Bond Nationwide Mutual 3.9% ( XS1906305526 ) in NOK

Nationwide Mutual

100 % ⇌

United Kingdom

XS1906305526 ( in NOK )

3.9% per year ( payment 1 time a year)

13/11/2028

Prospectus brochure of the bond Nationwide Building Society XS1906305526 en NOK 3.9%, maturity 13/11/2028

1 000 000 NOK

1 000 000 000 NOK

13/11/2025 ( In 165 days )

Nationwide Building Society is a British mutual bank offering a range of financial products and services, including mortgages, savings accounts, current accounts, and insurance, primarily to its members.

Nationwide Building Society issued a NOK 1,000,000,000 bond (ISIN: XS1906305526) maturing on November 13, 2028, with a 3.9% coupon rate, a minimum trading size of NOK 1,000,000, and currently trading at 100% of par value.

FINAL TERMS
MiFID II product governance/target market Solely for the purposes of each manufacturer's product approval
process, the target market assessment in respect of the Notes 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.
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 MiFID II; or (ii) a customer within the meaning of
Directive 2002/92/EC (as amended or superseded, the Insurance Mediation Directive), where that customer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.
9 November 2018
Nationwide Building Society
Legal entity identifier (LEI): 549300XFX12G42QIKN82
NOK 1,000,000,000 3.90 per cent. Senior Non-Preferred Notes due 13 November 2028
issued pursuant to its U.S.$25,000,000,000 European Note Programme
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 31 October 2018 which constitutes a base prospectus (the Base Prospectus) for the purposes of
Directive 2003/71/EC (as amended or superseded) (the Prospectus Directive). This document constitutes the
Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be
read in conjunction with the 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 has
been published on the website of the London Stock Exchange through a regulatory information service
(http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html).
TYPE OF NOTE

1.
Status of the Notes:
Senior Non-Preferred
(a)
Senior Non-Preferred Notes: Waiver
Applicable
of Set-off:
(b)
Senior Non-Preferred Notes:
Applicable
Restricted Events of Default:

1

(c)
Senior Non-Preferred Notes: Gross-
Applicable
up of principal:
2.
Interest Basis:
Fixed Rate (see paragraph 12 below)
DESCRIPTION OF THE NOTES

3.
New Global Note:
Yes
4.
Form of Notes:
Temporary Global Note exchangeable for a Permanent
Global Note which is exchangeable for Definitive
Notes only upon an Exchange Event
5.
(a)
Series Number:
2018-9
(b)
Tranche Number:
1
(c)
Date on which the Notes will be Not Applicable
consolidated and form a single Series:
6.
(a)
Nominal Amount of Notes to be NOK 1,000,000,000
issued:
(b)
Aggregate nominal amount of Series NOK 1,000,000,000
(if more than one issue for the Series):
(c)
Specified Currency:
Norwegian Krone (NOK)
(d)
Specified Denomination(s):
NOK 1,000,000
(e)
Calculation Amount:
NOK 1,000,000
7.
Issue Price:
100 per cent.
8.
Issue Date:
13 November 2018
9.
Interest Commencement Date:
Issue Date
10.
Automatic/optional conversion from one Not Applicable
Interest Basis to another:
11.
Additional Financial Centre(s):
London and Oslo
PROVISIONS RELATING TO INTEREST (IF ANY)
PAYABLE
12.
Fixed Rate Note Provisions
Applicable
(a)
Fixed Rate(s) of Interest:
3.90 per cent. per annum payable in arrear on each
Fixed Interest Date
(b)
Fixed Interest Date(s):
13 November in each year, commencing on 13
November 2019, up to and including the Maturity Date

2

(c)
Initial
Broken
Amount
per Not Applicable
denomination:
(d)
Fixed Coupon Amount(s):
NOK 39,000 per Calculation Amount
(e)
Broken Amount(s):
Not Applicable

(f)
Final
Broken
Amount
per Not Applicable
denomination:
(g)
Day Count Fraction:
30/360
(h)
Business Day Convention:
Following Business Day
Adjusted:
Not Applicable
Non-Adjusted:
Applicable
(i)
Additional Business Centre(s):
London and Oslo
(j)
Determination Date(s):
Not Applicable
13.
Zero Coupon Note Provisions
Not Applicable
14.
Floating Rate Note Provisions
Not Applicable
15.
Reset Note Provisions
Not Applicable
16.
Benchmark Replacement:
Not Applicable
PROVISIONS REGARDING REDEMPTION/MATURITY
17.
Maturity Date:
13 November 2028
18.
Redemption at Issuer's option:
Not Applicable
19.
Regulatory Event (Subordinated Notes only):
Not Applicable
20.
(a)
Senior Non-Preferred Notes: Loss
Applicable
Absorption Disqualification Event
Redemption:
(b)
Loss Absorption Disqualification
Full or Partial Exclusion
Event:
(c)
Senior Non-Preferred Notes:
Applicable
Substitution and Variation:
21.
Redemption at Noteholder's option:
Not Applicable

3

PART B OTHER INFORMATION

1.
LISTING AND ADMISSION TO TRADING
(a)
Listing and Admission to trading:
Application has been made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on the
London Stock Exchange's regulated market and listing
on the Official List of the UK Listing Authority with
effect from the Issue Date.
(b)
Estimated of total expenses related to £4,050
admission to trading:

2.
RATINGS
Ratings:
The Notes to be issued are expected to be rated:

Moody's Investors Service Limited:
Baa1
S&P Global Ratings Europe Limited:
BBB+
Fitch Ratings Ltd.:

A
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to HSBC Bank plc, so far as the Issuer is aware, no person involved in the issue
of the Notes has an interest material to the offer. HSBC Bank plc and its affiliates have engaged, and may
in the future engage, in investment banking and/or commercial banking transactions with, and may
perform other services for, the Issuer and its affiliates in the ordinary course of business.
4.
YIELD

Indication of yield:
3.90 per cent. on an annual basis
The yield is calculated on the basis of the Fixed Rate of
Interest and the Issue Price as at the Issue Date. It is not
an indication of future yield.
5.
OPERATIONAL INFORMATION

(a)
ISIN:
XS1906305526
(b)
Common Code:
190630552
(c)
CFI:
DTFXFB
(d)
FISN:
NATIONWIDE BUIL/3.9EMTN 20281113
(e)
Any clearing system(s) other than Not Applicable
Euroclear
and
Clearstream,
Luxembourg
and
the
relevant
identification number(s):
(f)
Names and addresses of additional Not Applicable
Paying Agent(s) (if any):

5

(g)
Intended to be held in a manner which
No. Whilst the designation is specified as "no" at the
would allow Eurosystem eligibility:
date of these Final Terms, should the Eurosystem
eligibility criteria be amended in the future such that
the Notes are capable of meeting them the Notes may
then be deposited with one of the ICSDs as common
safekeeper. Note that this does not necessarily mean
that the Notes will then be recognised as eligible
collateral for Eurosystem monetary policy and intra day
credit operations by the Eurosystem at any time during
their life. Such recognition will depend upon the ECB
being satisfied that Eurosystem eligibility criteria have
been met.
(h)
Relevant Benchmark:
Not Applicable
6.
DISTRIBUTION

Prohibition of Sales to EEA Retail Investors:
Applicable

6
0018293-0000386 ICM:31285721.5