Bond UBSL 3.5% ( US90270KRP65 ) in USD

UBSL

100 % ▲

Switzerland

US90270KRP65 ( in USD )

3.5% per year ( payment 2 times a year)

18/05/2028

Prospectus brochure of the bond UBS (London Branch) US90270KRP65 en USD 3.5%, maturity 18/05/2028

1 000 USD

90270KRP6

N/A

18/11/2025 ( In 21 days )

UBS London Branch operates as a significant subsidiary of UBS Group AG, providing a wide range of investment banking, wealth management, and asset management services to clients in the UK and internationally.

UBS (London Branch) issued a USD 3.5% bond (ISIN: US90270KRP65, CUSIP: 90270KRP6) maturing on May 18, 2028, currently trading at 100% with a minimum purchase amount of 1000 USD and paying semi-annually.

424B2 1 ub45088791-424b2.htm UBS WF CALLABLE STEP UP PS 5.16.2018 US90270KRP65
Dated May 16, 2018
PRICING SUPPLEMENT
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333 -204908
(To Prospectus dated April 29, 2016
and Prospectus Supplement dated April 25, 2018)

U BS AG

$ 4 1 0 ,0 0 0

St e p-U p Ca lla ble N ot e s

due M a y 1 8 , 2 0 2 8

The notes have a term of ten years, subject to our right to redeem the notes on the optional redemption dates as set forth below. The notes pay
interest on the interest payment dates at a per annum rate that will increase at preset intervals over the term of the notes, as set forth below.
However, you should not expect to earn the higher stated interest rates described below because the notes may be redeemed by UBS in its
absolute and sole discretion in accordance with optional redemption, as set forth below. Investing in the notes involves significant risks. Any
payment on the notes, including any repayment of principal, is subject to the creditworthiness of UBS. If UBS were to default on its payment
obligations, you may not receive any amounts owed to you under the notes and you could lose all of your investment.
Issuer:
UBS AG, London Branch ("UBS")
Principal Amount &
$1,000 per note. The notes will be issued in denominations of $1,000 per note and any integral multiples of
Denominations:
$1,000.
Original Offering/Issue Price:
$1,000 per note.
Pricing Date:
May 16, 2018.
Issue Date:
May 18, 2018.
Stated Maturity Date:
May 18, 2028, subject to optional redemption by UBS, as set forth below under "Optional Redemption".
The notes are not subject to repayment at the option of any holder of the notes prior to the stated maturity
date.
Payment at Maturity:
100% of the principal amount plus any accrued and unpaid interest.
Interest Payment Dates:
Semi-annually; the 18th day of each May and November, beginning November 18, 2018, subject to the
business day convention. The stated maturity date will be the last interest payment date.
Interest Period:
Semi-annual, the period beginning on and including the issue date to and excluding the first interest
payment date, and each successive period beginning on and including an interest payment date and
ending on but excluding the next succeeding interest payment date.
Interest Rate:
For each interest period from and including the issue date to and excluding May 18, 2021, the interest rate
per annum will be equal to 3.50%.

For each interest period from and including May 18, 2021 to and excluding May 18, 2024 the interest rate
per annum will be equal to 4.00%.

For each interest period from and including May 18, 2024 to and excluding May 18, 2026 the interest rate
per annum will be equal to 5.00%.

For each interest period from and including May 18, 2026 to and excluding the stated maturity date the
interest rate per annum will be equal to 6.00% (together, the "applicable interest rates").

Any payment on the notes, including any repayment of principal, is subject to the creditworthiness of UBS.
If UBS were to default on its payment obligations, you may not receive any amounts owed to you under the
notes and you could lose all of your investment.
Optional Redemption:
We may, in our absolute and sole discretion, redeem your notes, in whole but not in part, at the redemption
price set forth below on any optional redemption date. Before we elect to redeem your notes, we will
deliver written notice to the trustee at least three business days prior to the optional redemption date.
Optional Redemption Dates:
Quarterly; the 18th day of each February, May, August and November, beginning May 18, 2019 (the "first
optional redemption date") and ending February 18, 2028.
Redemption Price:
If the notes are subject to optional redemption, on the optional redemption date, you will receive 100% of
the principal amount plus any accrued and unpaid interest to and excluding the optional redemption date.
Business Days:
New York
Business Day Convention:
Modified Following Unadjusted (applicable to interest payment dates, optional redemption dates and the
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

