Bond BBVA Banco 2.575% ( XS1954087695 ) in EUR

BBVA Banco

100 % ▲

Spain

XS1954087695 ( in EUR )

2.575% per year ( payment 1 time a year)

21/02/2029

Prospectus brochure of the bond BBVA XS1954087695 en EUR 2.575%, maturity 21/02/2029

100 000 EUR

750 000 000 EUR

22/02/2026 ( In 120 days )

BBVA is a Spanish multinational financial services corporation offering a wide range of banking, investment, and wealth management products and services globally.

BBVA issued a EUR 750,000,000 2.575% bond (ISIN: XS1954087695) maturing on February 21, 2029, with a minimum trading size of EUR 100,000 and currently trading at 100% of face value, paying interest annually.

EXECUTION VERSION
FINAL TERMS
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 (the
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 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; or (iii) not a
qualified investor as defined in the Prospectus Directive. Consequently no key information document
required by Regulation (EU) No 1286/2014 (as amended, the PRIIPs Regulation) for offering or
selling Notes or otherwise making them available to retail investors in the EEA has been prepared and
therefore offering or selling Notes or otherwise making them available to any retail investor in the
EEA may be unlawful under the PRIIPs Regulation.
MIFID II PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY 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 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.

Notification under Section 309B(1)(c) of the Securities and Futures Act (Chapter 289) of
Singapore (the SFA) In connection with Section 309B of the SFA and the Securities and Futures
(Capital Markets Products) Regulations 2018 (the CMP Regulations 2018), the Issuer has determined
the classification of the Notes to be capital markets products other than prescribed capital markets
products (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in
the Singapore Monetary Authority (the MAS) Notice SFA 04-N12: Notice on the Sale of Investment
Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

Banco Bilbao Vizcaya Argentaria, S.A.
Issuer Legal Entity Identifier (LEI): K8MS7FD7N5Z2WQ51AZ71
Issue of EUR 750,000,000 2.575% Callable Subordinated Tier 2 Notes due 22 February 2029
under the 40,000,000,000
Global Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions
(the Conditions) set forth in the Offering Circular dated 2 August, 2018 and the supplements to it
dated 9 November 2018 and 13 February 2019 which together constitute a base prospectus for the
purposes of the Prospectus Directive (the Offering Circular). 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 Offering Circular. 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 Offering
Circular. The Offering Circular has been published on the website of Euronext Dublin.
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EXECUTION VERSION

1.
Issuer:
Banco Bilbao Vizcaya Argentaria, S.A.
2.
(a)
Series Number:
158
(b)
Tranche Number:
1
(c)
Date on which the Notes will be Not Applicable
consolidated and form a single
Series:
3.
Specified Currency or Currencies:
Euro (EUR)
4.
Aggregate Nominal Amount:
EUR 750,000,000
5.
Issue Price:
100 per cent. of the Aggregate Nominal
Amount
6.
(a)
Specified Denomination:
EUR 100,000 and integral multiples of EUR
100,000 thereafter.
(in the case of Registered Notes, this
means the minimum integral amount
in which transfers can be made)
(b)
Calculation Amount (in relation to EUR 100,000
calculation of interest in global form
see Conditions):

7.
(a)
Issue Date:
22 February 2019
(b)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
22 February 2029
9.
Interest Basis:
Fixed Reset Rate

(see paragraph 15 below)
10.
Redemption/Payment 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:
Issuer Call

(see paragraph 19 below)
13.
(a)
Status of the Notes:
Subordinated
(b)
Status of Senior Notes:
Not Applicable
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EXECUTION VERSION
(c)
Status of Subordinated Notes:
Tier 2 Subordinated
(d)
Date approval for issuance of Notes Not Applicable
obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions
Not Applicable
15.
Fixed Reset Note Provisions
Applicable
(a)
Initial Interest Rate:
2.575 per cent. per annum payable in arrear on
each Interest Payment Date to, and including,
the Interest Payment Date falling on 22
February 2024 (the Reset Date).
(b)
Interest Payment Date(s):
22 February in each year beginning with the
First Interest Payment Date on 22 February
2020 and ending on, and including, the
Maturity Date, subject to adjustment for the
purposes of making payment only and not for
interest accrual purposes, in accordance with
the Following Business Day Convention.
(c)
Fixed Coupon Amount to (but EUR 2,575 per Calculation Amount
excluding) the Reset Date for Notes
in definitive form (and in relation to
Notes in global form see
Conditions):
(d)
Broken Amount(s) for Notes in Not Applicable
definitive form (and in relation to
Notes in global form see
Conditions):
(e)
Day Count Fraction:
Actual/Actual (ICMA)

(f)
Determination Date(s):
22 February in each year
(g)
Reset Date:
22 February 2024
(h)
Subsequent Reset Date(s):
Not Applicable
(i)
Reset Margin:
+2.45 per cent. per annum
(j)
Relevant Screen Page:
Bloomberg BGCS2 or ICAP (Relevant Screen
Page for 5-year EUR Mid Swap Rate as at the
First Reset Date)
(k)
Floating Leg Reference Rate:
6 month EURIBOR
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EXECUTION VERSION
(l)
Floating Leg Screen Page:
EUR006M Index
(m)
Initial Mid-Swap Rate:
0.125 per cent. per annum (quoted on an
annual basis)
16.
Floating Rate Note Provisions
Not Applicable

