Obligation Hypo Tiroler Bank 0.5% ( AT0000A19Y02 ) en EUR

Hypo Tiroler Bank

100 % ▲

Autriche

AT0000A19Y02 ( en EUR )

0.5% par an ( paiement annuel )

09/10/2019 - Obligation échue

Prospectus brochure de l'obligation Hypo Tirol Bank AT0000A19Y02 en EUR 0.5%, échue

100 000 EUR

300 000 000 EUR

Hypo Tirol Bank est une banque autrichienne spécialisée dans le financement immobilier et les services bancaires aux entreprises, principalement active au Tyrol.

L'Obligation émise par Hypo Tiroler Bank ( Autriche ) , en EUR, avec le code ISIN AT0000A19Y02, paye un coupon de 0.5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 09/10/2019

This document constitutes two base prospectuses of HYPO TIROL BANK AG for the purposes of
Article 8(1) of Regulation (EU) 2017/1129 of the European Parliament and the Council of 14 June 2017 (the
"Prospectus Regulation") and the Luxembourg act relating to prospectuses for securities of 16 July 2019
(Loi du 16 juillet 2019 relative aux prospectus pour valeurs mobilières et portant mise en oeuvre du
règlement (UE) 2017/1129) (the "Luxembourg Law") (i) the base prospectus in respect of non-equity
securities ("Non-Equity Securities") within the meaning of Article 2(c) of the Prospectus Regulation and (ii)
the base prospectus in respect of Pfandbriefe within the meaning of Article 2(c) of the Prospectus
Regulation (together, the "Debt Issuance Programme Prospectus", or the "Prospectus").
Debt Issuance Programme Prospectus
Dated 29 May 2020

HYPO
TIROL BANK AG
EUR 4,500,000,000
Debt Issuance Programme
(the "Programme")

Application has been made to list notes (the "Notes", which expression includes Pfandbriefe unless
otherwise indicated) in bearer form issued under the Programme on the official list of the Luxembourg Stock
Exchange and to trade Notes on the Regulated Market "Bourse de Luxembourg" or on the professional
segment of the Regulated Market of the Luxembourg Stock Exchange. The Luxembourg Stock Exchange's
Regulated Market is a regulated market for the purposes of the Markets in Financial Instruments Directive
2014/65/EU, as amended ("MiFID II"), (the "Regulated Market"). Notes issued under the Programme may
also be listed on the Vienna stock exchange, on the Euro MTF, or may not be listed at all.
This Prospectus has been approved by the Commission de Surveil ance du Secteur Financier of the Grand
Duchy of Luxembourg (the "CSSF") in its capacity as competent authority under the Prospectus Regulation.
The Commission only approves this Prospectus as meeting the standards of completeness,
comprehensibility and consistency imposed by the Prospectus Regulation. Such approval should not be
considered as an endorsement of the issuer or of the quality of the Notes that are the subject of this
Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes.
The Issuer has requested the CSSF as competent authority under the Prospectus Regulation and the
Luxembourg Law to provide the competent authorities in the Federal Republic of Germany and the Republic
of Austria with a certificate of approval attesting that the Prospectus has been drawn up in accordance with
the Prospectus Regulation (each a "Notification"). The Issuer may request the CSSF to provide competent
authorities in additional host Member States within the European Economic Area with a Notification. By
approving a prospectus, the CSSF shall give no undertaking as to the economic and financial soundness of
the operation or the quality or solvency of the issuer.
Arranger
Landesbank Baden-Württemberg

Dealers
Erste Group
Landesbank Baden-Württemberg
UniCredit Bank

This Prospectus will be published in electronic form on the website of the Luxembourg Stock Exchange
(www.bourse.lu)
and
on
the
website
of
HYPO
TIROL
BANK
AG
(https://www.hypotirol.com/investorrelations/mtn-programm). This Prospectus replaces the Prospectus
dated 13 June 2019 and is valid for a period of 12 months from the date of its approval. The validity ends
upon expiration of [29 May] 2021. There is no obligation to supplement the Prospectus in the event

of significant new factors, material mistakes or material inaccuracies when the Prospectus is no
longer valid.
2

Responsibility Statement
HYPO TIROL BANK AG (or the "Issuer") with its registered office in Innsbruck, Austria, is solely
responsible for the information given in this Prospectus and for the information which will be contained in
the relevant final terms (the "Final Terms"). The Issuer hereby declares that to the best of its knowledge the
information contained in this Prospectus is in accordance with the facts and that this Prospectus makes no
omission likely to affect its import.

