Obligation BNP Paribas SA 1.125% ( FR0013405537 ) en EUR

BNP Paribas SA

99.85 % ▼

France

FR0013405537 ( en EUR )

1.125% par an ( paiement annuel )

27/08/2024 - Obligation échue

Prospectus brochure de l'obligation BNP Paribas FR0013405537 en EUR 1.125%, échue

BNP Paribas est une banque internationale française, l'une des plus grandes d'Europe, offrant une large gamme de services financiers aux particuliers, entreprises et institutions.

L'Obligation émise par BNP Paribas SA ( France ) , en EUR, avec le code ISIN FR0013405537, paye un coupon de 1.125% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 27/08/2024

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 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"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, 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 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.
MiFID II product governance / target market assessment Solely for the purposes of each
manufacturer's product approval process, the target market assessment in respect of the Notes,
taking into account the five categories in item 18 of the Guidelines published by ESMA on 5 February
2018, has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and
professional clients, each as defined in MiFID II; and (ii) all channels for distribution of the Notes 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 26 February 2019
BNP PARIBAS
(incorporated in France)
(the Issuer)
Legal entity identifier (LEI): R0MUWSFPU8MPRO8K5P83
Issue of EUR 750,000,000 1.125 per cent. Senior Non Preferred Notes
due 28 August 2024
under the 90,000,000,000
Euro Medium Term Note Programme
(the Programme)

Any person making or intending to make an offer of the Notes may only do so in circumstances in
which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of
the Prospectus Directive or to supplement a prospectus pursuant to Article 16 of the Prospectus
Directive, in each case, in relation to such offer.

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 under the section entitled "Terms and Conditions of the French Law Notes" in
the Base Prospectus dated 5 July 2018 which received visa n° 18-288 from the Autorité des marchés
financiers ("AMF") on 5 July 2018 and the Supplements to the Base Prospectus dated 6 August 2018,
9 November 2018 and 14 February 2019 which together constitute a base prospectus for the
purposes of the Directive 2003/71/EC, as amended (the "Prospectus Directive") (the "Base
Prospectus"). 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 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, these Final
Terms and the Supplements to the Base Prospectus will also be available on the AMF website
(www.amf-france.org) and these Final Terms will be available for viewing on the website of Euronext
Paris. A copy of these Final Terms and the Base Prospectus and the Supplements to the Base
Prospectus will be sent free of charge by the Issuer to any investor requesting such documents.

1.
Issuer:
BNP Paribas
2.
(i)
Series Number:
19033
(ii)
Tranche Number:
1
3.
Specified Currency:
EUR
4.
Aggregate Nominal Amount:

(i)
Series:
EUR 750,000,000
(ii)
Tranche:
EUR 750,000,000
5.
Issue Price of Tranche:
99.637 per cent. of the Aggregate Nominal Amount
6.
Minimum Trading Size:
Not applicable
7.
(i)
Specified Denomination:
EUR 100,000
(ii)
Calculation Amount:
EUR 100,000
8.
(i)
Issue Date and Interest
28 February 2019
Commencement Date:
(ii)
Interest Commencement
Not applicable
Date (if different from the
Issue Date):
9.
(i)
Maturity Date:
28 August 2024
(ii)
Business Day Convention Not applicable
for Maturity Date:
10.
Form of Notes:
Bearer
11.
Interest Basis:
1.125 per cent. per annum Fixed Rate (further
particulars specified below)
12.
Coupon Switch:
Not applicable
13.
Redemption/Payment Basis:
Redemption at par
14.
Change of Interest Basis or
Not applicable
Redemption/Payment Basis:
15.
Put/Call Options:
Not applicable
16.
Exchange Rate:
Not applicable
17.
Status of the Notes:
Senior Non Preferred Notes

2

MREL/TLAC Criteria Event: Not applicable
18.
Knock-in Event:
Not applicable
19.
Knock-out Event:
Not applicable
20.
Method of distribution:
Syndicated
21.
Hybrid Notes:
Not applicable
22.
Tax Gross-Up:
Condition 6(e) (No Gross-Up) of the Terms and
Conditions of the French Law Notes not applicable
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
23.
Interest:
Applicable
(i)
Interest Periods:
As per Conditions
(ii)
Interest Period End Dates:
28 August in each year from and including 28 August
2019 to and including the Maturity Date.
(iii)
Business Day Convention
Not applicable
for Interest Period End
Dates:
(iv)
Interest Payment Dates:
28 August in each year from and including 28 August
2019 to and including the Maturity Date.
(v)
Business Day Convention
Following
for Interest Payment Dates:
(vi)
Party responsible for
Calculation Agent
calculating the Rate of
Interest and Interest
Amount:
(vii)
Margin:
Not applicable
(viii)
Minimum Interest Rate:
As per Conditions
(ix)
Maximum Interest Rate:
Not applicable
(x
)
Day Count Fraction:
Actual/Actual ICMA unadjusted
(xi)
Determination Dates:
28 August in each year
(xii)
Accrual to Redemption:
Applicable
(xiii)
Rate of Interest:
Fixed Rate
(xiv)
Coupon Rate:
Not applicable
24.
Fixed Rate Provisions:
Applicable
(i)
Fixed Rate of Interest:
1.125 per cent. per annum payable annually in arrear
on each Interest Payment Date

