Bond CaixaBank, S.A. 5.638% ( XS0273475094 ) in USD

CaixaBank, S.A.

100 % ⇌

Spain

XS0273475094 ( in USD )

5.638% per year ( payment 2 times a year)

02/02/2037 - Bond has expired

Prospectus brochure of the bond Caixabank S.A XS0273475094 in USD 5.638%, expired

Caixabank S.A. is a Spanish multinational bank headquartered in Valencia, offering a wide range of financial services including retail banking, corporate banking, and investment banking, operating both domestically and internationally.

The Bond issued by CaixaBank, S.A. ( Spain ) , in USD, with the ISIN code XS0273475094, pays a coupon of 5.638% per year.
The coupons are paid 2 times per year and the Bond maturity is 02/02/2037

BASE PROSPECTUS
FOR
NON-EQUITY SECURITIES

(June 2006)

15,000,000,000

CAIXA D'ESTALVIS I PENSIONS DE BARCELONA
("La Caixa")

This Base Prospectus, drawn up in accordance with Annex V of Regulation (EC) No. 809/2004 of 29 April
2004, was registered with the Spanish Securities and Exchange Commission (referred to below as CNMV, its
initials in Spanish) on 9 June 2006 and is supplemented by the Registration Document of Caixa d´Estalvis i
Pensions de Barcelona ("La Caixa"), drawn up pursuant to Annex XI of Regulation (EC) No. 809/2004 of 29
April 2004 and recorded in the official registries of the CNMV on 18 April 2006, which is included for
reference.

Page 1 of 64

TABLE OF CONTENTS
Page

SUMMARY

4

1.
CLASS OF SECURITIES

2.
FORM IN WHICH THE SECURITIES ARE REPRESENTED

3.
AMORTISATION PRICE

4.
INTEREST RATE

5.
REPRESENTATION
OF
SECURITY
HOLDERS

6.
PRICE OF THE SECURITIES - EXPENSES FOR THE SUBSCRIBER

7.
CATEGORIES OF INVESTORS

8.
ADMISSION TO TRADING

9.
CONDITIONS
OF
PUBLIC
OFFERS

10.
MAXIMUM NOMINAL AMOUNT OF THE BASE PROSPECTUS

11.
NOMINAL
AMOUNT
OF
THE
SECURITIES
12.
RATINGS

13.
CONSOLIDATED BALANCE SHEET FOR THE FINANCIAL YEARS 2004/2003

14.
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE FINANCIAL YEARS
2004/2003

15.
CONSOLIDATED BALANCE SHEET FOR SEPTEMBER 2005 AND 2004

16.
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR SEPTEMBER 2005 AND 2004

17.
RISK FACTORS RELATING TO THE SECURITIES

18.
RISK FACTORS RELATING TO THE ISSUER

RISK FACTORS

13
BASE PROSPECTUS

14

1. PERSONS
RESPONSIBLE

14
2.
RISK FACTORS

14
3.
KEY INFORMATION

14
3.1
Interest of natural and legal persons involved in the issue
3.2
Reasons for the issue and use of proceeds
4.
INFORMATION CONCERNING THE SECURITIES TO BE
OFFERED/ADMITTED TO TRADING

14
4.1
Description of the type and class of the securities
4.2
Legislation covering the securities
4.3
Form in which the securities are represented
4.4
Currency of the issue
4.5
Ranking
4.6
Description of the rights attached to the securities and procedure for the
exercising of said rights
4.7
Nominal interest rate and provisions relating to interest payable
4.8
Amortisation price and provisions relating to the maturity of the securities
4.9
Indication of the yield for the investor and the calculation method
4.10 Representation of security holders

Page 2 of 64

4.11 Resolutions, authorisations and approvals by virtue of which the securities are
being issued
4.12
Issue date
4.13
Restrictions on the free transferability of the securities
4.14
Tax treatment of the securities
5.
TERMS AND CONDITIONS OF THE OFFER

40
5.1
Description of the Public Offers
5.2
Plan of distribution and allotment
5.3
Pricing
5.4
Placing and underwriting
6.
ADMISSION TO TRADING AND DEALING ARRANGEMENTS