stated maturity date)
Day Count Convention:
30/360
Listing:
The notes will not be listed on any securities exchange or automated quotation system.
CUSIP / ISIN:
90270KRP6 / US90270KRP65
Y ou should c a re fully c onside r t he risk s de sc ribe d unde r "Risk Fa c t ors" be ginning on pa ge 1 he re in a nd on S-5 of
t he a c c om pa nying prospe c t us supple m e nt re la t ing t o t he not e s, da t e d April 2 5 , 2 0 1 8 . T he not e s w ill not be list e d or
displa ye d on a ny se c urit ie s e x c ha nge or a ny e le c t ronic c om m unic a t ions ne t w ork .
Se e "I nve st m e nt De sc ript ion" on pa ge ii he re in. T he not e s ha ve t he t e rm s se t fort h in t he a c c om pa nying prospe c t us
supple m e nt a nd t he a c c om pa nying prospe c t us, a s m odifie d by t his doc um e nt .
N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny ot he r re gula t ory body ha s a pprove d or disa pprove d of
t he se not e s or pa sse d upon t he a de qua c y or a c c ura c y of t his doc um e nt , t he a c c om pa nying prospe c t us supple m e nt
or t he a c c om pa nying prospe c t us. Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .

Origina l Offe ring Pric e
Age nt Disc ount (1)
Proc e e ds t o U BS(1)
Pe r N ot e
$1,000.00
$18.30
$981.70
T ot a l
$410,000.00
$7,503.00
$402,497.00
(1) The per note agent discount in the table above represents the maximum agent discount payable per note. The total agent discount and total
proceeds to UBS in the table above reflects the total amount of the agent discount. See "Supplemental Plan of Distribution (Conflicts of
Interest); Secondary Markets (if any)" herein for further information including information regarding how we may hedge our obligations under
the notes and offering expenses. Wells Fargo Securities, LLC, a wholly owned subsidiary of Wells Fargo & Company and UBS Securities
LLC are the agents for the distribution of the notes and are acting as principal.
We lls Fa rgo Se c urit ie s
U BS I nve st m e nt Ba nk

I N V EST M EN T DESCRI PT I ON
UBS has filed a registration statement (including a prospectus, as supplemented by a prospectus supplement for the notes) with the Securities
and Exchange Commission (the "SEC") for the offering to which this document relates. Before you invest, you should read these documents and
any other documents related to the notes that UBS has filed with the SEC for more complete information about UBS and this offering. You may
obtain these documents for free from the SEC website at www.sec.gov. Our Central Index Key, or CIK, on the SEC website is 0001114446.
You may access the prospectus supplement and prospectus on the SEC website www.sec.gov as follows:
?
Prospectus Supplement dated April 25, 2018:
http://www.sec.gov/Archives/edgar/data/1114446/000091412118000798/ub35454579-424b2.htm
?
Prospectus dated April 29, 2016:
http://www.sec.gov/Archives/edgar/data/1114446/000119312516569341/d161008d424b3.htm
References to "UBS," "we," "our" and "us" refer only to UBS AG and not to its consolidated subsidiaries and references to "notes" refer to the
Step-Up Callable Notes that are offered hereby, unless the context otherwise requires. Also, references to the "Rates Notes prospectus
supplement" mean the UBS prospectus supplement, dated April 25, 2018 and references to "accompanying prospectus" mean the UBS
prospectus titled "Debt Securities and Warrants," dated April 29, 2016.
This document, together with the documents listed above, contains the terms of the notes and supersedes all other prior or contemporaneous
oral statements as well as any other written materials including all other prior pricing terms, correspondence, trade ideas, structures for
implementation, sample structures, brochures or other educational materials of ours. You should carefully consider, among other things, the
matters set forth in "Risk Factors" herein and in "Risk Factors" in the accompanying product supplement, as the notes involve risks not
associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors concerning your
invest in the notes.
UBS reserves the right to change the terms of, or reject any offer to purchase, the notes prior to their issuance. In the event of any changes to
the terms of the notes, UBS will notify you and you will be asked to accept such changes in connection with your purchase. You may also
choose to reject such changes in which case UBS may reject your offer to purchase.
If there is any inconsistency between the terms of the notes described in the accompanying prospectus, the accompanying prospectus
supplement or this document, the following hierarchy will govern: first, this document; second, the accompanying prospectus supplement; and
last, the accompanying prospectus.