Notice
This Prospectus should be read and understood in conjunction with any supplement hereto and with any
other document incorporated herein by reference. Full information on the Issuer and any series of Notes is
only available on the basis of the combination of the Prospectus and the relevant Final Terms.
The Issuer has confirmed to the dealers set forth on the cover page and any additional dealer appointed
from time to time under the Programme (each a "Dealer" and together the "Dealers") that this Prospectus
contains all information with regard to the Issuer and any Notes which is material in the context of the
Programme and the issue and offering of Notes thereunder, that the information contained herein is
accurate in all material respects and is not misleading, that the opinions and intentions expressed herein
are honestly held, that there are no other facts, the omission of which would make this Prospectus as a
whole or any of such information or the expression of any such opinions or intentions misleading in any
material respect, and that all reasonable enquiries have been made to ascertain all facts and to verify the
accuracy of all statements contained herein.
The Issuer has undertaken with the Dealers to publish a supplement to this Prospectus or to publish a new
Prospectus if and when the information herein should become materially inaccurate or incomplete or in the
event of a significant new factor, material mistake or material inaccuracy relating to the information included
in this Prospectus which is capable of affecting the assessment of the Notes and, where approval by the
CSSF of any such document is required, upon such approval having been given.
No person has been authorised to give any information which is not contained in or not consistent with this
Prospectus or any other document entered into or any other information supplied in connection with the
Programme and, if given or made, such information must not be relied upon as having been authorised by
or on behalf of the Issuer, the Dealers or any of them.
Neither the Arranger nor any Dealer nor any other person mentioned in this Prospectus, excluding the
Issuer, is responsible for the information contained in this Prospectus or any supplement thereof, or any
Final Terms or any other document incorporated herein by reference and, accordingly, none of these
persons accepts any responsibility for the accuracy and completeness of the information contained in any of
these documents.
This Prospectus is valid for twelve months after its approval. The Prospectus and any supplement to the
Prospectus as well as any Final Terms reflect the status as of their respective dates of issue. The delivery
of this Prospectus or any Final Terms and the offering, sale or delivery of any Notes may not be taken as an
implication that the information contained in such documents is accurate and complete subsequent to their
respective dates of issue or that there has been no adverse change in the financial condition of the Issuer
since such date or that any other information supplied in connection with the Programme is accurate at any
time subsequent to the date on which it is supplied or, if different, the date indicated in the document
containing the same.
The distribution of this Prospectus, any document incorporated herein by reference and any Final Terms
and the offering, sale and delivery of Notes in certain jurisdictions may be restricted by law. Persons into
whose possession this Prospectus or any Final Terms come are required by the Issuer and the Dealers to
inform themselves about and observe any such restrictions. For a description of certain restrictions on
offers, sales and deliveries of Notes and on the distribution of the Prospectus or any Final Terms and other
offering material relating to the Notes in the United States of America, the European Economic Area, the
United Kingdom of Great Britain and Northern Ireland ("United Kingdom") and Japan see "Selling
Restrictions" below. In particular, the Notes have not been and wil not be registered under the United
States Securities Act of 1933, as amended, and will include Notes in bearer form that are subject to tax law
requirements of the United States of America; subject to certain exceptions, Notes may not be offered, sold
or delivered within the United States of America or to U. S. persons.
The Final Terms in respect of any Notes may include a legend entitled "MiFID II Product Governance"
which will outline the target market assessment in respect of the Notes and which channels for distribution
of the Notes are appropriate and may outline further details in connection therewith. Any person