45
6.1
Applications for admission to trading
6.2
Regulated markets on which securities of the same class are admitted to trading
6.3
Institutions providing liquidity
7.
ADDITIONAL INFORMATION

47
7.1
People and institutions that are advisors on the issue
7.2
Information in the Base Prospectus reviewed by auditors
7.3
Other information provided by third parties
7.4
Validity of the information provided by third parties
7.5
Ratings
8.
UPDATE OF INFORMATION IN THE REGISTRATION DOCUMENT RECORDED IN THE
OFFICIAL RECORDS OF THE SPANISH SECURITIES AND EXCHANGE COMMISSION ON
18 APRIL 2006
ANNEX 1
FINAL TERMS

50
ANNEX II
SPECIAL SUBORDINATED DEBT SECURITIES

58

Page 3 of 64

SUMMARY
A)
This Summary must be read as an introduction to the Base Prospectus.
B)
Any decision to invest in the securities must be based on the investor's consideration of
the Base Prospectus and the Registration Document as a whole.
C)
No third-party liability may be claimed from anyone exclusively due to the Summary
unless it is misleading, inaccurate or inconsistent with the other parts of the Base
Prospectus.

INFORMATION ABOUT THE SECURITIES CONTAINED IN THE BASE PROSPECTUS
1. CLASS OF SECURITIES
Ordinary or Subordinated Bonds, Ordinary or Subordinated Debentures, Mortgage Notes and Public-loan
Notes (jointly referred to as the "securities") may be issued. Special Subordinated Debt may also be issued.
The guarantees, features and ranking of the securities and the Special Subordinated Debt are set out in
section 4 and in Annex II of the Base Prospectus, respectively.
2. FORM IN WHICH THE SECURITIES ARE REPRESENTED

The various classes of issues under this Base Prospectus will be represented by physical certificates or book
entries and may be registered or bearer certificates.
3. AMORTISATION PRICE
The securities will be amortised at par value or at a higher amount, as stipulated in the issue agreement and
the Final Terms. The amount of amortisation, when applicable, will be subject to the minimums stipulated by
the applicable legislation depending on the country of issue and the market on which they are traded.
4. INTEREST RATE

The effective interest envisaged for the subscriber of the securities will be specified in the Final Terms and
will be the result of applying the private conditions of such issue.
For issues that do not have preset future flows, the respective Final Terms will set out the details of the
respective yield calculation hypotheses. The securities will not be able to produce negative yields for the
investor, except for Special Subordinated Debt, since "La Caixa" could use the amount thereof to offset
losses.
5. REPRESENTATION OF SECURITY HOLDERS
A syndicate to defend the interests and rights of the security holders will be set up for the security issues for
which it is envisaged.

6. PRICE OF THE SECURITIES - EXPENSES FOR THE SUBSCRIBER
The price of the issues will be determined at the time they launched and will be stated in the Final Terms.
The actual amount of the securities will depend on the market conditions at the time they are launched. The
issue price may be the par value, exceed 100% of their nominal price or even be lower than it. The Final
Terms will clearly state the actual price of the securities.

Page 4 of 64

The Placers, except for "La Caixa", may charge subscribers commission or expenses for the subscription and
amortisation of the securities, provided such commission or expenses are stated in the Final Terms.

7. CATEGORIES OF INVESTORS TO WHOM THE SECURITIES WILL BE OFFERED

The issues carried out may be aimed at the general public or specially qualified investors, and in both cases
they may be Spanish and foreign, depending on the specific features of each issue.
Security issues may be placed in one or more countries at the same time. If there is any kind of reservation
or exclusive tranche for a particular jurisdiction, it will be stated in the Final Terms.
8. ADMISSION TO TRADING
An application for admission to trading on the AIAF Fixed Income Market and/or secondary markets in
European Union countries may be made for Mortgage Notes and Public-loan Notes. Ordinary Bonds or
Debentures, Subordinated Debt and Special Subordinated Debt may be traded on the AIAF Fixed Income
Market, the Madrid, Barcelona, Valencia or Bilbao Stock Markets and/or secondary markets in European
Union countries.
The market or markets to which an application for admission of the securities to trading will be made will be
specified in the Final Terms.
9. CONDITIONS OF PUBLIC OFFERS

