Obbligazione Alberta Provincial 3.35% ( US013051EE35 ) in USD

Emittente Alberta Provincial
Prezzo di mercato 100 USD  ▼ 
Paese  Canada
Codice isin  US013051EE35 ( in USD )
Tasso d'interesse 3.35% per anno ( pagato 2 volte l'anno)
Scadenza 31/10/2023 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Alberta Provinz US013051EE35 in USD 3.35%, scaduta


Importo minimo 5 000 USD
Importo totale 2 250 000 000 USD
Cusip 013051EE3
Descrizione dettagliata L'Alberta è una provincia canadese ricca di risorse naturali, con un'economia diversificata basata su energia, agricoltura e turismo.

The Obbligazione issued by Alberta Provincial ( Canada ) , in USD, with the ISIN code US013051EE35, pays a coupon of 3.35% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 31/10/2023







LISTING MEMORANDUM


U.S.$2,250,000,000
PROVINCE OF ALBERTA
(Canada)
3.350% Bonds due November 1, 2023
___________________________
The bonds are offered for sale in Canada, the United States, and those jurisdictions in Europe and Asia where
it is legal to make such offers.
The bonds bear interest at the rate of 3.350% per year. Interest on the bonds is payable on May 1 and
November 1 of each year, beginning May 1, 2019. The bonds will mature on November 1, 2023. The bonds are not
redeemable before maturity, unless certain events occur involving Canadian taxation.
Application has been made for the bonds offered by this listing memorandum (the "Listing Memorandum") to
be admitted to the Official List of the Luxembourg Stock Exchange and for such bonds to be admitted to trading on
the Euro MTF Market of the Luxembourg Stock Exchange. The Euro MTF Market of the Luxembourg Stock
Exchange is not a regulated market for the purposes of the Markets in Financial Instruments Directive (Directive
2014/65/EU (as amended "MiFID II")). This Listing Memorandum and the accompanying Prospectus (as defined
below) constitute a prospectus for the purpose of the Luxembourg Act dated 10 July 2005 on Prospectuses, as
amended. Unless the context otherwise requires, references in this Listing Memorandum to the bonds being "listed"
shall mean that the bonds have been admitted to trading on the Euro MTF Market and have been admitted to the
Official List of the Luxembourg Stock Exchange. We have undertaken to the underwriters to use all reasonable
efforts to have the bonds listed on the Euro MTF Market of the Luxembourg Stock Exchange as soon as possible
after the closing of the issue. We have no obligation to maintain the listing on the Luxembourg Stock Exchange.
___________________________
Investing in the bonds involves risks. See "Risk Factors" beginning on page S-8.
___________________________
Neither the Securities and Exchange Commission (the "SEC") nor any other regulatory authority has
approved or disapproved of these securities or passed upon the accuracy or adequacy of this Listing
Memorandum and the accompanying base prospectus dated April 25, 2018 (the "Prospectus"). Any
representation to the contrary is a criminal offense.

Per bond
Total
Public Offering Price (1) ........................................................................
99.900%
U.S.$ 2,247,750,000
Underwriting Discount ..........................................................................
0.125%
U.S.$
2,812,500
Proceeds, before expenses, to the Province (1) ......................................
99.775%
U.S.$ 2,244,937,500

(1) The bonds were delivered in book-entry form only through The Depository Trust Company and its participants,
including CDS Clearing and Depository Services Inc., Clearstream Banking, S.A. and Euroclear Bank SA/NV,
on November 1, 2018.
___________________________
National Bank of Canada Financial
RBC Capital Markets
Scotiabank
TD Securities
Markets
BofA Merrill Lynch
BMO Capital Markets
CIBC Capital Markets
J.P. Morgan

The date of this Listing Memorandum is November 26, 2018
Doc#: US1:12424077v2



TABLE OF CONTENTS
Page
Listing Memorandum
Summary of the Offering ........................................................................................................................................... S-5
Risk Factors ............................................................................................................................................................... S-7
Use of Proceeds ......................................................................................................................................................... S-9
Description of Bonds ............................................................................................................................................... S-10
Clearing and Settlement ........................................................................................................................................... S-16
Tax Matters .............................................................................................................................................................. S-20
Underwriting ............................................................................................................................................................ S-21
Legal Matters ........................................................................................................................................................... S-26
Authorized Agent in the United States .................................................................................................................... S-27
Forward-Looking Statements .................................................................................................................................. S-28
General Information ................................................................................................................................................ S-29
Sources of Information ............................................................................................................................................ S-30