https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

ii

I N V EST OR CON SI DERAT I ON S
T he not e s m a y be suit a ble for you if:
¦
You seek an investment with fixed rate interest that, provided there is no early redemption at UBS' option, increases during the term of the
notes and are willing to invest in the notes based on the applicable interest rates indicated on the cover hereof.
¦
You are willing to invest in notes that may be redeemed early at our election and in our absolute and sole discretion, are otherwise willing
to hold such notes to maturity and accept that there may be no secondary market for the notes.
¦
You are willing to assume the credit risk of UBS for all payments under the notes, and understand that if UBS defaults on its obligations you
may not receive any amounts due to you including but not limited to any repayment of principal.
T he not e s m a y not be suit a ble for you if:
¦
You seek an investment with a variable rate of interest during the term of the notes or are unwilling to invest in the notes based on the
applicable interest rates indicated on the cover hereof.
¦
You are unable or unwilling to hold notes that may be redeemed early at our election, are otherwise unable or unwilling to hold such notes
to maturity or seek an investment for which there will be an active secondary market.
¦
You are not willing to assume the credit risk of UBS for all payments under the notes, including any repayment of principal.
T he inve st or c onside ra t ions ide nt ifie d a bove a re not e x ha ust ive . Whe t he r or not t he not e s a re a suit a ble inve st m e nt
for you w ill de pe nd on your individua l c irc um st a nc e s a nd you should re a c h a n inve st m e nt de c ision only a ft e r you
a nd your inve st m e nt , le ga l, t a x , a c c ount ing a nd ot he r a dvisors ha ve c a re fully c onside re d t he suit a bilit y of a n
inve st m e nt in t he not e s in light of your pa rt ic ula r c irc um st a nc e s. Y ou should a lso re vie w "Risk Fa c t ors" be ginning
on pa ge 1 a nd t he m ore de t a ile d "Risk Fa c t ors" be ginning on S-5 in t he prospe c t us supple m e nt for risk s re la t e d t o
a n inve st m e nt in t he not e s.

iii

RI SK FACT ORS
An investment in the notes involves significant risks. Some of the risks that apply to the notes are summarized below, but we urge you to read
the more detailed explanation of risks relating to the notes generally in the "Risk Factors" section of the accompanying prospectus supplement.
We also urge you to consult your investment, legal, tax, accounting and other advisors before you invest in the notes.
T he a m ount of int e re st you re c e ive m a y be le ss t ha n t he re t urn you c ould e a rn on ot he r inve st m e nt s
Interest rates may change significantly over the term of the notes, and it is impossible to predict what interest rates will be at any point in the
future. Although the interest rate on the notes will increase to preset rates at scheduled intervals during the term of the notes, the interest rate
that will apply at any time on the notes may be more or less than prevailing market interest rates at such time. As a result, the amount of interest
you receive on the notes may be less than the return you could earn on other investments.
We m a y re de e m t he not e s prior t o m a t urit y
We have the right in our absolute and sole discretion to redeem the notes early, in whole but not in part, on any optional redemption date,
beginning on the first optional redemption date specified on the cover hereof, at a redemption price equal to 100% of the principal amount of the
notes plus accrued and unpaid interest to and excluding the optional redemption date. The aggregate amount that you will receive on the notes
if the notes are redeemed on an optional redemption date will be less than the aggregate amount that you would have received had the notes
not been redeemed early because you will not receive any interest payments after the optional redemption date. If we redeem the notes prior to
maturity, you will receive no further interest payments and may have to reinvest the proceeds in a lower-rate environment.
T he pe r a nnum int e re st ra t e a pplic a ble a t a pa rt ic ula r t im e w ill a ffe c t our de c ision t o re de e m t he not e s
It is more likely that we will redeem the notes prior to the stated maturity date during periods when the remaining interest is to accrue on the
notes at a rate that is greater than that which we would pay on a conventional fixed-rate non-redeemable note of comparable maturity. If we
redeem the notes prior to the stated maturity date, you may not be able to invest in an equivalent investment with a similar interest rate.
T he not e s m a y be re de e m e d e a rly a nd t he not e s a re subje c t t o re inve st m e nt risk
UBS may elect to redeem the notes at its discretion prior to the stated maturity date. If UBS elects to redeem your notes early, you will no longer
have the opportunity to receive any interest payments after the optional redemption date. In the event UBS elects to redeem the notes, there is
no guarantee that you would be able to reinvest the proceeds at a comparable return and/or with a comparable interest rate for a similar level of
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