Various security issues may be put into circulation under this Base Prospectus, the issuing of which must
take place within 12 months following the publication of the Base Prospectus on the website of the Spanish
Securities and Exchange Commission regardless of the type of security.
10. MAXIMUM NOMINAL AMOUNT OF THE BASE PROSPECTUS
The maximum nominal amount will be 15,000,000,000, or an equivalent figure in the case of issues carried
out in other currencies.
11. NOMINAL AMOUNT OF THE SECURITIES

The unit nominal amounts of the securities to be issued under this Base Prospectus will be no lower than
1,000, or an equivalent figure in the case of issues carried out in other currencies, for issues aimed
exclusively at retail investors and 50,000 or an equivalent figure in the case of issues carried out in other
currencies, for issues aimed at qualified investors.
The Final Terms of each particular issue will specify the minimum or maximum amounts that investors may
apply for, if there are any.
12. RATINGS

The Issuer has been assigned the following credit ratings (an opinion that predicts the solvency of the
institution, a debenture, a debt security or the like, or an issuer of such securities, based on a previously
defined rating system) by credit risk rating agencies, all of which are internationally regarded as reputable:

Rating

Date of

Long
Short Prospects
Agency

last revision
Term
Term

Moody's

July 2005
Aa2
P-1
Stable
Fitch

July 2005
AA- F1+
Stable
Standard and Poor's (S&P) August 2005
A+
A1
Positive

Page 5 of 64

Moody's has also assigned "La Caixa" a B+ financial strength rating and Fitch has assigned "La Caixa" an
individual rating of B. These ratings are a sign of its strong intrinsic financial strength. The legal rating that
Fitch has assigned "La Caixa" is 2 (high probability of state backing).
In April 2006, Standard&Poor's raised the prospects for "la Caixa"'s A+ rating from stable to positive.
13. CONSOLIDATED BALANCE SHEET FOR THE FINANCIAL YEARS 2005 AND 2004
CONSOLIDATED BALANCE SHEETS OF CAIXA D'ESTALVIS I PENSIONS DE BARCELONA ("La Caixa") AND
THE COMPANIES IN THE "La Caixa" GROUP

(Thousands of Euros)
ASSETS
31 December
31 December
2005
2004

CASH ON HAND AND DEPOSITS AT CENTRAL BANKS
1,773,805
1,897,350
TRADING SECURITIES
1,318,374
1,706,956
FINANCIAL ASSETS RELEASED FOR SALE
23,544,467
23,239,327
LENDING 130,241,956
107,263,204
Deposits in credit institutions
13,278,926
12,125,313
Money market transactions through counterparty
50,140
330,296
institutions
Customer loans
111,064,698
89,432,681
Debt securities
3,624,049
4,330,543
Other financial assets
2,224,143
1,044,371
FULL TERM INVESTMENT PORTFOLIO
188,567
136,257
ADJUSTMENTS TO FINANCIAL ASSETS DUE TO
48,664
48,761
MACROHEDGING
HEDGING DERIVATIVES
7,160,244
6,578,279
SALE OF NON-CURRENT ASSETS
165,270
67,358
INVESTMENTS IN NON-GROUP COMPANIES
3,505,598
3,272,588
INSURANCE POLICIES LINKED TO PENSIONS
638,072
632,119
REINSURANCE ASSETS
19,165
20,452
PROPERTY AND EQUIPMENT
7,704,783
7,258,368
INTANGIBLE ASSETS
176,942
174,791
TAX ASSETS
2,450,013
2,185,076
ACCRUALS 397,432
519,209
OTHER ASSETS
1,018,604
848,761
TOTAL ASSETS
180,351,956
155,848,856

Pro memoria

CONTINGENT RISKS
11,803,864
5,979,158

Page 6 of 64

ASSETS
31 December
31 December
2005
2004

CONTINGENT COMMITMENTS
43,385,747
35,978,693

(Thousands
of
Euros)