Prospectus
About This Prospectus ................................................................................................................................................... 1
Where You Can Find More Information ....................................................................................................................... 1
Forward-Looking Statements ........................................................................................................................................ 2
Province of Alberta ........................................................................................................................................................ 2
Use of Proceeds ............................................................................................................................................................. 3
Description of Debt Securities and Warrants................................................................................................................. 3
General ............................................................................................................................................................ 3
Prescription ..................................................................................................................................................... 4
Form, Exchange and Transfer ......................................................................................................................... 4
Registered Global Securities ........................................................................................................................... 4
Payment of Interest and Principal .................................................................................................................... 5
Warrants .......................................................................................................................................................... 6
Canadian Income Tax Considerations ............................................................................................................. 6
United States Income Tax Considerations ....................................................................................................... 7
Enforceability and Governing Law ................................................................................................................. 9
Plan of Distribution ..................................................................................................................................................... 10
Debt Record ................................................................................................................................................................. 11
Authorized Agent ........................................................................................................................................................ 11
Experts and Public Official Documents ....................................................................................................................... 11
Legal Matters ............................................................................................................................................................... 11


S-1
Doc#: US1:12424077v2


Capitalized terms used but not defined herein have the meanings given to them in the Prospectus.
The words "the Province," "we," "our," "ours" and "us" refer to the Province of Alberta.
References in this Listing Memorandum to the European Economic Area and Member States of the European
Economic Area are to the member states of the European Union together with Iceland, Norway and Liechtenstein.
Unless otherwise specified or the context otherwise requires, references in this Listing Memorandum to "$"
and "Cdn. $" are to lawful money of Canada and "U.S.$" and "U.S. dollars" are to lawful money of the United
States of America. The daily average exchange rate between the U.S. dollar and the Canadian dollar published by
the Bank of Canada on October 25, 2018 was approximately $1.00 = U.S.$0.7648.
___________________________
IMPORTANT INFORMATION FOR INVESTORS
We are not, and the underwriters are not, making an offer to sell these securities in any jurisdiction where the
offer or sale is not permitted. Before making an investment decision, you should consult your legal and investment
advisors regarding any restrictions or concerns that may pertain to you and your particular jurisdiction.
The Prospectus contains or incorporates by reference information regarding the Province and other matters,
including a description of certain terms of the Province's securities, and should be read together with this Listing
Memorandum. We have not, and the underwriters have not, authorized anyone to provide any information other
than that incorporated by reference or contained in the Prospectus or this Listing Memorandum or in any free
writing prospectus prepared by or on behalf of us or to which we have referred you. We take no responsibility for,
and can provide no assurance as to the reliability of, any other information that persons other than those authorized
by us may give you.
___________________________
In connection with the issue of the bonds, the underwriters (or persons acting on their behalf) may over-allot
bonds or effect transactions with a view to supporting the market price of the bonds at a level higher than that which
might otherwise prevail. However, there is no assurance that the underwriters (or persons acting on their behalf)
will undertake stabilization action. Any stabilization action may begin on or after the date on which adequate public
disclosure of the terms of the offer of the bonds is made and, if begun, may be ended at any time, but it must end no
later than the earlier of 30 days after the issue date of the bonds and 60 days after the date of the allotment of the
bonds. Any stabilization action or over-allotment must be conducted by the underwriters (or persons acting on their
behalf) in accordance with all applicable laws and rules.
This Listing Memorandum has been prepared on the basis that all offers of bonds in any Member State of the
European Economic Area will be made pursuant to an exemption under the Prospectus Directive (as defined below)
from the requirement to publish a prospectus or supplement to a prospectus under the Prospectus Directive for offers
of bonds. Accordingly, any person making or intending to make any offer within a Member State of the bonds
which are the subject of an offering contemplated in this Listing Memorandum may only do so in circumstances in
which no obligation arises for the Province or any underwriter to publish a prospectus pursuant to Article 3 of the
Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in
relation to such offer.
Neither the Province nor any underwriter has authorized, nor do they authorize, the making of any offer of
bonds in circumstances in which an obligation arises for the Province or any underwriter to publish a prospectus or
supplement a prospectus pursuant to the Prospectus Directive for such offer.
Neither the Province nor any underwriters have authorized, nor do they authorize, the making of any offer of
the bonds through any financial intermediary, other than offers made by the relevant underwriters which constitute
the final placement of the bonds contemplated in this Listing Memorandum.
S-2
Doc#: US1:12424077v2