3

subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration
the 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 target market
assessment) and determining appropriate distribution channels.
A determination will be made in relation to each issue about whether, for the purpose of the MiFID Product
Governance rules under EU Delegated Directive 2017/593 (the "MiFID Product Governance Rules"), any
Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the
Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the
MiFID Product Governance Rules.
If the Final Terms in respect of any Notes include a legend entitled "PROHIBITION OF SALES TO EEA
AND UK 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") or in the United Kingdom (the "UK"). 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 2016/97/EU, where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of MiFID II; or (i i) not a qualified investor as
defined in the Prospectus Regulation. 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 or in the UK has been prepared and, therefore, offering
or selling the Notes or otherwise making them available to any retail investor in the EEA or in the UK may
be unlawful under the PRIIPs Regulation.
Amounts payable under Floating Rate Notes are calculated by reference to (i) EURIBOR (Euro Interbank
Offered Rate) which is provided by the European Money Markets Institute (EMMI) or (ii) LIBOR (London
Interbank Offered Rate) which is provided by the ICE Benchmark Administration Limited (IBA) or (iii) a EUR
swap rate which is provided by EMMI. As at the date of this Prospectus, IBA and EMMI appear on the
register of administrators and benchmarks established and maintained by the European Securities and
Markets Authority (ESMA) pursuant to Article 36 of the Benchmarks Regulation (Regulation (EU)
2016/1011) ("BMR"). As far as the Issuer is aware, the transitional provisions in Article 51 of the BMR apply,
such that EMMI is not currently required to obtain authorisation or registration (or, if located outside the
European Union, recognition, endorsement or equivalence).
The language of this Prospectus is English. The German versions of the English language Terms
and Conditions are shown in the Prospectus for additional information. As to form and content, and
all rights and obligations of the Holders ("Holders") and the Issuer under the Notes to be issued,
German is the controlling legally binding language if so specified in the relevant Final Terms.
This Prospectus may only be used for the purpose for which it has been published.
Each Dealer and/or each further financial intermediary subsequently reselling or finally placing
Notes issued under the Programme is entitled to use the Prospectus as set out in "Consent to the
Use of the Prospectus" below.
This Prospectus and any Final Terms may not be used for the purpose of an offer or solicitation by
anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to
whom it is unlawful to make such an offer or solicitation.
This Prospectus and any Final Terms do not constitute an offer or an invitation by or on behalf of
the Issuer or the Dealers to any person to subscribe for or to purchase any Notes.
In connection with the issue of any Tranche of Notes, the Dealer or Dealers (if any) named as the
stabilising manager(s) (or persons acting on behalf of any stabilising manager(s)) in the applicable
Final Terms may over-allot the Notes or effect transactions with a view to supporting the price of the
Notes at a level higher than that which might otherwise prevail. However, stabilisation may not
necessarily occur. Any stabilisation action may begin on or after the date on which adequate public
disclosure of the terms of the offer of the relevant Tranche of Notes is made and, if begun, may
cease at any time, but it must end no later than the earlier of 30 days after the issue date and 60
days after the date of the allotment of the relevant Tranche of Notes. Any stabilisation action or
over-allotment must be conducted by the relevant stabilising manager(s) (or person(s) acting on
behalf of any stabilising manager(s)) in accordance with all applicable laws and rules.
The information on any website included in the Prospectus, except for the websites listed in "Documents
Incorporated by Reference" below, do not form part of the Prospectus and has not been scrutinised by the
CSSF.

4

Forward-Looking Statements
This Prospectus contains certain forward-looking statements. A forward-looking statement is a statement
that does not relate to historical facts and events. They are based on analyses or forecasts of future results
and estimates of amounts not yet determinable or foreseeable. These forward-looking statements are
identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect",
"intend", "may", "plan", "predict", "project", "will" and similar terms and phrases, including references and
assumptions. This applies, in particular, to statements in this Prospectus containing information on future
earning capacity, plans and expectations regarding HYPO TIROL BANK AG's business and management,
its growth and profitability, and general economic and regulatory conditions and other factors that affect it.
Forward-looking statements in this Prospectus are based on current estimates and assumptions that the
Issuer makes to the best of its present knowledge. These forward-looking statements are subject to risks,
uncertainties and other factors which could cause actual results, including HYPO TIROL BANK AG's
financial condition and results of operations, to differ materially from and be worse than results that have
expressly or implicitly been assumed or described in these forward-looking statements. HYPO TIROL
BANK AG's business is also subject to a number of risks and uncertainties that could cause a forward-
looking statement, estimate or prediction in this Prospectus to become inaccurate. Accordingly, investors
are strongly advised to read the following sections of this Prospectus: "Risk Factors regarding HYPO TIROL
BANK AG" and "HYPO TIROL BANK AG". These sections include more detailed descriptions of factors that
might have an impact on HYPO TIROL BANK AG's business and the markets in which it operates.
In light of these risks, uncertainties and assumptions, future events described in this Prospectus may not
occur. In addition, neither the Issuer nor the Dealers assume any obligation, except as required by law, to
update any forward-looking statement or to conform these forward-looking statements to actual events or
developments.

