Obligation Groupe BPCE 0.246% ( FR0013309317 ) en EUR

Groupe BPCE

100 % ▲

France

FR0013309317 ( en EUR )

0.246% par an ( paiement trimestriel )

10/01/2023 - Obligation échue

Prospectus brochure de l'obligation BPCE FR0013309317 en EUR 0.246%, échue

100 000 EUR

300 000 000 EUR

Deuxième groupe bancaire en France, regroupant les réseaux Banque Populaire et Caisse d'Épargne.

L'Obligation émise par Groupe BPCE ( France ) , en EUR, avec le code ISIN FR0013309317, paye un coupon de 0.246% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le 10/01/2023

MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY
TARGET MARKET Solely for the purposes of the manufacturers' 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.
Final Terms dated 9 January 2018

BPCE
Euro 40,000,000,000
Euro Medium Term Note Programme
for the issue of Notes

SERIES NO: 2018-01
TRANCHE NO: 1

Issue of EUR 300,000,000 Floating Rate Senior Non-Preferred Notes due 11 January 2023
(the "Notes")

Dealer
Deutsche Bank

1

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 base prospectus dated 1 December 2017 which received visa n°17-625
from the Autorité des marchés financiers (the "AMF") on 1 December 2017 (the "Base Prospectus")
which constitutes a base prospectus for the purposes of the Prospectus Directive.
This document constitutes the Final Terms of the Notes described herein for the purposes of Article
5.4 of the Prospectus Directive and must be read in conjunction with such Base Prospectus. Full
information on the Issuer and the offer of the Notes is only available on the basis of the combination
of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing at the
office of the Fiscal Agent or each of the Paying Agents and on the website of the AMF (www.amf-
france.org) and copies may be obtained from BPCE, 50 avenue Pierre Mendès France, 75013 Paris,
France.

1.
I
ssuer:
BPCE
2.
(
i)
Series Number:
2018-01

(ii) Tranche Number:
1
3.

Specified Currency or Currencies:
Euro ("EUR")
4.
A ggregate Nominal Amount:

(i)
Series:
EUR 300,000,000

(ii)
Tranche:
EUR 300,000,000
5.
I
ssue Price:
100.76 per cent. of the Aggregate Nominal Amount
6.

Specified Denomination(s):
EUR 100,000
7.
(
i)
Issue Date:
11 January 2018

(ii) Interest Commencement Date:
Issue Date
8.
I
nterest Basis:
Three (3) month EURIBOR + 0.50 per cent.
Floating Rate
(further particulars specified below)
9.

Maturity Date:
Specified Interest Payment Date falling on or
nearest to 11 January 2023

10. R edemption 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. C hange of Interest Basis:
Not Applicable

12.

Put/Call Options:
Not Applicable

13. (
i)
Status of the Notes:
Senior Non-Preferred Notes
2

(ii) Dates
of
the
corporate Decision of the Directoire of the Issuer dated 18
authorisations for issuance of April 2017 and decision of Jean-Philippe
Notes obtained:
BERTHAUT, Head of Group Funding, dated 2
January 2018
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.

Fixed Rate Note Provisions:
Not Applicable
15.

Floating Rate Note Provisions:
Applicable

(i)
Interest Period(s):
The period beginning on (and including) the Interest
Commencement Date and ending on (but excluding)
the First Interest Payment Date and each successive
period beginning on (and including) a Specified
Interest Payment Date and ending on (but excluding)
the next succeeding Specified Interest Payment Date.

(ii) Specified Interest Payment Dates:
11 January, 11 April, 11 July and 11 October in each
year, subject to adjustment in accordance with the
Business Day Convention set out in (iv) below

(iii) First Interest Payment Date:
The Specified Interest Payment Date falling on or
around 11 April 2018 subject to adjustment in
accordance with the Business Day Convention set
out in (iv) below

(iv) Business Day Convention:
Modified Following Business Day Convention

(v)
Interest Period Date:
Not Applicable

(vi) Business Centre(s):
Paris, TARGET

(vii) Manner in which the Rate(s) of Screen Rate Determination
Interest is/are to be determined:

(viii) Party responsible for calculating Not Applicable
the Rate(s) of Interest and/or
Interest Amount(s) (if not the
Calculation Agent):

(ix) Screen Rate Determination:
Applicable

Reference Rate:

Three (3) month EURIBOR
Interest
Determination
Date: Two (2) TARGET Business Days prior to the first

day in each Interest Accrual Period
Relevant Screen Page:
Reuters EURIBOR01
Relevant Screen Page Time:
11.00 a.m. (Brussels time)

(x)
FBF Determination:
Not Applicable

(xi) ISDA Determination:
Not Applicable

(xii) Margin(s):
+0.50 per cent. per annum

(xiii) Minimum Rate of Interest:
0.00 per cent. per annum
3

(xiv) Maximum Rate of Interest:
Not Applicable

(xv) Day Count Fraction:
Actual/360
16. Z ero Coupon Note Provisions:
Not Applicable

17. I
nflation
Linked
Interest
Note Not Applicable
Provisions

PROVISIONS RELATING TO REDEMPTION
18. C all Option:
Not Applicable
19.

Put Option:
Not Applicable
20.

MREL/TLAC Disqualification Event Applicable
Call Option:
21.

Final Redemption Amount of each EUR 100,000 per Note of EUR 100,000 Specified
Note:
Denomination
22. I
nflation Linked Notes Provisions Not Applicable
relating to the Final Redemption
Amount:

23.