LIABILITIE
31 December

S 31
December
2005
2004

TRADING SECURITIES
954,092
506,860
FINANCIAL LIABILITIES AT AMORTISED COST
137,791,363
119,129,354
Deposits by central banks
63,406
67,298
Deposits by credit institutions 13,346,731

14,197,190

Customer deposits
99,278,477
85,335,448

Debt securities
19,243,782
14,437,037
Subordinated liabilities
3,433,341
3,434,248
Other financial liabilities
2,425,626
1,658,133
1,032,899
1,047,762
ADJUSTMENTS TO FINANCIAL LIABILITIES DUE TO

MACROHEDGING

HEDGING DERIVATIVES
5,543,511
5,182,851
LIABILITIES WITH INSURANCE POLICIES
14,116,424
12,212,681
PROVISIONS
2,400,342
2,236,353
TAX LIABILITIES
885,381
747,231
ACCRUALS
360,628
376,444
OTHER LIABILITIES
870,400
784,941
CAPITAL CLASSED AS FINANCIAL LIABILITIES
3,100,000
3,000,000
TOTAL LIABILITIES
167,055,040
145,224,477

MINORITY INTERESTS
1,506,457
1,088,943
VALUATION ADJUSTMENTS
3,739,812
2,801,520
EQUITY
8,050,647
6,733,916
TOTAL NET EQUITY
13,296,916
10,624,379

TOTAL LIABILITIES AND NET EQUITY
180,351,956
155,848,856

Page 7 of 64

14. CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE FINANCIAL YEARS 2005 AND 2004

CAIXA D'ESTALVIS I PENSIONS DE BARCELONA ("La Caixa") AND THE COMPANIES IN THE "La Caixa"
GROUP
(Thousands
of
Euros)

2005 2004

INTEREST INCOME
4,300,710
3,730,411
INTEREST EXPENSE
(2,107,517)
(1,836,357)
INCOME FROM CAPITAL INSTRUMENTS 289,727
287,736
NET INTEREST INCOME
2,482,920
2,181,790
INCOME FROM EQUITY METHOD
434,032
383,669
FEES COLLECTED
1,431,049
1,270,116
FEES PAID
(195,767)
(187,958)
INSURANCE BUSINESS
(237,982)
(75,763)
GAINS ON FINANCIAL TRANSACTIONS
542,739
82,685
EXCHANGE DIFFERENCES (NET)
74,557
36,659
GROSS OPERATING INCOME
4,531,548
3,691,198
INCOME FROM RENDERING NON-FINANCIAL
821,005
673,588
SERVICES
COST OF SALES
(222,829)
(263,661)
OTHER OPERATING INCOME
147,411
117,804
PERSONNEL EXPENSES
(1,737,793)
(1,631,819)
GENERAL AND MISCELLANEOUS EXPENSES
(853,406)
(759,455)
AMORTISATION (398,995)
(388,515)
OTHER OPERATING EXPENSES
(44,872)
(27,834)
FINANCIAL OPERATING INCOME
2,242,069
1,411,306
LOSSES FROM DECREASE IN VALUE OF ASSETS
(390,185)
(260,887)
(NET)
PROVISIONS (NET)
(272,568)
(227,992)
FINANCIAL INCOME FROM NON-FINANCIAL
15,752
6,127
ACTIVITIES
FINANCIAL EXPENSES FROM NON-FINANCIAL
(131,016)
(76,728)
ACTIVITIES
OTHER INCOME
416,476
162,815
OTHER LOSSES
(89,244)
(131,859)
INCOME BEFORE TAXES
1,791,284
882,782
INCOME TAX
(52,675)
54,771
INCOME FROM ORDINARY ACTIVITY
1,738,609
937,553
INCOME/LOSS FROM INTERRUPTED
0
0
TRANSACTIONS (NET)
CONSOLIDATED INCOME FOR THE YEAR
1,738,609
937,553
INCOME ATTRIBUTED TO MINORITY INTERESTS
243,561
121,054
INCOME ATTRIBUTED TO THE GROUP
1,495,048
816,499

Page 8 of 64

15. CONSOLIDATED BALANCE SHEET AS OF MARCH 2006 AND 2005

CONSOLIDATED BALANCE SHEETS OF CAIXA D'ESTALVIS I PENSIONS DE BARCELONA ("La Caixa") AND
THE COMPANIES IN THE "La Caixa" GROUP