5

Table of Contents
Page
General Description of the Programme ....................................................................................................... 7
Risk Factors ................................................................................................................................................... 9
Risk Factors regarding HYPO TIROL BANK AG ..................................................................................... 9
Risk Factors regarding the Notes .......................................................................................................... 16
Consent to the Use of the Prospectus ...................................................................................................... 25
HYPO TIROL BANK AG ............................................................................................................................... 26
Statutory Auditors .................................................................................................................................. 26
Legal Name, Registration, Date of Incorporation .................................................................................. 26
Information ............................................................................................................................................. 27
Business Overview ................................................................................................................................ 29
Organisational Structure ........................................................................................................................ 31
Trend Information .................................................................................................................................. 31
Supervisions, Management, and State Supervisory Bodies .................................................................. 32
Major Shareholders ............................................................................................................................... 34
Financial Information Concerning HYPO TIROL BANK AG's Assets and Liabilities, Financial
Position and Profits and Losses ............................................................................................................ 34
Selected Historical Key Financial Information ....................................................................................... 35
Material Contracts ................................................................................................................................. 36
Documents Available ............................................................................................................................. 36
Issue Procedures ......................................................................................................................................... 37
Terms and Conditions of the Notes English Language Version .......................................................... 39
OPTION I Terms and Conditions that apply to Notes with fixed interest payments ........................... 39
OPTION II Terms and Conditions that apply to Notes with floating interest payments ...................... 56
OPTION III Terms and Conditions that apply to zero coupon Notes .................................................. 78
OPTION IV Terms and Conditions that apply to Pfandbriefe with fixed interest payments ................ 90
OPTION V Terms and Conditions that apply to Pfandbriefe with floating interest payments ............. 99
OPTION VI Terms and Conditions that apply to zero coupon Pfandbriefe ...................................... 113
Terms and Conditions of the Notes German Language Version (Deutsche Fassung der
Anleihebedingungen) ................................................................................................................................ 121
OPTION I Anleihebedingungen für Schuldverschreibungen mit fester Verzinsung ......................... 122
OPTION II Anleihebedingungen für Schuldverschreibungen mit variabler Verzinsung .................... 141
OPTION III Anleihebedingungen für Nullkupon-Schuldverschreibungen ......................................... 165
OPTION IV Anleihebedingungen für Pfandbriefe mit fester Verzinsung .......................................... 179
OPTION V Anleihebedingungen für Pfandbriefe mit variabler Verzinsung ...................................... 190
OPTION VI Anleihebedingungen für Nullkupon-Pfandbriefe ............................................................ 206
Form of Final Terms (Muster Endgültige Bedingungen) .................................................................... 215
Description of Rules regarding Resolutions of Holders ........................................................................ 234
Taxation Warning ...................................................................................................................................... 236
Pfandbriefe ................................................................................................................................................. 237
Selling Restrictions ................................................................................................................................... 239
General Information .................................................................................................................................. 242
Use of Proceeds .................................................................................................................................. 242
Authorisation ........................................................................................................................................ 242
Eligible Notes ....................................................................................................................................... 242
Interests of Natural and Legal Persons involved in the Issue/Offer ..................................................... 242
Listing and Admission to Trading ........................................................................................................ 242
Senior Non-Preferred Notes ................................................................................................................ 242
Documents incorporated by Reference .................................................................................................. 244
Addresses .................................................................................................................................................. 247
6