risk. Further, UBS' right to redeem the notes may also adversely impact your ability to sell your notes in the secondary market and you may not
be able to reinvest the proceeds from the redeemed notes in an equivalent investment with a similar interest rate.
To the extent you are able to reinvest such proceeds in an investment comparable to the notes, you may incur transaction costs such as dealer
discounts and hedging costs built into the price of the new notes. Therefore, the notes are more likely to remain outstanding when the expected
amount payable on the notes is less than what would be payable on other comparable instruments issued by UBS.
T he st e p-up fe a t ure pre se nt s diffe re nt inve st m e nt c onside ra t ions t ha n fix e d ra t e not e s
The interest rate payable on the notes during their term will increase from the initial interest rate, subject to our right to redeem the notes. If we
do not redeem the notes, the interest rate will step up as described herein. You should not expect to earn the higher stated interest rates which
are applicable only after the first 3 years of the term of the notes because, unless general interest rates rise significantly, the notes are likely to
be redeemed prior to the stated maturity date. When determining whether to invest in the notes, you should consider, among other things, the
overall annual percentage rate of interest to redemption as compared to other equivalent investment alternatives rather than the higher stated
interest rates which are applicable only after the first 3 years of the term of the notes.

1

Cre dit risk of U BS
The notes are unsubordinated, unsecured debt obligations of the issuer, UBS, and are not, either directly or indirectly, an obligation of any third
party. Any payment to be made on the notes, including but not limited to any repayment of principal upon redemption or maturity, depends on
the ability of UBS to satisfy its obligations as they come due. As a result, the actual and perceived creditworthiness of UBS may affect the
market value of the notes and, in the event UBS were to default on its obligations, you may not receive any amounts owed to you under the
terms of the notes and you could lose all of your investment.
We e x pe c t t ha t , ge ne ra lly, e x pe c t a t ions re ga rding int e re st ra t e s w ill a ffe c t t he m a rk e t va lue of t he not e s
Interest rates have experienced periods of volatility and such volatility may occur in the future. Fluctuations and trends in interest rates that have
occurred in the past are not necessarily indicative, however, of fluctuations that may occur in the future. As a holder of the notes, the amount of
interest payable on the notes for any interest period will change as the applicable interest rate changes.
T he re m a y be no se c onda ry m a rk e t for t he not e s
The notes will not be listed or displayed on any securities exchange or any electronic communications network. There can be no assurance that
a secondary market for the notes will develop. UBS Securities LLC and its affiliates intend, but are not required, to make a market in the notes
and may in its absolute and sole discretion and without notice stop making a market at any time. The price, if any, at which you may be able to
sell your notes prior to maturity could be at a substantial discount from the Issue Price and to their intrinsic value and you may suffer substantial
losses as a result.
T he pric e a t w hic h U BS Se c urit ie s LLC a nd it s a ffilia t e s m a y offe r t o buy t he not e s in t he se c onda ry m a rk e t (if a ny)
m a y be gre a t e r t ha n U BS' va lua t ion of t he not e s a t t ha t t im e , gre a t e r t ha n a ny ot he r se c onda ry m a rk e t pric e s
provide d by una ffilia t e d de a le rs (if a ny) a nd, de pe nding on your brok e r, gre a t e r t ha n t he va lua t ion provide d on your
c ust om e r a c c ount st a t e m e nt s
For a limited period of time following the issuance of the notes, UBS Securities LLC or its affiliates may offer to buy or sell such notes at a price
that exceeds (i) our valuation of the notes at that time based on our internal pricing models, (ii) any secondary market prices provided by
unaffiliated dealers (if any) and (iii) depending on your broker, the valuation provided on customer account statements. The price that UBS
Securities LLC may initially offer to buy such notes following issuance will exceed the valuation of the notes indicated by our internal pricing
models due to the inclusion for a limited period of time of the aggregate value of the underwriting discount, hedging costs, issuance costs and
theoretical projected trading profit. The portion of such amounts included in our price will decline to zero on a straight line basis over a period
ending no later than the date specified under "Supplemental Plan of Distribution (Conflicts of Interest); Secondary Markets (if any)." Thereafter, if
UBS Securities LLC or an affiliate makes secondary markets in the notes, it will do so at prices that reflect our valuation of the notes determined
by reference to our internal pricing models at that time. The temporary positive differential relative to our internal pricing models arises from
requests from and arrangements made by UBS Securities LLC with the selling agents of the notes. As described above, UBS Securities LLC
and its affiliates intend, but are not required, to make a market for the notes and may stop making a market at any time. The price at which UBS
Securities LLC or an affiliate may make secondary markets at any time (if at all) will also reflect its then current bid-ask spread for similar sized
trades of debt securities similar to the notes. UBS Securities LLC and its affiliates reflect this temporary positive differential on their customer
statements. Investors should inquire as to the valuation provided on customer account statements provided by unaffiliated dealers.
I m pa c t of fe e s on t he se c onda ry m a rk e t pric e of t he not e s
Generally, the price of the notes in the secondary market is likely to be lower than the issue price to the public because the issue price to the
public included, and the secondary market prices are likely to exclude, commissions, hedging costs or other compensation paid with respect to
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