This Listing Memorandum and the offer of the bonds are only addressed to and directed at persons in a
Member State who are qualified investors within the meaning of the Prospectus Directive or who are other persons
to whom the offer may lawfully be addressed and must not be acted upon by other persons in that relevant Member
State.
The bonds may not be a suitable investment for all investors
Each potential investor in the bonds must determine the suitability of that investment in light of its own
circumstances. In particular, each potential investor should:
(i)
have sufficient knowledge and experience to make a meaningful evaluation of the bonds, the merits
and risks of investing in the bonds and the information contained or incorporated by reference in the
Prospectus and this Listing Memorandum;
(ii)
have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its
particular financial situation, an investment in the bonds and the impact the bonds will have on its
overall investment portfolio;
(iii) have sufficient financial resources and liquidity to bear all of the risks of an investment in the bonds,
including where the currency for principal or interest payments is different from the potential
investor's currency;
(iv) understand thoroughly the terms of the bonds and be familiar with the behavior of any relevant indices
and financial markets; and
(v)
be able to evaluate (either alone or with the help of a financial advisor) possible scenarios for
economic, interest rate and other factors that may affect its investment and its ability to bear the
applicable risks.
Legal investment considerations may restrict investments in the bonds
The investment activities of certain investors are subject to legal investment laws and regulations, or review or
regulation by certain authorities. Each potential investor should consult its legal advisors to determine whether and
to what extent (1) the bonds are legal investments for it, (2) the bonds can be used as collateral for various types of
borrowing and (3) other restrictions apply to its purchase or pledge of any bonds. Financial institutions should
consult their legal advisors or the appropriate regulators to determine the appropriate treatment of the bonds under
any applicable risk-based capital or similar rules. These restrictions may limit the market for the bonds.
You may assume that the information appearing in this Listing Memorandum and the Prospectus, as well as
the information we previously filed with the SEC and incorporated by reference, is accurate in all material respects
as of the date of such document. Please see "Where You Can Find More Information" in the Prospectus.
We have filed a registration statement with the SEC covering the portion of the bonds to be sold in the United
States or in circumstances where registration of the bonds is required. For further information about us and the
bonds, you should refer to our registration statement and its exhibits. This Listing Memorandum and the Prospectus
summarize material provisions of the agreements and other documents that you should refer to. Because the Listing
Memorandum and the Prospectus may not contain all of the information that you may find important, you should
review the full text of these documents and the documents incorporated by reference in the Prospectus.
Section 309B(1)(c) Notification
The bonds are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets
Products) Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on
the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).
___________________________
You may read and copy any document we file with the SEC in the United States at the SEC's public reference
room in Washington, D.C. Please call the SEC at 1-800-SEC-0330 for more information on the public reference
S-3
Doc#: US1:12424077v2


rooms and their copy charges. Information filed by the Province is also available from the SEC's Electronic
Document Gathering and Retrieval System (www.sec.gov), which is commonly known by the acronym EDGAR, as
well as from commercial document retrieval services.
___________________________
S-4
Doc#: US1:12424077v2


SUMMARY OF THE OFFERING
This summary must be read as an introduction to this Listing Memorandum and the accompanying Prospectus
and any decision to invest in the bonds should be based on a consideration of such documents taken as a whole,
including the documents incorporated by reference.
Issuer:
The Province of Alberta.
Aggregate principal amount:
U.S.$2,250,000,000
Interest rate:
3.350% per year
Maturity date:
November 1, 2023
Interest payment dates:
May 1 and November 1 of each year, beginning on May 1, 2019
Interest commencement:
Interest will accrue from November 1, 2018
Interest calculations:
Based on a 360-day year of twelve 30-day months.
Ranking:
The bonds are our direct unsecured obligations and among
themselves rank pari passu and are payable without preference or
priority. The bonds rank equally with all of our other unsecured
and unsubordinated indebtedness and obligations from time to
time outstanding. Payments of principal and interest on the
bonds are payable out of the General Revenue Fund of the
Province.
Redemption:
We may not redeem the bonds prior to maturity, unless certain
events occur involving Canadian taxation.
Proceeds:
After deducting the underwriting discount and our estimated
expenses of U.S.$200,000, our net proceeds were approximately
U.S.$2,244,737,500.
Markets:
The bonds are offered for sale in Canada, the United States, and
those jurisdictions in Europe and Asia where it is legal to make
such offers.
Listing:
We have applied to have the bonds admitted to trading on the
Euro MTF Market of the Luxembourg Stock Exchange. We
have undertaken to the underwriters to use all reasonable efforts
to have the bonds admitted to the Official List of the
Luxembourg Stock Exchange and to trading on the Luxembourg
Stock Exchange's Euro MTF Market as soon as possible after the
closing of the issue.
Form of bond:
The bonds were issued in the form of five fully registered
permanent global bonds held in the name of Cede & Co., as
nominee of The Depository Trust Company, known as DTC, and
are recorded in a register held by The Bank of New York Mellon,
as registrar. Beneficial interests in the global bonds are
represented through book-entry accounts of financial institutions
acting on behalf of beneficial owners as direct and indirect
participants in DTC. Investors may elect to hold interests in the
S-5
Doc#: US1:12424077v2


