Obligation European Stability Instrument 0.75% ( EU000A1Z99F0 ) en EUR

European Stability Instrument

100 % ⇌

Luxembourg

EU000A1Z99F0 ( en EUR )

0.75% par an ( paiement annuel )

05/09/2028 - Obligation échue

Prospectus brochure de l'obligation European Stability Mechanism EU000A1Z99F0 en EUR 0.75%, échue

1 EUR

4 750 000 000 EUR

L'European Stability Mechanism (ESM) est un fonds permanent de sauvetage financier pour les pays de la zone euro en difficulté, créé en 2012 pour garantir la stabilité financière de la zone euro.

L'Obligation émise par European Stability Instrument ( Luxembourg ) , en EUR, avec le code ISIN EU000A1Z99F0, paye un coupon de 0.75% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 05/09/2028

EXECUTION VERSION

MIFID II product governance / Professional investors and ECPs 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 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.
The Issuer is exempt from Directive 2014/65/EU on markets in financial instruments (MiFID II) and does not
constitute a manufacturer or a distributor under the product governance rules set out in EU Delegated Directive
2017/593. The Issuer is therefore not subject to the responsibilities conferred on manufacturers or distributors
therein.
Final Terms dated 14 May 2020
EUROPEAN STABILITY MECHANISM ("ESM")
Issue of EUR 1,500,000,000 0.750 per cent. Notes due 5 September 2028 as Tranche 2 of Series 166 (the
"Notes") to be consolidated and form a single series with the existing issue of EUR 3,250,000,000 0.750
per cent. Notes due 5 September 2028 as Tranche 1 of Series 166 (the "Original Notes")
under the Debt Issuance Programme
The Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended
(the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United
States, and Notes in bearer form are subject to U.S. tax law requirements. The Notes may not be offered, sold or
delivered within the United States (as defined in Regulation S under the Securities Act ("Regulation S")) except
in certain transactions exempt from the registration requirements of the Securities Act.
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions")
set forth in the Information Memorandum dated 28 September 2017. This document constitutes the Final Terms
of the Notes described herein. These Final Terms contain the final terms of the Notes and must be read in
conjunction with the Information Memorandum dated 26 August 2019 and the supplement to the Information
Memorandum dated 24 April 2020 (together, the "Information Memorandum").
1.
Issuer:
European Stability Mechanism
2.
Series Number:
166
3.
Tranche Number:
2
The Notes will be consolidated and form a single series
with the Original Notes on the Issue Date.
4.
Specified Currency or Currencies:
Euro ("EUR")
5.
Aggregate Nominal Amount:

(i)
Series:
EUR 4,750,000,000

(ii)
Tranche:
EUR 1,500,000,000
6.
Issue Price:
107.497 per cent. of the Aggregate Nominal Amount
of the Notes plus an amount corresponding to accrued
interest, from and including 5 September 2019, up to
but excluding the Issue Date, amounting to EUR
7,868,852.46.

7.
Specified Denominations:
EUR 0.01
8.
(i)
Issue Date:
18 May 2020

(ii)
Interest Commencement Date:
5 September 2019
9.
Maturity Date:
5 September 2028
10. Interest Basis:
0.750 per cent. per annum Fixed Rate

(further particulars specified below)
11. Redemption/Payment Basis:
Redemption at par
12. Change of Interest or Redemption/Payment Not Applicable
Basis:
13. Call Option
Not Applicable
14. (i)
Status of the Notes:
Senior, Unsecured, Unsubordinated

(ii)
Dates of Board of Directors approvals 29 October 2015, 23 January 2017 and 25 November
for issuance of Notes obtained:
2019
15. Method of distribution:
Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16. Fixed Rate Note Provisions:
Applicable

(i)
Rate of Interest:
0.750 per cent. per annum payable annually in arrear

(ii)
Interest Payment Date(s):
5 September in each year commencing on and
including 5 September 2020 (the "First Interest
Payment Date") (following unadjusted)

(iii)
Broken Amount(s):
Not Applicable

(iv)
Day Count Fraction:
Actual/Actual (ICMA)