the notes. In addition, any such prices may differ from values determined by pricing models used by UBS AG or its affiliates, as a result of dealer
discounts, mark-ups or other transactions.

2

Pot e nt ia l U BS im pa c t on pric e
With regard to your notes, from time to time, UBS and/or its affiliates may acquire or dispose of long or short positions in listed and/or over-the-
counter options, futures, exchange-traded funds or other instruments based on interest rates (as described under in "Use of Proceeds and
Hedging" in the accompanying prospectus supplement) which may adversely affect the market value of the notes.
T he busine ss a c t ivit ie s of U BS or it s a ffilia t e s m a y c re a t e c onflic t s of int e re st
UBS and its affiliates expect to engage in trading activities, relating to the above mentioned instruments that may affect interest rates that are
not for the account of holders of the notes or on their behalf. These trading activities may present a conflict between the holders' interest in the
notes and the interests UBS and its affiliates will have in facilitating these transactions. These trading activities, if they influence the levels of
prevailing interest rates, could be adverse to the interests of the holders of the notes.
Pot e nt ia lly inc onsist e nt re se a rc h, opinions or re c om m e nda t ions by U BS
UBS and its affiliates publish research from time to time on financial markets and other matters that may influence the value of the notes, or
express opinions or provide recommendations that are inconsistent with purchasing or holding the notes. Any research, opinions or
recommendations expressed by UBS or its affiliates may not be consistent with each other and may be modified from time to time without notice.
Investors should make their own independent investigation of the merits of investing in the notes.
T he not e s a re not ba nk de posit s
An investment in the notes carries risks which are very different from the risk profile of a bank deposit placed with UBS or its affiliates. The notes
have different yield and/or return, liquidity and risk profiles and would not benefit from any protection provided to deposits.
U nde r c e rt a in c irc um st a nc e s, FI N M A ha s t he pow e r t o t a k e a c t ions t ha t m a y a dve rse ly a ffe c t t he not e s
Pursuant to article 25 et seq. of the Swiss Banking Act, FINMA has broad statutory powers to take measures and actions in relation to UBS if it
(i) is over-indebted, (ii) has serious liquidity problems or (iii) fails to fulfill the applicable capital adequacy provisions after expiration of a deadline
set by FINMA. If one of these prerequisites is met, the Swiss Banking Act grants significant discretion to FINMA to open restructuring
proceedings or liquidation (bankruptcy) proceedings in respect of, and/or impose protective measures in relation to, UBS. In particular, a broad
variety of protective measures may be imposed by FINMA, including a bank moratorium or a maturity postponement, which measures may be
ordered by FINMA either on a stand-alone basis or in connection with restructuring or liquidation proceedings. In a restructuring proceeding, the
resolution plan may, among other things, (a) provide for the transfer of UBS' assets or a portion thereof, together with debts and other liabilities,
and contracts of UBS, to another entity, (b) provide for the conversion of UBS' debt and/or other obligations, including its obligations under the
notes, into equity and/or (c) potentially provide for haircuts on obligations of UBS, including its obligations under the notes. Although no
precedent exists, if one or more measures under the revised regime were imposed, such measures may have a material adverse effect on the
terms and market value of the notes and/or the ability of UBS to make payments thereunder.
De a le r inc e nt ive s
UBS and its affiliates act in various capacities with respect to the notes. We and our affiliates may act as a principal, agent or dealer in
connection with the sale of the notes. Such affiliates, including the sales representatives, will derive compensation from the distribution of the
notes and such compensation may serve as an incentive to sell these notes instead of other investments. We will pay total underwriting
compensation in an amount equal to the underwriting discount listed on the cover hereof per note to any of our affiliates acting as agents or
dealers in connection with the distribution of the notes. Given that UBS Securities LLC and its affiliates temporarily maintain a market making
premium, it may have the effect of discouraging UBS Securities LLC and its affiliates from recommending sale of your notes in the secondary
market.