(Thousands of Euros)
ASSETS
March 2006
March 2005

CASH ON HAND AND DEPOSITS AT CENTRAL BANKS
1,659,241
1,955,528
TRADING SECURITIES
1,649,300
1,488,396
RELEASED FOR SALE
23,295,924
27,669,155
LENDING 139,916,570

110,182,066
INVESTMENTS 3,587,881

3,255,358
PROPERTY AND EQUIPMENT AND INTANGIBLE ASSETS
8,375,017
7,492,413
OTHER ASSETS AND ACCRUALS
10,650,379
6,204,314
TOTAL ASSETS
189,134,312
158,247,230

LIABILITIES AND NET EQUITY
March 2006
March 2005

TRADING SECURITIES
951,841
642,310
FINANCIAL LIABILITIES AT AMORTISED COST
147,212,909
124,906,711
LIABILITIES WITH INSURANCE POLICIES
13,804,145
12,116,351
PROVISIONS 2,407,327

2,240,813
CAPITAL CLASSED AS FINANCIAL LIABILITIES
3,150,000
3,000,000
OTHER LIABILITIES AND ACCRUALS 7,550,355

3,564,883
Total Liabilities
175,076,577
146,471,068
MINORITY INTERESTS
1,537,600
1,204,092
VALUATION ADJUSTMENTS
4,037,245
3,257,235
EQUITY
8,482,890
7,314,835
Income attributed to the group
455,042
379,727
Total net equity
14,057,735
11,776,162
TOTAL LIABILITIES AND NET EQUITY
189,134,312
158,247,230

Page 9 of 64

16. CONSOLIDATED PROFIT AND LOSS ACCOUNT AS OF MARCH 2006 AND 2005

CONSOLIDATED BALANCE SHEETS OF CAIXA D'ESTALVIS I PENSIONS DE BARCELONA ("La Caixa") AND
THE COMPANIES IN THE "La Caixa" GROUP

(Thousands of Euros)

January March

2006 2005
FINANCIAL REVENUE

1,229,976

1,000,628
FINANCIAL EXPENSES
(638,140)

(479,392)
NET INTEREST INCOME NOT INCLUDING DIVIDENDS
591,836

521,236
DIVIDENDS 139,111

155,548
NET INTEREST INCOME
730,947
676,784
INCOME FROM EQUITY METHOD
118,504

99,787
FEES, NET
320,666

287,499
INSURANCE BUSINESS AND GAINS ON FINANCIAL
106,012

55,496
TRANSACTIONS
GROSS OPERATING INCOME
1,276,129

1,119,566
PERSONNEL EXPENSES
(423,957)
(407,648)
GENERAL AND MISCELLANEOUS EXPENSES
(155,251)
(151,710)
AMORTISATION (69,635)
(74,129)
TOTAL FINANCIAL OPERATING EXPENSES
(648,843)

(633,487)
INCOME FROM RENDERING NON-FINANCIAL SERVICES
39,902

61,749
NET OPERATING INCOME
667,188

547,828
LOSSES FROM DECREASE IN VALUE OF ASSETS
(115,233)

(57,846)
FINANCIAL INCOME FROM NON-FINANCIAL ACTIVITIES
(25,802)

(22,124)
OTHER INCOME AND PROVISIONS
13,007

(9,682)
INCOME BEFORE TAXES
539,160

458,176
INCOME TAX
(45,162)

(42,155)
INCOME AFTER TAXES
493,998

416,021
INCOME FOR MINORITY INTERESTS
38,956

36,294
INCOME ATTRIBUTED TO THE GROUP 455,042

379,727

17. RISK FACTORS RELATING TO THE SECURITIES
Market risk
This is the risk generated by changes to the general conditions of the market compared to those of the
investment. Issues of securities are subject to possible fluctuations in their market prices, mainly depending
on changes in interest rates and the investment's term.
Liquidity risk or risk concerning the representativeness of the securities in the market
This is the risk of market operators not finding counterparties for the securities.

Page 10 of 64