global bonds through any of DTC (in the United States), CDS
Clearing and Depository Services Inc., known as CDS (in
Canada), Clearstream Banking, S.A., known as Clearstream, or
Euroclear Bank SA/NV as operator of the Euroclear System or
any successor in that capacity, known as Euroclear (in Europe
and Asia), if they are participants in such systems, or indirectly
through organizations which are participants in such systems.
CDS will hold interests directly through its account at DTC and
Clearstream and Euroclear will hold interests as indirect
participants in DTC.
Except in limited circumstances, investors will not be entitled to
have bonds registered in their names, will not receive or be
entitled to receive bonds in definitive form and will not be
considered registered holders thereof under the fiscal agency
agreement between the Province and The Bank of New York
Mellon, relating to the bonds. The bonds are only issued in
minimum aggregate principal amounts of U.S.$5,000 and
integral multiples of U.S.$1,000 for amounts in excess of
U.S.$5,000.
Withholding tax:
Principal of and interest on the bonds are payable by the
Province without withholding or deduction for Canadian
withholding taxes to the extent set forth herein.
Risk factors:
We believe that the following factors represent the principal risks
inherent in investing in the bonds: there is no active trading
market for the bonds and an active trading market may not
develop; the bonds are subject to modification and waiver of
conditions in certain circumstances; because the bonds are held
by or on behalf of DTC, investors will have to rely on its
procedures for transfer, payment and communication with us; the
laws governing the bonds may change; investors may be subject
to exchange rate risks and/or exchange controls; and we have
ongoing ordinary course business relationships with certain of
the underwriters and their affiliates that could create the potential
for, or perception of, conflict among the interests of underwriters
and prospective investors.
The Province may be contacted at Alberta Treasury Board and Finance, Province of Alberta, Ninth Floor,
9820 - 107 Street, Edmonton, Alberta, T5K 1E7 and may be telephoned at (780) 427-3035.
S-6
Doc#: US1:12424077v2


