Obligation Groupe BPCE 0.7% ( FR0013532538 ) en EUR

Groupe BPCE

100 % ⇌

France

FR0013532538 ( en EUR )

0.7% par an ( paiement trimestriel )

02/09/2022 - Obligation échue

Prospectus brochure de l'obligation BPCE FR0013532538 en EUR 0.7%, échue

100 000 EUR

485 000 000 EUR

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

L'obligation FR0013532538 émise par BPCE en France, d'un montant total de 485 000 000 EUR, avec un taux d'intérêt de 0,7 %, une taille minimale d'achat de 100 000 EUR, une fréquence de paiement trimestrielle et une maturité le 02/09/2022, a été remboursée à 100 % de sa valeur nominale.

MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES ONLY TARGET MARKET Solely for the purposes of the manufacturer's 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 manufacturer's target market assessment)
and determining appropriate distribution channels.

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Final Terms dated 31 August 2020

BPCE
Legal Entity Identifier (LEI): 9695005MSX1OYEMGDF46

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

SERIES NO: 2020-37
TRANCHE NO: 1
Euro 485,000,000 Floating Rate Senior Preferred Notes due September 2022 (the "Notes")

NATIXIS

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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 2019 which received approval number n°19-539 from the
Autorité des marchés financiers (the "AMF") on 21 November 2019 (the "Base Prospectus"), the first
supplement to the Base Prospectus dated 18 February 2020 which received approval number n°20-044 from
the AMF, the second supplement to the Base Prospectus dated 3 April 2020 which received approval number
n°20-116 from the AMF, the third supplement to the Base Prospectus dated 24 April 2020 which received
approval number n°20-156 from the AMF, the fourth supplement to the Base Prospectus dated 3 June 2020
which received approval number n°20-236 from the AMF and the fifth supplement to the Base Prospectus dated
11 August 2020 which received approval number n°20-389 from the AMF (together, the "Supplements") which
together constitute a base prospectus for the purposes of the Regulation (EU) 2017/1129 (the "Prospectus
Regulation").
This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus
Regulation and must be read in conjunction with such Base Prospectus in order to obtain all the relevant
information. 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
Issuer:
BPCE
2
(i) Series Number:
2020-37

(ii) Tranche Number:
1
3
Specified Currency or Currencies:
Euro ("EUR")
4
Aggregate Nominal Amount:

(i) Series:
EUR 485,000,000

(ii) Tranche:
EUR 485,000,000
5
Issue Price:
100.917 per cent. of the Aggregate Nominal Amount
6
Specified Denomination:
EUR 100,000
7
(i) Issue Date:
2 September 2020

(ii) Interest Commencement Date:
Issue Date
8
Interest Basis:
3-month EURIBOR plus 0.70 per cent. Floating
Rate
(further particulars specified below)
9
Maturity Date:
Specified Interest Payment Date falling on or nearest
to 2 September 2022
10 Redemption Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100.00 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
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(ii) Dates of the corporate authorisations for
issuance of Notes obtained:
Decision of the Directoire of the Issuer dated
24 March 2020 and decision of Mr. Jean-Philippe
Berthaut, Head of Group Funding of the Issuer,
dated 25 August 2020
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:
2 December 2020, 2 March 2021, 2 June 2021,
2 September 2021, 2 December 2021, 2 March
2022, 2 June 2022 and 2 September 2022, subject to
adjustment in accordance with the Business Day
Convention set out in (iv) below

(iii) First Interest Payment Date:
2 December 2020

(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 Interest
is/are to be determined:
Screen Rate Determination

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

-
Reference Rate:
3 month EURIBOR

-
Interest Determination Date:
Two (2) TARGET Business Days prior to the first
day in each Interest Period

-
Relevant Screen Page:
Reuters Screen page EURIBOR01

-
Relevant Screen Page Time
11:00 a.m. Brussels Time
(x) FBF Determination:
Not Applicable
(xi) ISDA Determination:
Not Applicable
(xii) Margin(s):
plus 0.70 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
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17 Inflation Linked Interest Note Provisions:
Not Applicable
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 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(1)):
EUR 100,000 per Note of EUR 100,000 Specified
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):
TARGET
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26 Talons for future Coupons or Receipts to be
attached to Definitive Notes (and dates on
which such Talons mature):
Not Applicable
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 remains outstanding.

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
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PART B OTHER INFORMATION
1
LISTING AND ADMISSION TO TRADING
(i)
Listing and Admission to trading:

Application has been 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
admission to trading:
EUR 2,500
2
RATINGS
Ratings:
The Notes to be issued are expected to be rated:
S&P: A+

S&P is established in the European Union and/or the
United Kingdom 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
FLOATING RATE NOTES ONLY PERFORMANCE OF RATES
Details of performance of EURIBOR rates can be obtained free of charge from Reuters EURIBOR01 screen
page.
5
NOTES LINKED TO A BENCMARK ONLY BENCHMARK
Benchmark:
Amounts payable under the Notes will be calculated by
reference to EURIBOR 3 months which is provided by

the European Money Markets Institute. As at the date of
these Final Terms, the European Money Markets
Institute appears on the register of adminsitrators and
benchmarks established and maintained by the
European Securities and Markets Authority pursuant to
Article 36 of of Regulation (EU) 2016/1011 of the
European Parliament and of the Council of 8 June 2016
(the "Benchmark Regulation").
6
OPERATIONAL INFORMATION
ISIN:

Common Code:
222581788
Depositaries:
FR0013532538
(i)
Euroclear France to act as
Central Depositary:
Yes
5
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(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 against payment
Names and addresses of additional
Paying Agent(s) (if any):
Not Applicable
7
DISTRIBUTION
(i)
Method of distribution:
Non-syndicated
(ii) If syndicated:
Not Applicable
(iii) If non-syndicated, name and
address of Dealer:
NATIXIS
47 quai d'Austerlitz
75013 Paris
France
(iv) Prohibition of Sales to EEA
and UK Retail Investors:
Not Applicable
(v) US
Selling
Restrictions
(Categories
of
potential
investors to which the Notes
are offered):
Reg. S Compliance Category 2 applies to the Notes; TEFRA not
applicable

6
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