 40,000,000,000
Euro Medium Term Note Programme
for the issue of Notes
SERIES NO: 2020-09
TRANCHE NO: 1
Issue of AUD 50,000,000 2.25 per cent. Senior Preferred Notes due 13 March 2040 (the "Notes")
Dealer
Daiwa Capital Markets Europe
Page 1 of 7

PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions")
set forth in the base prospectus dated 21 November 2019 which received approval n°19-539 from the Autorité des
marchés financiers (the "AMF") on 21 November 2019 (the "Base Prospectus") and the first supplement to the
Base Prospectus dated 18 February 2020 which received approval n°20-044 from the AMF on 18 February 2020
(the "Supplement"), which together constitute a base prospectus for the purposes of the Prospectus Regulation.
This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus
Regulation and must be read in conjunction with such Base Prospectus as so supplemented in order to obtain all
the relevant information. The Base Prospectus and the Supplement are available for viewing at the office of the
Fiscal Agent or each of the Paying Agents and on the website of the AMF (www.amf-france.org) and copies may
be obtained from BPCE, 50 avenue Pierre Mendès-France, 75013 Paris, France.
1.
Issuer:
BPCE
2.
(i)
Series Number:
2020-09
(ii)
Tranche Number:
1
3.
Specified Currency or Currencies:
Australian Dollars ("AUD")
4.
Aggregate Nominal Amount:
(i)
Series:
AUD 50,000,000
(ii)
Tranche:
AUD 50,000,000
5.
Issue Price:
100 per cent. of the Aggregate Nominal Amount
6.
Specified Denomination(s):
AUD 1,000,000
7.
(i)
Issue Date:
13 March 2020
(ii) Interest Commencement Date:
Issue Date
8.
Interest Basis:
2.25 per cent. Fixed Rate (further particulars specified
below)
9.
Maturity Date:
13 March 2040
10. Redemption Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the Maturity
Date at 100 per cent. of their nominal amount
11. Change of Interest Basis:
Not Applicable
12. Put/Call Options:
Not Applicable
13. (i)
Status of the Notes:
Senior Preferred Notes
Page 2 of 7

(ii)
Dates of the corporate authorisations
Decision of the Directoire of the Issuer dated 2 April 2019
for issuance of Notes obtained:
and decision of Jean-Philippe Berthaut, Head of Group
Funding, dated 4 March 2020
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14. Fixed Rate Note Provisions
Applicable
(i)
Rate of Interest:
2.25 per cent. per annum payable semi-annually in arrear on
each Interest Payment Date
(ii)
Interest Payment Dates:
13 March and 13 September in each year
(iii)
Fixed Coupon Amount:
AUD 11,250 per Note of AUD 1,000,000 Specified
Denomination
(iv)
Broken Amount:
Not Applicable
(v)
Day Count Fraction:
30/360, unadjusted
(vi)
Resettable:
Not Applicable
(vii) Determination Dates:
Not Applicable
(viii) Payments on Non-Business Days:
Modified Following
15. Floating Rate Note Provisions
Not Applicable
16. Zero Coupon Note Provisions
Not Applicable
17. Inflation Linked Interest Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
18. Call Option:
Not Applicable
19. Put Option:
Not Applicable
20. MREL/TLAC Disqualification Event Call
Option:
Applicable
21. Final Redemption Amount of each Note:
AUD 1,000,000 per Note of AUD 1,000,000 Specified
Denomination
22. Inflation Linked Notes Provisions relating
Not Applicable
to the Final Redemption Amount:
23. Early Redemption Amount
(i)
Early Redemption Amount(s) of each
Senior Note payable on redemption
upon
the
occurrence
of
an
MREL/TLAC Disqualification Event
(Condition 6(g)), if applicable, a
Withholding Tax Event (Condition
6(i)(i)), a Gross-Up Event (Condition
Page 3 of 7

6(i)(ii)) or for illegality (Condition
AUD 1,000,000 per Note of AUD 1,000,000 Specified
6(l)):
Denomination
(ii)
Early Redemption Amount(s) of each
Subordinated
Note
payable
on
redemption upon the occurrence of a
Capital Event (Condition
6(h),
a
Withholding Tax Event (Condition
6(i)(i), a Gross-Up Event (Condition
6(i)(ii)) or a Tax Deductibility Event
(Condition 6(i)(iii)):
Not Applicable
(iii)
Redemption
for
taxation
reasons
permitted on days others than Interest
Payment Dates (Condition 6(i)):
Yes
(iv)
Unmatured Coupons to become void
upon early redemption (Materialised
Bearer Notes only) (Condition 7(f)):
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24. 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
(iv)
Applicable TEFRA exemption:
Not Applicable
25. Financial Centre(s):
London, Sydney and TARGET
26. Talons for future Coupons or Receipts to be
attached to Definitive Notes (and dates on
which such Talons mature):
Not Applicable
27. Details relating to Instalment Notes: amount
of each instalment, date on which each
payment is to be made:
Not Applicable
28. Redenomination provisions:
Not Applicable
29. Purchase in accordance with applicable
French laws and regulations:
Applicable
30. Consolidation provisions:
Not Applicable
31. Meeting and Voting Provisions (Condition
Contractual Masse shall apply
11):
Name and address of the initial Representative:
As per Condition 11(c)
Name and address of the alternate Representative:
Page 4 of 7

As per Condition 11(c)
The Representative will receive a remuneration of
Euro 2,000 (excluding VAT) per year.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of BPCE
Duly represented by: Jean-Philippe Berthaut, Head of Group Funding
Page 5 of 7

PART B OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING
(i)
Listing and Admission to trading:
Application has been made by the Issuer (or on its behalf) for the
Notes to be listed and admitted to trading on Euronext Paris with
effect from the Issue Date.
(iii) Estimate of total expenses related to
Euro 11,725
admission to trading:
2.
RATINGS
Ratings:
Applicable: The Notes to be issued have been rated:
S&P: A+
Each of S&P is established in the European Union and
registered under Regulation (EC) No 10060/2009 as
amended.
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of
the Notes has an interest material to the offer.
4. YIELD
Indication of yield:
2.25 per cent. per annum
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:
FR0013494119
Common Code:
213317245
Depositaries:
(i)
Euroclear France to act as
Central Depositary:
Yes
(ii)
Common
Depositary
for
Euroclear and Clearstream:
No
Page 6 of 7

Any clearing system(s) other than
Euroclear and Clearstream and the
relevant identification number(s):
Not Applicable
Delivery:
Delivery free of payment
Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
7.
DISTRIBUTION
(i)
Method of distribution:
Non-syndicated
(ii)
If syndicated:
(a)
Names of Managers:
Not Applicable
(b)
Stabilising Manager(s) if any: Not Applicable
(iii) If non-syndicated, name and
address of Dealer:
Daiwa Capital Markets Europe Limited
5 King William Street
London EC4N 7AX
United Kingdom
(iv) Prohibition of Sales to EEA
Retail Investors
Not Applicable
(v)
US Selling Restrictions
(Categories of potential
investors to which the Notes are
offered):
Reg. S Compliance Category 2 applies to the Notes;
TEFRA not applicable
Page 7 of 7