(ii)
Fixed Coupon Amount:
EUR 1,125 per Calculation Amount, except as set out
in paragraph (iii) below in respect of the first Interest
Period.
(iii)
Broken Amount:
EUR 557.88 per Calculation Amount payable on the
Interest Payment Date falling on 28 August 2019 for
the
period
from
and
including
the
Interest
Commencement Date to but excluding 28 August
2019.
(iv)
Resettable Notes:
Not applicable

3

25.
Floating Rate Provisions:
Not applicable
26.
Screen Rate Determination:
Not applicable
27.
ISDA Determination:
Not applicable
28.
FBF Determination:
Not applicable
29.
Zero Coupon Provisions:
Not applicable
30.
Index Linked Interest Provisions:
Not applicable
31.
Share Linked/ETI Share Linked
Not applicable
Interest Provisions:
32.
Inflation Linked Interest Provisions:
Not applicable
33.
Commodity Linked Interest
Not applicable
Provisions:

34.
Fund Linked Interest Provisions:
Not applicable
35.
ETI Linked Interest Provisions:
Not applicable
36.
Foreign Exchange (FX) Rate Linked
Not applicable
Interest Provisions:
37.
Underlying Interest Rate Linked
Not applicable
Interest Provisions:
38.
Additional Business Centre(s)
TARGET2
(Condition 3(e) of the Terms and
Conditions of the English Law Notes
or Condition 3(e) of the Terms and
Conditions of the French Law Notes,
as the case may be):
PROVISIONS RELATING TO REDEMPTION
39.
Final Redemption:
Calculation Amount x 100 per cent.
40.
Final Payout:
Not applicable
41.
Automatic Early Redemption:
Not applicable
42.
Issuer Call Option:
Not applicable
43.
Noteholder Put Option:
Not applicable
44.
Aggregation:
Not applicable
45.
Index Linked Redemption Amount:
Not applicable
46.
Share Linked/ETI Share Linked
Not applicable
Redemption Amount:
47.
Inflation Linked Redemption
Not applicable
Amount:
48.
Commodity Linked Redemption
Not applicable
Amount:

49.
Fund Linked Redemption Amount:
Not applicable

50.
Credit Linked Notes:
Not applicable
51.
ETI Linked Redemption Amount:
Not applicable
52.
Foreign Exchange (FX) Rate Linked
Not applicable

4

Redemption Amount:
53.
Underlying Interest Rate Linked
Not applicable
Redemption Amount:

54.
Events
of
Default
for
Senior Not applicable
Preferred Notes:
55.
Administrator/Benchmark Event:
Not applicable
56.
Early Redemption Amount(s):
Final Redemption Amount
57.
Provisions applicable to Physical
Not applicable
Delivery:
58.
Variation of Settlement:

(i)
Issuer's option to vary
The Issuer does not have the option to vary settlement
settlement:
in respect of the Notes.
(ii)
Variation of Settlement of
Not applicable
Physical Delivery Notes:
59.
CNY Payment Disruption Event:
Not applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
60.
Form of Notes:
Bearer Notes:
New Global Note:
No

Dematerialised Notes
Bearer dematerialised form (au porteur)
61.
Financial Centre(s) or other special
TARGET2
provisions relating to Payment Days
for the purposes of Condition 4(a):
62.
Identification information of Holders:
Not applicable
63.
Talons for future Coupons or
No
Receipts to be attached to definitive
Notes (and dates on which such
Talons mature):
64.
Details relating to Partly Paid Notes: Not applicable
amount of each payment comprising
the Issue Price and date on which
each payment is to be made and, if
different from those specified in the
Temporary Bearer Global Note or
Permanent Bearer Global Note,
consequences of failure to pay,
including any right of the Issuer to
forfeit the Notes and interest due on
late payment:
65.
Details relating to Notes redeemable Not applicable
in instalments: amount of each
instalment, date on which each
payment is to be made:
66.
Redenomination,
renominalisation Not applicable
and reconventioning provisions:

5

PART B OTHER INFORMATION

1.
Listing and Admission to trading

(i)
Listing and admission to
Application will be made by the Issuer (or on its
trading:
behalf) for the Notes to be admitted to trading on
Euronext Paris with effect on the Issue Date.
(ii)
Estimate of total expenses
EUR 9,450 (including AMF fees)
related to admission to
trading:
2.
Ratings

Ratings:
The Notes to be issued are expected to be rated Baa1
by Moody's Investors Service Ltd. ("Moody's), A- by
S&P Global Ratings Europe Limited ("S&P"), A+ by
Fitch France S.A.S. ("Fitch") and A (High) by DBRS
Limited ("DBRS").
Each of S&P, Moody's, Fitch and DBRS is established
in the European Union and is registered under
Regulation (EC) No. 1060/2009 (as amended).