Early Redemption Amount:

(i)
Early Redemption Amount(s) of EUR 100,000 per Note of EUR 100,000 Specified
each Senior Note payable on Denomination
redemption upon the occurrence of
an MREL/TLAC Disqualification
Event
(Condition
6(g)),
if
applicable, a Withholding Tax
Event (Condition 6(i)(i)), a Gross
Up Event (Condition 6(i)(ii)) or for
Illegality (Condition 6(l)):

(ii) Early Redemption Amount(s) of Not Applicable
each Subordinated Note payable on
redemption upon the occurrence of
a Capital Event (Condition 6(h)), a
Withholding Tax Event (Condition
6(i)(i)),
a
Gross-Up
Event
(Condition 6(i)(ii)) or a Tax
Deductibility Event (Condition
6(i)(iii)):

(iii) Redemption for taxation reasons No
permitted on days others than
Interest Payment Dates (Condition
6(i)):

(iv) Unmatured Coupons to become Not Applicable
void
upon
early
redemption
(Materialised Bearer Notes only)
(Condition 7(f)):
4

GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.

Form of Notes:
Dematerialised Notes

(i)
Form of Dematerialised Notes:
Bearer form (au porteur)

(ii) Registration Agent:
Not Applicable

(iii) Temporary Global Certificate:
Not Applicable

(iv) Applicable TEFRA exemption:
Not Applicable
25.

Financial Centre(s):
TARGET
26. T alons for future Coupons or Not Applicable
Receipts to be attached to Definitive
Notes (and dates on which such
Talons mature):
27. D etails relating to Instalment Notes: Not Applicable
amount of each instalment, date on
which each payment is to be made:

28. R edenomination provisions:
Not Applicable
29.

Purchase
in
accordance
with Applicable
applicable
French
laws
and
regulations:
30. C onsolidation provisions:
Not Applicable
31.

Events of Default for Senior Not Applicable
Preferred Notes (Condition 9(a)):
32.

Meeting and Voting Provisions Contractual Masse shall apply
(Condition 11):
Name and address of the Representative:
MCM AVOCAT, Selarl d'avocats interbarreaux
inscrite au Barreau de Paris
10, rue de Sèze
75009 Paris
France
Represented by Maître Antoine Lachenaud, Co gérant
associé
Name and address of the alternate Representative:
Maître Philippe Maisonneuve
Avocat
10, rue de Sèze
75009 Paris
France
The Representative will receive a remuneration of
EUR 2,000 (excluding VAT) per year.
5

RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.

Signed on behalf of BPCE
Duly represented by:
Jean-Philippe BERTHAUT, Head of Group Funding

6

PART B OTHER INFORMATION

1.

LISTING AND ADMISSION TO TRADING

(i)
Listing and Admission to trading:
Application is expected to be made by the Issuer
(or on its behalf) for the Notes to be listed and
admitted to trading on Euronext Paris with effect
from the Issue Date.

(ii) Estimate of total expenses related to EUR 4,300
admission to trading:
2.

RATINGS

Ratings:
The Notes to be issued are expected to be rated:
S & P: BBB+
Moody's: Baa3
Fitch: A
Each of S&P, Moody's and Fitch is established
in the European Union and registered under
Regulation (EC) No 1060/2009 as amended.
3.

INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

"Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person
involved in the offer of the Notes has an interest material to the offer."
4.

HISTORIC INTEREST RATES

Details of historic EURIBOR rates can be obtained from Reuters Page EURIBOR01.
5.

OPERATIONAL INFORMATION

ISIN:
FR0013309317

Common Code:
174755221

Depositaries:

(i)
Euroclear France to act as Central Yes
Depositary:

(ii) Common Depositary for Euroclear and No
Clearstream:

Any clearing system(s) other than Not Applicable
Euroclear and Clearstream and the
relevant identification number(s):

Delivery:
Delivery against payment

Names and addresses of additional Paying Not Applicable
Agent(s) (if any):
6.

DISTRIBUTION

(i)
Method of distribution:
Non syndicated
7

(ii) If syndicated:

(a)
Names of Managers:
Not Applicable

(b)
Stabilising Manager(s) if Not Applicable
any:

(iii) If non syndicated, name and address Deutsche Bank AG, London Branch
of Dealer:
Winchester House,
1 Great Winchester Street, EC2N 2DB London,
United Kingdom

(iv) Prohibition of Sales to EEA Retail Applicable: PROHIBITION OF SALES TO
Investors:
EEA RETAIL INVESTORS - The Notes are
not intended, from 1 January 2018, to be offered,
sold or otherwise made available to and, with
effect from such date, should not be offered, sold
or otherwise made available to any retail investor
in the European Economic Area ("EEA"). For
these purposes, a retail investor means a person
who is one (or more) of: (i) a retail client as
defined in point (11) of Article 4(1) of Directive
2014/65/EU ("MiFID II"); (ii) a customer
within the meaning of Directive 2002/92/EC,
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 (the
"PRIIPs Regulation") for offering or selling the
Notes or otherwise making them available to
retail investors in the EEA has been prepared and
therefore offering or selling the Notes or
otherwise making them available to any retail
investor in the EEA may be unlawful under the
PRIIPS Regulation.

(v) US Selling Restrictions:
Reg. S Compliance Category 2 applies to the
Notes; TEFRA not applicable
(Categories of potential investors to which
the Notes are offered):

8