(v)
Regular Dates:
5 September in each year

(vi)
Other terms relating to the method of Not Applicable
calculating interest for Fixed Rate
Notes:
17. Floating Rate Note Provisions:
Not Applicable
18. Zero Coupon Note Provisions:
Not Applicable
19. Index-Linked Interest Note/other variable- Not Applicable
linked interest Note Provisions:
PROVISIONS RELATING TO REDEMPTION
20. Call Option:
Not Applicable
21. Final Redemption Amount of each Note:
EUR 0.01 per Specified Denomination
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GENERAL PROVISIONS APPLICABLE TO THE NOTES
22. Form of Notes:
Bearer Note
Reg S
Global Note exchangeable for Definitive Notes:
Global Note deposited with the Clearing System and
exchangeable for Definitive Notes in the limited
circumstances described in the Global Note
23. Talons for future coupons or Receipts to be No
attached to Definitive Notes (and dates on
which such talons mature):
24. Details relating to Partly Paid Notes: amount of Not Applicable
each payment comprising the Issue Price and
date on which each payment is to be made and
consequences (if any) of failure to pay,
including any right of the Issuer to forfeit the
Notes and interest due on late payment:
25. Details relating to Instalment Notes: amount of Not Applicable
each instalment, date on which each payment is
to be made:
26. Redenomination, renominalisation and
Not Applicable
reconventioning provisions:
27. Consolidation provisions:
Not Applicable
28. Issuing and Paying Agency Agreement:
(i) an agency letter dated on or about 30 November
2012 between the Issuer and Deutsche Bundesbank as
issuing and paying agent, and (ii) an agency letter
dated on or about 30 November 2012 between the
Issuer and Clearstream, Frankfurt
29. Other final terms:
Not Applicable
DISTRIBUTION
30. (i)
If syndicated, names of the Joint Lead Joint Lead Managers
Managers:
BNP Paribas
Citigroup Global Markets Limited
Natixis

(ii)
Date of Subscription Agreement:
14 May 2020

(iii)
Stabilising Manager(s) (if any):
Natixis
31. If non-syndicated, name and address of Dealer: Not Applicable
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PART B OTHER INFORMATION

1.
LISTING

(i)
Listing:
Luxembourg

(ii)
Admission to trading:
Application has been made by the Issuer (or on
its behalf) for the Notes to be admitted to
trading on the Regulated Market of the
Luxembourg Stock Exchange with effect from
18 May 2020.
The Original Notes are already admitted to
trading on the Luxembourg Stock Exchange.
2.
RATINGS

Ratings:
Moody's Deutschland GmbH has assigned
ESM's Debt Issuance Programme a long-term
rating of (P)Aa1.
Fitch France S.A.S. has assigned to ESM a
long-term rating of AAA (Stable).
Each of the above credit ratings will be treated
for the purposes of Regulation (EC) No
1060/2009 of the European Parliament and of
the Council of 16 September 2009 on credit
rating agencies as amended (the "CRA
Regulation") as having been issued by
Moody's Deutschland GmbH and Fitch France
S.A.S. Respectively. Each of Moody's
Deutschland GmbH and Fitch France S.A.S. is
established in the European Union and is
registered under the CRA Regulation. As such,
each of Moody's Deutschland GmbH and Fitch
France S.A.S. is included in the list of credit
rating agencies published by the European
Securities and Markets Authority on its website
in accordance with the CRA Regulation.

3.
OPERATIONAL INFORMATION

ISIN Code:
EU000A1Z99F0

Common Code:
187541166

WKN Code:
A1Z99F

Clearing System, including the relevant Clearstream Banking AG Frankfurt

identification number(s):

Intended for New Global Note Form:
Not Applicable

Intended for New Safekeeping Structure Not Applicable

(NSS):

Delivery:
Delivery against payment

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Names and addresses of the Issuing and Deutsche Bundesbank

Paying Agent:
Wilhelm-Epstein-Strae 14
60431 Frankfurt am Main
Federal Republic of Germany

Names and addresses of additional paying Not Applicable

agent(s) (if any):

Names and addresses of the Luxembourg Deutsche Bank Luxembourg S.A.

Listing Agent:
2, Boulevard Konrad Adenauer
L-1115 Luxembourg
Grand Duchy of Luxembourg

Names and addresses of the Calculation Not Applicable

Agent (if any):

Intended to be held in a manner which would Yes

allow Eurosystem eligibility:

Note that the designation "yes" simply means
that the Notes are intended upon issue to be
deposited with a Clearing System and does not
necessarily mean that the Notes will be
recognised as eligible collateral for Eurosystem
monetary policy and intraday credit operations
by the Eurosystem either upon issue or at any
or all times during their life. Such recognition
will depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.

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