Bond UBM Develop AG 5.5% ( XS1785474294 ) in EUR

UBM Develop AG

100 % ⇌

Austria

XS1785474294 ( in EUR )

5.5% per year ( payment 1 time a year)

Perpetual

Prospectus brochure of the bond UBM Development AG XS1785474294 en EUR 5.5%, maturity Perpetual

100 000 EUR

100 000 000 EUR

01/03/2027 ( In 331 days )

UBM Development AG is an Austrian real estate development company specializing in residential, office, and hotel projects, primarily in major Austrian cities and selected German markets.

An informative overview of a key financial instrument reveals that UBM Development AG, an Austrian-based entity, has issued a perpetual bond, identified by ISIN XS1785474294. This bond, denominated in EUR and part of a total issue size of EUR 100,000,000, currently trades at its par value of 100% on the market. Investors are offered a coupon rate of 5.5%, with payments structured to occur annually, and the minimum purchase size for this unique perpetual instrument is set at EUR 100,000.

Final Term Sheet
100 million Undated Resettable Fixed Rate Subordinated Notes

Issuer
UBM Development Aktiengesellschaft, Vienna, Austria
Senior Rating
Not rated
Issue Rating
Not rated
Deeply subordinated, junior to senior obligations and any other
subordinated obligations expressed to rank senior to the Notes, pari
Ranking
passu with any other subordinated indebtedness unless specified
otherwise in the documentation and senior to all classes of share capital
(preference and ordinary shares)
Pricing Date
22 February 2018
Settlement Date
01 March 2018 (T+5)
Maturity Date
Perpetual
Currency
EUR
Issue Size
EUR 100,000,000.00
Par calls on 01 March 2023 (the `First Call Date') and every interest
Call Schedule
payment date thereafter
Reference Rate
5yr Mid-Swap Rate: 0.480%
Initial Credit Spread
502bps
Annual Re-Offer Yield
5.500 %
to Call
5.500 % annual, fixed rate until the First Call Date

Annual Coupon
Thereafter reset every 5 years to EUR 5 year Mid-swaps + 10.02%
(being the Initial Credit Spread of 502bps + 500bps step-up)
Reoffer Price
100.00%
Gross Proceeds
EUR 100,000,000.00
(i) Support future projects and investments, (ii) strengthen the balance
Use of Proceeds
sheet structure or also (iii) potentially refinance existing financing of the
Issuer
ISIN / Common Code
XS1785474294 / 178547429
Clearing System
Euroclear and Clearstream, Luxembourg
Change of Control
500bps step-up and Issuer call at par
Event
Optional at the Issuer's discretion on any Interest Payment Date except
a Compulsory Interest Payment Date on a cash cumulative and not
compounding basis

Deferred interest may be paid at anytime in whole but not in part by the
issuer and will be mandatorily due and payable as set out below

Interest Deferral
"Compulsory Interest Payment Date" means any Interest Payment Date
on which any dividend, interest, other distributions or payment (including
for the purpose of repayment or repurchase) in respect of any Junior
Obligations or Parity Obligations) where the payment of dividends,
interest, other distributions or payments is at the discretion of the Issuer
since the last 12 months immediately preceding such Interest Payment
Date, has been validly resolved or paid, except for such payments of
dividends, interest, other distributions or payments (including for the
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purpose of repayment or repurchase) made by a Group Entity to the
Issuer and/or to any other Group Entity.

Mandatory payment in whole but not in part upon:
i) the next Interest Payment Date on which the Issuer elects to pay
interest
Mandatory Payment
ii) a Compulsory Interest Payment Datedistribution on or redemption of
of Arrears of Interest
the securities, or
iii) redemption of the Notes
iv) liquidation
Day Count Fraction
Actual/Actual (ICMA)
Gross-up Event Par
Small outstanding principal amount (<15% outstanding) - Par
Accounting Event Make-Whole Price
Special Event Calls
Tax Event Make-Whole Price

Make-Whole Price calculated by Financial Adviser using discount rate of
Gov't+150bps
Denomination
EUR 100,000
Minimum Purchase
EUR 100,000
Amount
Business Day
TARGET 2
Convention
Form of Notes
Bearer notes in classical global note form
Listing
Official Market of the Vienna Stock Exchange
Per Issuer's prospectus to be dated on or about 27 February 2018. The
Notes have not been and will not be registered under the U.S. Securities
Act of 1933, as amended and may be offered and sold only outside the
United States of America to Non-U.S. Persons in Offshore Transactions
Selling Restrictions
in reliance on Regulation S under the Securities Act.
EEA: Offers to qualified investors (as defined in the Prospectus
Directive) only. No action has been or may be taken to permit a public
offer.
Manufacturer target market (MIFID II product governance) is eligible
counterparties and professional clients only (all distribution channels).
Target Market
No PRIIPs key information document (KID) has been prepared as not
available to retail in EEA
Governing Law
Austrian law
Sole Structuring
HSBC Bank plc
Adviser
Joint Bookrunner
HSBC Bank plc / Raiffeisen Bank International AG