3

U N I T ED ST AT ES FEDERAL T AX CON SI DERAT I ON S
T he U .S. fe de ra l inc om e t a x c onse que nc e s of your inve st m e nt in t he not e s a re sum m a rize d be low , but w e urge you
t o re a d t he m ore de t a ile d disc ussion in "M a t e ria l U .S. Fe de ra l I nc om e T a x Conside ra t ions" in t he a c c om pa nying
prospe c t us supple m e nt a nd disc uss t he t a x c onse que nc e s of your pa rt ic ula r sit ua t ion w it h your t a x a dvisor. T his
disc ussion is ba se d upon t he I nt e rna l Re ve nue Code of 1 9 8 6 , a s a m e nde d (t he "Code "), fina l, t e m pora ry a nd
propose d U .S. T re a sury De pa rt m e nt (t he "T re a sury") re gula t ions, rulings a nd de c isions, in e a c h c a se , a s a va ila ble
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

a nd in e ffe c t a s of t he da t e he re of, a ll of w hic h a re subje c t t o c ha nge , possible w it h re t roa c t ive e ffe c t . T a x
c onse que nc e s unde r st a t e , loc a l a nd non -U .S. la w s a re not a ddre sse d he re in. N o ruling from t he U .S. I nt e rna l
Re ve nue Se rvic e (t he "I RS") ha s be e n sought a s t o t he U .S. fe de ra l inc om e t a x c onse que nc e s of your inve st m e nt in
t he not e s, a nd t he follow ing disc ussion is not binding on t he I RS.
The discussion herein does not address the consequences to taxpayers subject to special tax accounting rules under Section 451(b) of the
Code.
The notes should be treated as indebtedness for U.S. federal income tax purposes, and the balance of this summary assumes that the notes
are treated as indebtedness for U.S. federal income tax purposes.
We intend to take the position that, solely for purposes of determining whether the notes are issued with original issue discount, we are deemed
to exercise our option to redeem the notes prior to each interest rate step-up and, as a result, interest payments on the notes will be taxable to a
U.S. holder as non-U.S.-source ordinary interest income at the time it accrues or is received in accordance with the U.S. holder's normal method
of accounting for tax purposes. Pursuant to the terms of the notes, you agree to treat the notes consistent with our treatment for all U.S. federal
income tax purposes.
I n t he opinion of our c ounse l, Ca dw a la de r, Wic k e rsha m & T a ft LLP, your not e s should be t re a t e d a s de sc ribe d
a bove . H ow e ve r, t he U .S. fe de ra l inc om e t a x t re a t m e nt of t he not e s is unc e rt a in. We do not pla n t o re que st a ruling
from t he I RS re ga rding t he t a x t re a t m e nt of t he not e s, a nd t he I RS or a c ourt m a y not a gre e w it h t he t a x t re a t m e nt
de sc ribe d he re in. We urge you t o c onsult your t a x a dvisor a s t o t he t a x c onse que nc e s of your inve st m e nt in t he
not e s.
Sa le , Ex c ha nge , Ea rly Re de m pt ion or M a t urit y of t he not e s
Upon the disposition of a note by sale, exchange, early redemption, maturity or other taxable disposition, a U.S. holder should generally
recognize gain or loss equal to the difference between (1) the amount realized on such taxable disposition (other than amounts attributable to
accrued but unpaid interest) and (2) the U.S. holder's adjusted tax basis in the note. A U.S. holder's adjusted tax basis in a note generally will
equal the U.S. holder's cost of acquiring such note. Assuming a note is held as a capital asset, such gain or loss will generally constitute capital
gain or loss. Capital gain of a noncorporate U.S. holder is generally taxed at preferential rates where the holder has a holding period of greater
than one year. The deductibility of a capital losses is subject to limitations.
M e dic a re T a x on N e t I nve st m e nt I nc om e
U.S. holders that are individuals, estates, and certain trusts are subject to an additional 3.8% tax on all or a portion of their "net investment
income," which may include any income or gain realized with respect to the notes, to the extent of their net investment income that when added
to their other modified adjusted gross income, exceeds $200,000 for an unmarried individual, $250,000 for a married taxpayer filing a joint return
(or a surviving spouse), or $125,000 for a married individual filing a separate return. The 3.8% Medicare tax is determined in a different manner
than the income tax. U.S. holders should consult their tax advisors with respect to their consequences with respect to the 3.8% Medicare tax.
Spe c ifie d Fore ign Fina nc ia l Asse t s
Certain U.S. holders that own "specified foreign financial assets" in excess of an applicable threshold may be subject to reporting obligations
with respect to such assets with their tax returns, especially if such assets are held outside the custody of a U.S. financial institution. You are
urged to consult your tax advisor as to the application of this legislation to your ownership of the notes.