7

3.
Interests of Natural and Legal Persons Involved in the Issue

Save for the fees payable to the Managers so far as the Issuer is aware, no person involved
in the offer of the Notes has an interest material to the offer.
4.
Reasons for the Offer
Reasons for the offer:
The net proceeds of the issue of the Notes will be
allocated or reallocated from time to time to the
financing and/or refinancing, in whole or in part, of
Eligible Green Assets as defined below and further
described in the BNP Paribas Green Bond Framework
dated
30
April
2018
available
on
https://invest.bnpparibas.com/en/green-bond-issues,
as may be amended from time to time by the Issuer
(the "BNP Paribas Green Bond Framework").
Pending the allocation or reallocation, as the case
may be, of the net proceeds of the Notes to Eligible
Green Assets, the Issuer will invest the balance of the
net proceeds, at its own discretion, in cash and/or
cash equivalent and/or other liquid marketable
instruments. The Issuer will use its best efforts to
substitute any redeemed loans, any other form of
financing that is no longer financed or refinanced by
the net proceeds, and/or any such loans or any other
form of financing which cease to be Eligible Green
Assets, as soon as practicable once an appropriate
substitution option has been identified. The Issuer will
monitor the use of the net proceeds of the Notes via
its internal information systems.
For the avoidance of doubt, payment of principal and
interest in respect of the Notes will be made from
general funds of the Issuer and will not be directly or
indirectly linked to the performance of Eligible Green
Assets.
"Eligible Green Assets" means any existing, on-
going and/or future loans or any other form of
financing from Eligible Sectors selected by the Issuer,
which meet the Eligibility Criteria, all in accordance
with the BNP Paribas Green Bond Framework.
"Eligible Sectors" means the following sectors (all as
more fully described in the BNP Paribas Green Bond
Framework):
· Renewable Energies
· Energy Efficiency
· Mass and Public Transportation
· Water Management and Water Treatment
· Recycling
For the avoidance of doubt, the following sectors are
excluded from the BNP Paribas Green Bond
Framework: defence and security, palm oil, wood
pulp, nuclear power generation, coal-fired power

8

generation, unconventional oil and gas, mining and
tobacco.
"Eligibility Criteria" means the criteria with which any
loan or any other form of financing should comply, at
any time, in order to be considered as an Eligible
Green Asset (as such criteria may be amended, from
time to time, by the Issuer, subject to external review
by third parties, as the case may be, as per the BNP
Paribas Green Bond Framework). As part of the
application of the Eligibility Criteria, the Issuer will
assess the potential environmental, social and
governance risks of the relevant assets, in line with its
framework for managing such risks, including specific
risk assessment tools and the Equator Principles. The
selection of the Eligible Green Assets in accordance
with the Eligibility Criteria will then be verified by
external third parties, as per the BNP Paribas Green
Bond Framework.
As long as any Notes are outstanding, the Issuer is
expected to provide a report, at least annually, on (i)
the Eligible Green Assets financed or refinanced by
the net proceeds and their relevant environmental
impact indicators, (ii) the allocation of the net
proceeds of the Notes to Eligible Green Assets
detailing the aggregate amount dedicated to each of
the Eligible Sectors and (iii) the balance of unallocated
cash and/or cash equivalent and/or other liquid
marketable instruments still held by the Issuer, as
further described in the BNP Paribas Green Bond
Framework. The report will be published by the Issuer
on
https://invest.bnpparibas.com/en/green-bond-
issues.
Pursuant to the BNP Paribas Green Bond Framework,
a second party opinion has been obtained from an
appropriate second party opinion provider and the
Issuer has mandated an appropriate external
independent auditor to provide an assurance report.
The opinion and assurance report are available on
https://invest.bnpparibas.com/en/green-bond-issues.
5.
Yield

Indication of yield:
1.194 per cent. per annum

The yield is calculated at the Issue Date on the basis
of the Issue Price. It is not an indication of future yield.
6.
Operational Information

(i)
ISIN:
FR0013405537
(ii)
Common Code:
195744513
(iii)
Any clearing system(s) other Not applicable
than Euroclear France,
Euroclear and Clearstream,
Luxembourg approved by
the Issuer and the Principal
Paying Agent and the
relevant identification

9

number(s):
(iv)
Delivery:
Delivery against payment
(v)
Additional Paying Agent(s)
Not applicable
(if any):
(vi)
Intended to be held in a
No. Whilst the designation is specified as "no" at the
manner which would allow
date of these Final Terms, should the Eurosystem
Eurosystem eligibility:
eligibility criteria be amended in the future such that
the Notes are capable of meeting them the Notes may
then be deposited with one of the ICSDs as common
safe-keeper. 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 ECB being satisfied that Eurosystem
eligibility criteria have been met.
(vii)
Name and address of
Not applicable
Registration Agent:

10