GENERAL DESCRIPTION OF THE PROGRAMME
Under the Programme, HYPO TIROL BANK AG may from time to time issue Notes to one or more of the
following Dealers: Erste Group Bank AG, Landesbank Baden-Württemberg, UniCredit Bank AG and any
additional Dealer appointed under the Programme by the Issuer from time to time (each a "Dealer", and
together, the "Dealers") which appointment may be for a specific issue or on an ongoing basis.
The maximum aggregate principal amount of the Notes at any one time outstanding under the Programme
will not exceed EUR 4,500,000,000 (or its equivalent in any other currency). The Issuer may increase the
amount of the Programme in accordance with the terms of the Dealer Agreement from time to time.
Under the Programme, HYPO TIROL BANK AG may issue Notes in the form of inter alia Fixed Rate Notes,
Floating Rate Notes and Zero Coupon Notes on which HYPO TIROL BANK AG and the relevant Dealer(s)
may agree. Zero Coupon Notes will always be redeemed at at least 100 % of their principal amount. Notes
may be issued in bearer form.
Notes may be issued under the Programme as senior non-preferred notes ("Senior Non-Preferred Notes")
and as senior preferred notes ("Senior Preferred Notes") as well as as subordinated Notes (the
"Subordinated Notes"). Notes under the Programme may also be issued as Pfandbriefe in accordance
with the Austrian Act Concerning Pfandbriefe and Related Bonds of Public Law Credit Institutions (Gesetz
über die Pfandbriefe und verwandte Schuldverschreibungen öffentlich-rechtlicher Kreditanstalten) in bearer
form.
Notes wil be issued on a continuous basis to one or more of the Dealers. Notes may be distributed by way
of public offer or private placements and, in each case, on a syndicated or non-syndicated basis. The
method of distribution of each Tranche wil be stated in the Final Terms. The Notes may be offered to
qualified and non-qualified investors, unless the applicable Final Terms include a legend entitled
"PROHIBITION OF SALES TO EEA AND UK RETAIL INVESTORS".
Notes will be issued in tranches (each a "Tranche"), each Tranche consisting of Notes which are identical
in all respects. One or more Tranches, which are expressed to be consolidated and forming a single series
and are identical in all respects, but may have different issue dates, interest commencement dates, issue
prices and dates for first interest payments, may form a series ("Series") of Notes. Further Notes may be
issued as part of existing Series. The specific terms of each Tranche will be set forth in the Final Terms.
The Notes are freely transferable.
Subject to any applicable legal or regulatory restrictions, notably the Austrian Act concerning Pfandbriefe
and Related Bonds of Public Law Credit Institutions (Gesetz über die Pfandbriefe und verwandten
Schuldverschreibungen öffentlich-rechtlicher Kreditanstalten) and requirements of relevant central banks,
monetary or other authorities, Notes may be issued in euro or any other currencies as may be agreed
between the Issuer and the relevant Dealer(s).
Notes will be issued in such denominations as may be agreed between the Issuer and the relevant
Dealer(s) and as indicated in the applicable Final Terms save that the minimum denomination of the Notes
will be, if in euro, EUR 1,000, and if in any currency other than euro, an amount in such other currency
equivalent to or higher than EUR 1,000 at the time of the issue of the Notes.
The Notes, as to form and content, all other documentation and all rights and obligations of the Holders and
the Issuer, shall be governed by German law, except in the case of Senior Non-Preferred Notes where the
provisions regarding the status of such Notes are governed by Austrian law. The Pfandbriefe, as to form
and content, all other documentation and all rights and obligations of the Holders and the Issuer, shall be
governed by Austrian law. Subject to any mandatory jurisdiction, the place of non-exclusive jurisdiction for
any action or other legal proceedings in connection with the Notes shall be Frankfurt am Main. The court
competent for Vienna shall have non-exclusive jurisdiction for any action or other legal proceedings arising
out of or in connection with the Pfandbriefe. The presentation period provided in § 801 paragraph 1,
sentence 1 German Civil Code (Bürgerliches Gesetzbuch) is reduced to ten years for the Notes (this does
not apply to Pfandbriefe).
Notes may be issued at an issue price which is at par or at a discount to, or premium over, par.
The yield for Notes with fixed interest rates wil be calculated by the use of the ICMA (International Capital
Markets Association) method, which determines the effective interest rate of notes taking into account
accrued interest on a daily basis.
Application has been made to list Notes form on the official list of the Luxembourg Stock Exchange and to
trade Notes on the Regulated Market "Bourse de Luxembourg" or on the professional segment of the