RISK FACTORS
We believe that the following factors may be material for the purpose of assessing the market risks associated
with the bonds and the risks that may affect our ability to fulfill our obligations under the bonds.
We believe that the factors described below represent the principal risks inherent in investing in the bonds but
we do not represent that the statements below regarding the risks of investing in any bonds are exhaustive.
Prospective investors should also read the detailed information set out elsewhere in this Listing Memorandum and
the Prospectus (including any documents incorporated by reference herein or therein) and reach their own views
prior to making any investment decision.
There is no active trading market for the bonds and an active trading market may not develop
The bonds are new securities which may not be widely distributed and for which there is currently no active
trading market. No assurance can be given as to the liquidity of the trading market for the bonds or that an active
trading market will develop. If the bonds are traded after their initial issuance, they may trade at a discount to their
initial offering price, depending upon prevailing interest rates, the market for similar securities, general economic
conditions and our financial condition. If an active trading market does not develop, investors may not be able to
sell their bonds at prices that will provide them with a yield comparable to similar investments that have a more
highly developed secondary market. We have undertaken to the underwriters to use all reasonable efforts to have
the bonds admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange as soon as possible after
the closing of the issue.
The bonds are subject to modification and waiver of conditions in certain circumstances
The terms of the bonds contain provisions for calling meetings of registered holders to consider matters
affecting their interests generally. These provisions permit defined majorities to approve, by extraordinary
resolution (as defined below under "Description of Bonds--Modification"), certain modifications or amendments to
the fiscal agency agreement and the bonds that bind all registered holders, including registered holders who did not
attend and vote at the relevant meeting and registered holders who voted in a manner contrary to the majority.
The terms of the bonds also provide that the parties to the fiscal agency agreement will be able to enter into
agreements supplemental to the fiscal agency agreement to create and issue further bonds ranking equally and
ratably with the bonds in all respects, or in all respects other than in respect of the date from which interest will
accrue and the first interest payment date, and that such further bonds shall be consolidated and form a single series
with the bonds and shall have the same terms as to status, redemption or otherwise as the bonds.
The terms of the bonds also provide that the parties to the fiscal agency agreement will be able to amend the
fiscal agency agreement and the bonds without notice to or consent of the registered holders for the purpose of
curing any ambiguity or of curing, correcting or supplementing any defective provisions therein, or effecting the
issue of further bonds as described above or in any other manner the Province may deem necessary or desirable and
which in the reasonable opinion of the parties to the fiscal agency agreement will not adversely affect the interests of
the registered holders.
Because the bonds are held by or on behalf of DTC, investors will have to rely on its procedures for transfer,
payment and communication with us
The bonds have been deposited with DTC. Except in limited circumstances, investors will not be entitled to
receive bonds in definitive form. DTC's records reflect only the identity of direct DTC participants to whose
accounts the bonds are credited. Direct and indirect participants in DTC are responsible for keeping records of the
beneficial ownership of bonds on behalf of their customers. Investors are able to trade their beneficial interests only
through DTC and its direct and indirect participants.
We will discharge our payment obligations under the bonds by making payments to DTC for distribution to its
account holders. A holder of a beneficial interest in the bonds must rely on the procedures of DTC to receive
S-7
Doc#: US1:12424077v2


payments under the bonds. We have no responsibility or liability for the records relating to, or payments made in
respect of, beneficial interests in the bonds.
Holders of beneficial interests in the bonds will not have a direct right to vote in respect of the bonds. Instead,
such holders will be permitted to act only to the extent that they are enabled by DTC to appoint proxies. Similarly,
holders of beneficial interests in the bonds will not have a direct right under the bonds to take enforcement action
against us in the event of a default under the bonds.
The laws governing the bonds may change
The terms of the bonds are based on the laws of the Province of Alberta and the federal laws of Canada
applicable therein in effect as at the date of this Listing Memorandum. No assurance can be given as to the impact
of any possible judicial decision or change to the laws of the Province of Alberta or the federal laws of Canada
applicable therein or administrative practice after the date of this Listing Memorandum.
Investors may be subject to exchange rate risks and exchange controls
We will pay principal and interest on the bonds in the currency of the United States. This presents certain
risks relating to currency conversions if an investor's financial activities are denominated principally in a currency
or currency unit (the "Investor's Currency") other than the currency of the United States. These include the risk that
exchange rates may significantly change (including changes due to devaluation of the currency of the United States
or revaluation of the Investor's Currency) and the risk that authorities with jurisdiction over the Investor's Currency
may impose or modify exchange controls. An appreciation in the value of the Investor's Currency relative to the
currency of the United States would decrease (1) the Investor's Currency-equivalent yield on the bonds, (2) the
Investor's Currency-equivalent value of the principal payable on the bonds and (3) the Investor's Currency-
equivalent market value of the bonds.
Government and monetary authorities may impose (as some have done in the past) exchange controls that
could adversely affect an applicable exchange rate. As a result, investors may receive less interest or principal than
expected, or no interest or principal.
Investment in the bonds involves the risk that subsequent changes in market interest rates may adversely affect
the value of the bonds.
Certain of the underwriters may have real or perceived conflicts of interest
Certain of the underwriters and their affiliates have engaged, and may in the future engage, in investment
banking and/or commercial banking transactions with, and may perform services for, the Province in the ordinary
course of business and such activities could create the potential for or perception of conflict among the interests of
the underwriters and prospective investors.


S-8
Doc#: US1:12424077v2


USE OF PROCEEDS
The proceeds from the sale of the new bonds were U.S.$2,244,737,500 after deducting the underwriting
discount and our estimated expenses. The underwriting fee of U.S.$2,812,500 was paid by us, as described in
"Underwriting". We intend to use the proceeds of this offering for general government purposes.


S-9
Doc#: US1:12424077v2