4

T a x T re a t m e nt of non -U .S. holde rs
Subject to "FATCA", discussed below, if you are a non-U.S. holder you should generally not be subject to U.S. withholding tax with respect to
payments or gain realized on your notes or to generally applicable information reporting and backup withholding requirements with respect to
payments or gain realized on your notes if you comply with certain certification and identification requirements as to your non-U.S. status (by
providing us (and/or the applicable withholding agent) with a fully completed and duly executed applicable IRS Form W-8). Gain from the taxable
disposition of a note generally should not be subject to U.S. tax unless such gain is effectively connected with a trade or business conducted by
the non-U.S. holder in the U.S. or unless the non-U.S. holder (i) is a non-resident alien individual and is present in the U.S. for more than 182
days in the taxable year of such taxable disposition and certain other conditions are satisfied, or (ii) has certain other present or former
connections with the U.S.
Foreign Account Tax Compliance Act. The Foreign Account Tax Compliance Act ("FATCA") was enacted on March 18, 2010, and imposes a
30% U.S. withholding tax on "withholdable payments" (i.e., certain U.S.-source payments, including interest (and original issue discount),
dividends, other fixed or determinable annual or periodical gain, profits, and income, and on the gross proceeds from a disposition of property of
a type which can produce U.S.-source interest or dividends) and "passthru payments" (i.e., certain payments attributable to withholdable
payments) made to certain foreign financial institutions (and certain of their affiliates) unless the payee foreign financial institution agrees (or is
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

required), among other things, to disclose the identity of any U.S. individual with an account of the institution (or the relevant affiliate) and to
annually report certain information about such account. FATCA also requires withholding agents making withholdable payments to certain
foreign entities that do not disclose the name, address, and taxpayer identification number of any substantial U.S. owners (or do not certify that
they do not have any substantial U.S. owners) to withhold tax at a rate of 30%. Under certain circumstances, a holder may be eligible for
refunds or credits of such taxes.
Pursuant to final and temporary Treasury regulations and other IRS guidance, the withholding and reporting requirements under FATCA will
generally apply to certain "withholdable payments" made on or after July 1, 2014, certain gross proceeds on a sale or disposition occurring after
December 31, 2018, and certain foreign passthru payments made after December 31, 2018 (or, if later, the date that final regulations defining
the term "foreign passthru payment" are published). If withholding is required, we (and/or the applicable paying agent) will not be required to pay
additional amounts with respect to the amounts so withheld. Foreign financial institutions and non-financial foreign entities located in jurisdictions
that have an intergovernmental agreement with the U.S. governing FATCA may be subject to different rules.
Investors should consult their advisors about the application of FATCA, in particular if they may be classified as financial institutions (or if they
hold their notes through a non-U.S. entity) under the FATCA rules.
Y ou a re urge d t o c onsult your t a x a dvisors c onc e rning t he a pplic a t ion of U .S. fe de ra l inc om e t a x la w s t o your
pa rt ic ula r sit ua t ion, a s w e ll a s a ny t a x c onse que nc e s of t he purc ha se , be ne fic ia l ow ne rship a nd disposit ion of t he
not e s a rising unde r t he la w s of a ny st a t e , loc a l, non -U .S. or ot he r t a x ing jurisdic t ion.