7

Regulated Market of the Luxembourg Stock Exchange. The Programme provides that Notes form may be
listed on the Frankfurt Stock Exchange and the Vienna Stock Exchange, as may be agreed between the
Issuer and the relevant Dealer(s) in relation to each Tranche. Notes may further be issued under the
Programme which will not be listed on any stock exchange.
Under this Prospectus, the Issuer may also publicly offer notes which have been issued under the Debt
Issuance Programme Prospectuses dated 13 June 2019, 25 July 2018, 18 July 2017, 8 June 2016 and
9 June 2015. Such notes may include all notes: (a) for which either (i) the first day of the subscription
period; or (ii) the issue date is after 9 June 2015; and (b) which have not already been redeemed or
cancelled or otherwise repaid by the Issuer.
Notes will be accepted for clearing through one or more Clearing Systems as specified in the applicable
Final Terms. These systems will include those operated by OeKB CSD GmbH ("OeKB CSD"), Clearstream
Banking AG, Frankfurt am Main ("CBF"), Clearstream Banking S.A., Luxembourg ("CBL") and Euroclear
Bank SA/NV ("Euroclear"). Notes denominated in euro or, as the case may be, such other currency
recognised from time to time for the purposes of eligible collateral for Eurosystem monetary policy and intra-
day credit operations by the Eurosystem, are intended to be held in a manner, which would allow
Eurosystem eligibility. Therefore, these Notes will initially be deposited upon issue with in the case of (i) a
new global note either CBL or Euroclear as common safekeeper or, (ii) a classical global note CBF or OeKB
CSD, as the case may be. It does not necessarily mean that the Notes will be recognised as eligible
collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon
issue or at any or all times during their life. Such recognition will depend upon satisfaction of the
Eurosystem eligibility criteria.
Deutsche Bank Luxembourg S.A. will act as Luxembourg listing agent (the "Luxembourg Listing Agent").
Deutsche Bank Aktiengesellschaft (the "Fiscal Agent") will act as fiscal agent and, together with other
institutions, all as indicated in the Final Terms, as paying agent (the "Paying Agents") in relation to Notes
and Pfandbriefe to be deposited with a Clearing System other than OeKB CSD. HYPO TIROL BANK AG
(the "Austrian Fiscal Agent") will act as Austrian fiscal agent in relation to Notes and Pfandbriefe to be
deposited with OeKB CSD.

8

RISK FACTORS
Risk Factors regarding HYPO TIROL BANK AG

HYPO TIROL BANK AG is subject to different risks within its business activities.
The following is a description of risks that are material and specific with respect to (i) the Issuer's
ability to fulfil its obligations under Notes issued under the Programme and (ii) the Notes issued
under the Programme as such, in order to assess the risk associated with these Notes. Prospective
investors should consider these risk factors before deciding whether to purchase Notes issued
under the Programme, especially since in certain cases the investor may lose his entire investment
or parts of it.
The occurrence of the risks described can have significant and negative effects on the net assets,
financial position and results of operations of HYPO TIROL BANK AG and thus on the ability to meet
its obligations from securities to investors. These risks can cause variations of the Issuer's returns
and earnings from reporting period to reporting period. The assessment of materiality is made by
the Issuer on the basis of the two factors of probability of occurrence and the expected extent of
negative effects.
Investors should carefully base their investment decision on all the information contained in the
Base Prospectus and on the following specific and material risk factors.
Prospective investors should note that the risks described below are not the only risks the Issuer
faces.
The risk factors regarding HYPO TIROL BANK AG are presented in the following categories depending on
their nature with the most material risk factor presented first in each category. The order of the following risk
factors within the same category is not indicative of the Issuer's assessment as to the materiality of these
risk factors:
1.
Risks concerning the business activities of HYPO TIROL BANK AG
2.
Risks concerning new regulatory requirements or the modification of existing regulatory provisions
3.
Other significant risks
1.
Risks concerning the business activities of HYPO TIROL BANK AG
This category of risk factors describes those risks which result from the Issuer's general business activities.
These include "credit risk", "market risk", "liquidity risk", "operational risk", "interest rate risk".

Default of payment, suspension of payment or deterioration in credit-worthiness of customers or
counterparties may lead to losses (credit risk)