17.
Zero Coupon Note Provisions
Not Applicable

PROVISIONS RELATING TO REDEMPTION

18.
Tax Redemption

If redeemable in part:

(a)
Minimum Redemption Amount:
EUR 100,000
(b)
Maximum Redemption Amount:
EUR 749,900,000
19.
Issuer Call
Applicable
(a)
Optional Redemption Dates:
22 February 2024
(b)
Optional Redemption Amount:
EUR 100,000 per Calculation Amount
(c)
Notice period (if other than as set Not Applicable
out in the Conditions):
(d)
If redeemable in part:
Not Applicable
(e)
Notice Periods
Minimum period: 30 days

Maximum period: 90 days
20.
Investor Put
Not Applicable
21.
Final Redemption Amount:
EUR 100,000 per Calculation Amount
22.
Early Redemption Amount payable on EUR 100,000 per Calculation Amount
redemption for taxation reasons, on an event
of default, upon the occurrence of a Capital
Event or upon the occurrence of an Eligible
Liabilities Event:
GENERAL PROVISIONS APPLICABLE TO THE NOTES
23.
Form of Notes:
Bearer Notes:

24.
New Global Note (NGN):
Applicable
25.
Additional Financial Centre(s):
Not Applicable
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EXECUTION VERSION
26.
Talons for future Coupons to be attached to No
Definitive Bearer Notes:
27.
Condition 16 applies:
Yes
28.
Eligible Liabilities Event:
Not Applicable, (for so long as the Notes
qualify as Tier 2 Instruments)
29.
Additional Events of Default (Senior Not Applicable
Preferred Notes):
30.
RMB Currency Event:
Not Applicable
31.
Spot Rate (if different from that set out in Not Applicable
Condition 5(h)):
32.
Party responsible for calculating the Spot Not Applicable
Rate:
33.
Relevant Currency (if different from that in Not Applicable
Condition 5(h)):
34.
RMB Settlement Centre(s):

Not Applicable

35.
Governing Law:
Spanish Law

Signed on behalf of the Issuer:
By: ........................................................................

Duly authorised

Date: 19 February 2019

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EXECUTION VERSION
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 Euronext Dublin's regulated market and
admitted to the Official List of Euronext Dublin
with effect from 22 February 2019.
(b)
Estimate of total expenses related 1,000
to admission to trading:
2.
RATINGS
The Notes are expected to be rated:
Moody's Investors Services España, S.A.: Baa3
Standard & Poor's Credit Market Services
Europe Limited: BBB
Fitch Ratings España, S.A.U.: BBB+

Each of Moody's, Standard And Poor's and Fitch
is established in the European Union and is
registered under Regulation (EC) No. 1060/2009
(as amended).
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in
the issue of the Notes has an interest material to the offer. The Managers and their 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.
REASONS FOR THE OFFER
See "Use of Proceeds" wording in Offering
Circular

5.
YIELD (Fixed Rate Notes and Fixed
Reset Notes only)
(a) Indication of yield:
2.575% per annum

6.
OPERATIONAL INFORMATION

(a)
ISIN:
XS1954087695
(b)
Common Code:
195408769
(c)
CFI:
DTFQFB
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EXECUTION VERSION
(d)
FISN:
BBVA SA/2.575 MTN 20290222 JR UNSEC
(e)
CUSIP:
Not Applicable
(f)
Any clearing system(s) other Not Applicable
than Euroclear Bank SA/NV,
Clearstream Banking, S.A. and
the Depository Trust Company
and the relevant identification
number(s):
(g)
Delivery:
Delivery against payment
(h)
Names and addresses of
Not Applicable
additional Paying Agent(s) (if
any):
No. Whilst the designation is specified as "no" at
(i)
Intended to be held in a manner the date of these Final Terms, should the
which would allow Eurosystem Eurosystem eligibility criteria be amended in the
eligibility:
future such that the Notes are capable of meeting
them the Notes may then be deposited with one
of Euroclear Bank SA/NV and/or Clearstream
Banking, S.A. (together, 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 European
Central Bank being satisfied that Eurosystem
eligibility criteria have been met.
7.
PROHIBITION OF SALES

(a)
Prohibition of Sales to EEA Applicable
Retail Investors:
(b)
Prohibition of Sales to Belgian Applicable
Consumers:
8.
RELEVANT BENCHMARKS

(a)
Relevant Benchmarks:
5 year Mid-Swap Rate is provided by ICE
Benchmark Administration Limited.
As at the date hereof, ICE Benchmark
Administration Limited appears in the register
of administrators and benchmarks established
and maintained by the European Securities and
Markets Authority pursuant to the
Benchmarks Regulation.
6 month EURIBOR is provided by the
European Money Market Institute.
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EXECUTION VERSION
As at the date hereof, the European Money
Markets Institute appears in the register of
administrators and benchmarks established
and maintained by the European Securities and
Markets Authority pursuant to the
Benchmarks Regulation.

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Document Outline

#1">FINAL TERMS