5

SU PPLEM EN T AL PLAN OF DI ST RI BU T I ON (CON FLI CT S OF I N T EREST ); SECON DARY M ARK ET S (I F AN Y )
We have agreed to sell to UBS Securities LLC and UBS Securities LLC has agreed to purchase, all of the notes at the original offering price to
the public less the agent discount indicated on the cover hereof. UBS Securities LLC has agreed to resell all of the notes to Wells Fargo
Securities, LLC ("WFS") at the original offering price of the notes less the agent discount indicated on the cover hereof. WFS will provide
dealers, which may include Wells Fargo Advisors ("WFA") (the trade name of the retail brokerage business of WFS's affiliates, Wells Fargo
Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC), with a selling concession of up to $18.30 per note. The agent
discount per note may have been variable and fluctuated depending on market conditions at the time UBS established its hedges on or prior to
the trade date. The total agent discount and proceeds to UBS, specified on the cover hereof reflects the total amount of the agent discount.
Conflic t s of I nt e re st
UBS Securities LLC is an affiliate of UBS and, as such, has a "conflict of interest" in this offering within the meaning of Financial Industry
Regulatory Authority, Inc. ("FINRA") Rule 5121. In addition, UBS will receive the net proceeds (excluding the underwriting discount) from the
initial public offering of the notes, thus creating an additional conflict of interest within the meaning of FINRA Rule 5121. Consequently, the
offering is being conducted in compliance with the provisions of FINRA Rule 5121. UBS Securities LLC is not permitted to sell notes in this
offering to an account over which it exercises discretionary authority without the prior specific written approval of the account holder.
U BS Se c urit ie s LLC a nd it s a ffilia t e s m a y offe r t o buy or se ll t he not e s in t he se c onda ry m a rk e t (if a ny) a t pric e s
gre a t e r t ha n U BS' va lua t ion of t he not e s a t t ha t t im e
The value of the notes at any time will vary based on many factors that cannot be predicted. However, the price (not including UBS Securities
LLC's or any affiliate's customary bid-ask spreads) at which UBS Securities LLC or any affiliate would offer to buy or sell the notes immediately
after the pricing date in the secondary market is expected to exceed the valuation of the notes as determined by reference to our internal pricing
models. The amount of the excess will decline to zero on a straight line basis over a period ending no later than 6 months after the pricing date,
provided that UBS Securities LLC may shorten the period based on various factors, including the magnitude of purchases and other negotiated
provisions with selling agents. Notwithstanding the foregoing, UBS Securities LLC and its affiliates are not required to make a market for the
notes and may stop making a market at any time. For more information about secondary market offers, see "Risk Factors -- There may be no
secondary market for the notes", "Risk Factors --The price at which UBS Securities LLC and its affiliates may offer to buy the notes in the
secondary market (if any) may be greater than UBS' valuation of the notes at that time, greater than any other secondary market prices
provided by unaffiliated dealers (if any) and, depending on your broker, greater than the valuation provided on your customer account
statements" and "Risk Factors -- Impact of fees on the secondary market price of the notes" herein.
Prohibit ion of Sa le s t o EEA Re t a il I nve st ors
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, as amended ("MiFID II"); (ii) a customer within the meaning of
Directive 2002/92/EC, as amended, 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. 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
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

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.

6

V ALI DI T Y OF T H E N OT ES
In the opinion of Cadwalader, Wickersham & Taft LLP, as special counsel to the issuer, when the notes offered by this pricing supplement have
been executed and issued by the issuer and authenticated by the trustee pursuant to the indenture and delivered, paid for and sold as
contemplated herein, the notes will be valid and binding obligations of the issuer, enforceable against the issuer in accordance with their terms,
subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, receivership or other laws relating to or
affecting creditors' rights generally, and to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in
equity). This opinion is given as of the date hereof and is limited to the laws of the State of New York. Insofar as this opinion involves matters
governed by Swiss law, Cadwalader, Wickersham & Taft LLP has assumed, without independent inquiry or investigation, the validity of the
matters opined on by Homburger AG, Swiss legal counsel for the issuer, in its opinion dated June 20, 2017 filed with the Securities and
Exchange Commission as an exhibit to a Current Report on Form 6-K on June 20, 2017. In addition, this opinion is subject to customary
assumptions about the trustee's authorization, execution and delivery of the indenture and, with respect to the notes, authentication of the notes
and the genuineness of signatures and certain factual matters, all as stated in the opinion of Cadwalader, Wickersham & Taft LLP dated June
15, 2015 filed with the Securities and Exchange Commission as an exhibit to a Current Report on Form 6-K on June 15, 2015.
https://www.sec.gov/Archives/edgar/data/1114446/000091412118001012/ub45088791-424b2.htm[5/18/2018 5:37:52 PM]

Document Outline

#1">
- #1">