The Issuer faces multiple counterparty and credit risks. Third parties who owe money, securities or other
assets to the Issuer could not fulfil their obligations vis-à-vis the Issuer due to their inability to pay debts, a
lack of liquidity, deteriorations in credit quality, economic downturns, operational problems, impairments of
real estate or due to other reasons. Counterparty and credit risks between financial institutions have
increased from time to time in recent years as a result of volatility in the financial markets. Concerns about
potential defaults by one financial institution can lead to significant liquidity problems, losses or defaults by
other financial institutions as the commercial and financial soundness of many financial institutions is
interrelated due to credit, trading and other relationships. Even a perceived lack of creditworthiness may
lead to market-wide liquidity problems. This risk is often referred to as "systemic risk", and it affects banks
and all different types of intermediaries in the financial services industry.
Credit risk is the main risk for HYPO TIROL BANK AG, accounting for 94% of the own funds requirement
(or 89% of the total own funds requirement including interest rate risk in the banking book). With a share of
around 55% of the total risk in the Internal Capital Adequacy Assessment Process, credit risk is therefore
the most significant risk factor.
The following scenarios describe possible situations and negative effects on the Issuer:
-
Companies in crisis which are business partners of the Issuer may have a negative input on the

credit risk of the Issuer. So may crises in sectors which belong to the business segment of the

Issuer. The Issuer has concentrations in the high-risk commercial sector, particularly in the sectors

9

"commercial real estate property development" and "tourism", which are among the core business

areas of HYPO TIROL BANK AG.
-
The Issuer has a concentration risk towards the Province of Tyrol, which is at the same time its

owner and one of its closest business partners. Based on a presentation of all customers that form

a group of affiliated customers with the Province of Tyrol, the exposure share of loans and

advances to customers is approximately 9%, which can be described as substantial. Negative events

of a political or economic nature could have negative effects on the Issuer's earnings situation.

Risk that losses could occur due to market price changes (market risk)

Changes and fluctuations in market interest rate levels (interest volatility), as well as in the currency, stock,
commodity and other markets can have a detrimental effect on the Issuer's interest rate positions, shares of
other Issuers, and positions in foreign currencies.
Shifts in the financial markets can lead to higher costs for the capital and cash provisions of the Issuer and
depreciation requirements with regard to existing asset items, especially participations held by the Issuer.
Furthermore, should this market risk materialise, it could also have a negative impact upon the demand for
the services and financial products offered by the Issuer and thus its earnings situation in a broader sense.

The following scenarios describe possible situations and negative effects on the Issuer:
-
HYPO TIROL BANK AG holds interest rate positions, shares of other Issuers, and positions in

foreign currencies. Fluctuations on the respective markets can have a lasting effect on these

positions and can have a negative influence on the financial position and results of operations of

HYPO TIROL BANK AG.
-
Unforeseen fluctuations in interest rates can have a negative impact on the value of the bonds and

interest rate derivatives held by HYPO TIROL BANK AG.
-
Adverse changes in credit spreads can lead to significant losses in value of the financial assets of
HYPO TIROL BANK AG.

Risk that liquidity to fulfil its payment obligations may not be available to a sufficient extent or liquidity may
only be obtained at worse conditions (liquidity risk)

The Issuer is subject to the risk that liquidity to fulfil its payment obligations may not be available to a
sufficient extent or that liquidity may only be obtained at worse conditions for the Issuer (liquidity risk).
Investors are acting more selective in respect of their investment decisions.
As a consequence, credit spreads especially for senior unsecured notes of credit institutions have widened.
Such widening of credit spreads in the capital markets may affect Issuer's funding costs.
The following scenario describes a possible situation and a negative effect on the Issuer:
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Tense market conditions may lead to liquidity constraints. This could limit Issuer's funding abilities,

which would in turn have a negative impact on its ability to make payments under the Notes.

The Issuer is exposed to risks which may result from the inadequacy or the failure of internal processes,
employees or systems (in particular IT-systems) or external events being intentionally or accidentally
caused or being caused by natural circumstances (operational risk)

Operational risk is the risk of loss resulting from possible inadequacies or failures of internal controls,
processes, employees or systems or from external events. These include internal risks such as theft and
fraud by personnel, development and process errors, interruption of operations and lack of personnel as
well as external risk factors such as property damage and fraud by customers (fraud risk). The realisation of
such risks can lead to increased costs or loss of income for HYPO TIROL BANK AG. Operational risk is
part of all activities of the Issuer and cannot be excluded. Furthermore, such fluctuations in interest rates
can have a strong influence on the value of financial assets, e.g. a rise in interest rates can substantially
reduce the value of fixed-interest financial assets or unforeseen fluctuations in interest rates can have a
negative impact on the value of the bonds and interest rate derivatives held by the Issuer.

The following scenarios describe possible situations and negative effects on the Issuer:

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