Obligation Groupe BPCE 4.562% ( FR0013444940 ) en EUR

Groupe BPCE

100 % ⇌

France

FR0013444940 ( en EUR )

4.562% par an ( paiement annuel )

06/09/2024 - Obligation échue

Prospectus brochure de l'obligation BPCE FR0013444940 en EUR 4.562%, échue

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

L'obligation française émise par BPCE (FR0013444940), d'une valeur nominale de 100% en EUR, offrant un taux d'intérêt de 4,562% et arrivant à échéance le 06/09/2024 avec une fréquence de paiement annuelle, a été remboursée à maturité.

MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of the manufacturers' product
approval process, the target market assessment in respect of the Notes, taking into account the five categories
referred to 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 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 manufacturer's 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 4 September 2019

BPCE
Legal Entity Identifier (LEI): 9695005MSX1OYEMGDF46
Euro 40,000,000,000
Euro Medium Term Note Programme
for the issue of Notes

SERIES NO: 2019-46
TRANCHE NO: 1
EUR 20,000,000 Floating Rate Senior Preferred Notes due 6 September 2024 (the "Notes")

Dealer
ABN AMRO Bank N.V.

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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 21 November 2018 which received visa n°18-528
from the Autorité des marchés financiers (the "AMF") on 21 November 2018 (the "Base Prospectus") and
the supplements to the Base Prospectus dated respectively, 1 March 2019 which received visa n°19-068 from
the AMF, 16 April 2019 which received visa n°19-164 from the AMF, 21 May 2019 which received visa
n°19-217 from the AMF, and 13 August 2019 which received visa n°19-402 from the AMF (the
"Supplement(s)"), which together constitute 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 as so supplemented. 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 as so supplemented. The Base Prospectus and the Supplement are
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
Issuer:
BPCE
2
(i)
Series Number:
2019-46
(ii) Tranche Number:
1
3
Specified Currency or Currencies:
Euro ("EUR")
4
Aggregate Nominal Amount:

(i)
Series:
EUR 20,000,000
(ii) Tranche:
EUR 20,000,000
5
Issue Price:
101.015 per cent. of the Aggregate Nominal Amount
6
Specified Denomination:
EUR 100,000
7
(i)
Issue Date:
6 September 2019

(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
Three (3) month EURIBOR +0.60 per cent.
Floating Rate
(further particulars specified below)
9
Maturity Date:
Specified Interest Payment Date falling on or nearest
to 6 September 2024
10 Redemption 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 Change of Interest Basis:
Not Applicable
12 Put/Call Options:
Not Applicable
13 (i)
Status of the Notes:
Senior Preferred Notes
(ii) Dates of the corporate authorisations for
issuance of Notes obtained:
Decision of the Directoire of the Issuer dated 2 April
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2019 and Decision of Emission 29 August 2019 of
Mr. Jean-Philippe Berthaut, Head of Group Funding
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 Specified 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
6 March, 6 June, 6 September and 6 December in
Dates:
each year, subject to adjustment in accordance with

the Business Day Convention set out in (iv) below

(iii)
First Interest Payment Date:
6 December 2019

(iv)
Business Day Convention:
Modified Following Business Day Convention
(v)
Interest Period Date:
Not Applicable
(vi)
Business Centre(s):
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):

Applicable
(ix)
Screen Rate Determination:
Three (3) month EURIBOR
-
Reference Rate:
Two (2) Business Days prior to the first day of each
-
Interest Determination Date: Interest Accrual Period

Reuters Page EURIBOR01
-
Relevant Screen Page:

-
Relevant Screen Page Time: Not Applicable
(x)
FBF Determination:
Not Applicable
(xi)
ISDA Determination:
Not Applicable
(xii)
Margin(s):
+ 0.60 per cent. per annum
(xiii)
Minimum Rate of Interest:
0.00 per cent. per annum
(xiv)
Maximum Rate of Interest:
Not Applicable
(xv)
Day Count Fraction:
Actual/360 (Adjusted)
16 Zero Coupon Note Provisions:
Not Applicable
17 Inflation Linked Interest Note Provisions:
Not Applicable
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PROVISIONS RELATING TO REDEMPTION
18 Call Option:
Not Applicable
19 Put Option:
Not Applicable
20 MREL/TLAC Disqualification Event Call
Option:
Applicable
21 Final Redemption Amount of each Note:
EUR 100,000 per Note of EUR 100,000 Specified
Denomination
22 Inflation Linked Notes Provisions relating to

the Final Redemption Amount:
Not Applicable
23 Early Redemption Amount:

(i) Early Redemption Amount(s) of each
Senior Note payable on redemption upon
the occurrence of a 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 EUR 100,000 per Note of EUR 100,000 Specified
(Condition 6(l)):
Denomination

(ii) Early Redemption Amount(s) of 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)):
Not Applicable

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

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

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):
Not Applicable
26 Talons for future Coupons or Receipts to be

attached to Definitive Notes (and dates on

which such Talons mature):
Not Applicable
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27 Details relating to Instalment Notes: amount of
each instalment, date on which each payment

is to be made:
Not Applicable
28 Redenomination provisions:
Not Applicable
29 Purchase in accordance with applicable French
laws and regulations:
Applicable
30 Consolidation provisions:
Not Applicable

31 Meeting and Voting Provisions (Condition 11): Contractual Masse shall apply

Name and address of the initial Representative:
As per Condition 11(c)

Name and address of the alternate Representative:
As per Condition 11(c)

The Representative will receive a remuneration of
EUR 2,000 (excluding VAT) per year so long as any
of the Notes is outstanding.

RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of BPCE
Duly represented by:
Mr. Jean-Philippe Berthaut, Head of Group Funding
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PART B OTHER INFORMATION
1
LISTING AND ADMISSION TO TRADING
(i)
Listing and Admission to Application has been made by the Issuer (or on its behalf) for the
trading:
Notes to be listed and admitted to trading on Euronext Paris with
effect from the Issue Date.
(ii)
Estimate of total expenses
related to admission to trading: EUR 3,850
2
RATINGS
Ratings:
The Notes to be issued have been rated:
S&P: A+
S&P 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 Screen Page EUIRBOR01.
5
BENCHMARK
Benchmarks:
Amounts payable under the Notes will be calculated by reference to
EURIBOR which is provided by European Money Markets Institute
("EMMI"). As at the date of these Final Terms, EMMI appears on
the register of administrators and benchmarks established and
maintained by the European Securities and Markets Authority
pursuant to Article 36 of the Benchmark Regulation (Regulation
(EU) 2016/1011) (the "Benchmark Regulation").
6
OPERATIONAL INFORMATION
ISIN:
FR0013444940
Common Code:
205060359
Depositaries:

(i)
Euroclear France to act as
Central Depositary:
Yes
(ii)
Common Depositary for
Euroclear and Clearstream: No
Any clearing system(s) other than
Euroclear and Clearstream and the
relevant identification number(s):
Not Applicable
Delivery:
Delivery versus Payment
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Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
7
DISTRIBUTION
(i)
Method of distribution:
Non-syndicated
(ii) If syndicated:

(a) Names of Managers:
Not Applicable
(b) Stabilising Manager(s) if

any:
Not Applicable
(iii) If non-syndicated, name and ABN AMRO Bank N.V.
address of Dealer:
Gustav Mahlerlaan 10
1082PP Amsterdam
The Netherlands
(iv) Prohibition of Sales to EEA
Not Applicable
Retail Investors:
(v) US Selling Restrictions

(Categories of potential

investors to which the Notes are Reg. S Compliance Category 2 applies to the Notes; TEFRA not
offered):
applicable

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