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Disclaimer

IMPORTANT NOTICE
By accepting this document, the recipient agrees to be bound by the following obligations and limitations. This document has
been prepared by HSBC Bank plc and Raiffeisen Bank International AG (the "Managers"), on behalf of the Issuer named herein,
for information purposes only. This document is an indicative summary of the terms and conditions of the transaction described
herein and may be amended, superseded or replaced by subsequent summaries or withdrawn entirely and neither the Issuer
nor the Managers shall have any responsibility to notify you of any such changes.
This document does not constitute an underwriting commitment, an offer of financing, an offer to sell, or the solicitation of an
offer to buy any securities described herein. Were the transaction described herein to proceed, the final terms and conditions of
such transaction and any related security would be set out in the applicable offering document(s) and related contracts (the
"Final Documentation") and this document is qualified entirely by the contents of such Final Documentation.
The Managers make no representation, warranty or undertaking and accepts no responsibility as to the accuracy or
completeness of any information contained in this document. Any data on past performance, modelling, scenario analysis or
back-testing contained herein is no indication as to future performance and no representation is made as to the reasonableness
or accuracy of such. All opinions and estimates are given as of the date hereof and are subject to change. The value of any
investment may fluctuate as a result of market changes. The information in this document is not intended to predict actual
results and no assurances are given with respect thereto.
The Managers are not responsible for providing or arranging for the provision of any general financial, strategic or specialist
advice, including legal, regulatory, accounting, model auditing or taxation advice or services or any other services in relation to
the transaction and/or any related securities described herein. The Managers are] acting solely in the capacity of arms' length
contractual counterparty and not as adviser, agent or fiduciary to any person. The Managers accept] no liability whatsoever to
the fullest extent permitted by law for any losses (including any consequential losses) arising from the use of this document or
reliance on the information contained herein. Any person considering an investment in securities should consult their own
independent advisers.
The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended
(the "Securities Act") and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons,
as defined in Regulation S under the Securities Act. This document is not intended for distribution to and must not be passed
on to any retail client, including any "retail client" within the meaning of Directive 2014/65/EU on Markets in Financial
Instruments (as amended).
NO ACTION HAS BEEN OR MAY BE TAKEN TO PERMIT A PUBLIC OFFERING OF ANY SECURITIES DESCRIBED
HEREIN IN ANY JURISDICTION IN WHICH ACTION FOR THAT PURPOSE IS REQUIRED. NO OFFERS, SALES, RESALES
OR DELIVERY OF ANY SECURITIES DESCRIBED HEREIN OR DISTRIBUTION OF ANY OFFERING MATERIAL RELATING
TO ANY SUCH SECURITIES MAY BE MADE IN OR FROM ANY JURISDICTION EXCEPT IN CIRCUMSTANCES WHICH
WILL RESULT IN COMPLIANCE WITH ANY APPLICABLE LAWS AND REGULATIONS AND WHICH WILL NOT IMPOSE
ANY OBLIGATION ON HSBC OR ANY OF ITS AFFILIATES.
A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, change or withdrawal at any
time by the assigning rating agency.
The Managers, their respective affiliates and the individuals associated therewith may (in various capacities) have positions or
deal in transactions or securities (or related derivatives) identical or similar to those described herein.
This document is confidential, and no part of it may be reproduced, distributed or transmitted without the prior written
permission of the Managers.
HSBC Bank plc is registered in England No. 14259. Registered Office: 8 Canada Square, London E14 5HQ, United Kingdom.
HSBC Bank plc authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the
Prudential Regulation Authority. Raiffeisen Bank International AG is registered with the Austrian companies register
(Firmenbuch) under registration number (Firmenbuchnummer) FN 122119 m and its head office is located at : Am Stadtpark 9,
1030 Vienna, Austria. Raiffeisen Bank International AG is regulated by the Austrian Financial Market Authority (FMA), the
Austrian Central Bank (OeNB) and the European Central Bank.

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