Obligation Caixa Geral de Depósitos, S.A. 5.32% ( PTCGGROM0011 ) en EUR

Caixa Geral de Depósitos, S.A.

100 % ▼

Portugal

PTCGGROM0011 ( en EUR )

5.32% par an ( paiement annuel )

05/08/2021 - Obligation échue

Prospectus brochure de l'obligation Caixa Geral de Depósitos S.A PTCGGROM0011 en EUR 5.32%, échue

Caixa Geral de Depósitos, S.A. est une banque publique portugaise, la plus grande du pays, offrant une gamme complète de services financiers aux particuliers et aux entreprises.

L'Obligation émise par Caixa Geral de Depósitos, S.A. ( Portugal ) , en EUR, avec le code ISIN PTCGGROM0011, paye un coupon de 5.32% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 05/08/2021

CAIXA GERAL DE DEPÓSITOS, S.A.
(incorporated with limited liability in Portugal)
acting through its France branch
CAIXA GERAL DE DEPÓSITOS, S.A.
(incorporated with limited liability in Portugal)
15,000,000,000 Euro Medium Term Note Programme
This document (the "Prospectus") is issued by Caixa Geral de Depósitos, S.A., acting through its France branch ("CGDFB") and Caixa Geral de Depósitos, S.A. ("CGD"). Each of
CGD and CGDFB is, in relation to Notes issued by it, an "Issuer" and, together, the "Issuers".
Under the Euro Medium Term Note Programme described in this Prospectus (the "Programme"), subject to compliance with all relevant laws, regulations and directives, each of the
Issuers may from time to time issue Euro Medium Term Notes (the "Notes"). The aggregate nominal amount of Notes outstanding will not at any time exceed 15,000,000,000 (or the equivalent
in other currencies).
This Prospectus has been approved by the Commission de Surveillance du Secteur Financier (the "CSSF") in its capacity as competent authority under the Luxembourg Law dated 16
July 2019 relating to prospectuses for securities (as amended, the "Luxembourg Law") and Regulation (EU) 2017/1129 (the "Prospectus Regulation") for the approval of this Prospectus as a
base prospectus in accordance with Article 20 of the Prospectus Regulation. By approving this Prospectus, the CSSF assumes no responsibility as to economic and financial soundness of, or to the
quality or solvency of, any Issuer in accordance with Article 6(4) of the Luxembourg Law. This Prospectus has been drawn up in accordance with Article 8 of the Prospectus Regulation and the
CSSF only approves this Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Such approval should not be considered
an endorsement of any Issuer or of the quality of the Notes that are the subject of this Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes. Pursuant
to the Luxembourg Prospectus Law, the CSSF is not competent to approve prospectuses for the offering to the public or for the admission to trading on regulated markets of money market
instruments having a maturity at issue of less than 12 months.
Application has also been made to the Luxembourg Stock Exchange for the Notes issued under the Programme during the period of 12 months from the date of this Prospectus to be
admitted to the official list of the Luxembourg Stock Exchange (the "Official List") and to be admitted to trading on the Luxembourg Stock Exchange's regulated market (the "Market"). References
in this Prospectus to Notes being "listed" (and all related references) shall mean that such Notes have been admitted to the Official List and admitted to trading on the Luxembourg Stock Exchange's
regulated market. The Market is a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments (as amended,
"MiFID II"). However, unlisted Notes may be issued pursuant to the Programme. The relevant Final Terms (as defined in "General Description of the Programme") in respect of the issue of any
Notes will specify whether or not such Notes will be listed on the Official List and admitted to trading on the Market (or any other stock exchange).
Each Tranche of Notes (as defined in "General Description of the Programme") will be issued on the terms set out herein under "Terms and Conditions of the Notes" (the "Conditions")
as completed by a document specific to such Tranche called the final terms (the "Final Terms"). Details of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes and
the issue price of Notes for each Tranche of Notes will be set out in the relevant Final Terms which, with respect to Notes to be admitted to the Official List and to trading on the Luxembourg Stock
Exchange, will be delivered to the CSSF and the Luxembourg Stock Exchange on or before the date of issue of the Notes of such Tranche.
Each Series (as defined in "General Description of the Programme") of Notes in bearer form will be represented on issue by a temporary global note in bearer form (each a "Temporary
Global Note") or a permanent global note in bearer form (each a "Permanent Global Note" and, together with the Temporary Global Note, "Global Notes"). Interests in a Temporary Global Note
will be exchangeable, in whole or in part, for interests in a Permanent Global Note on or after the date 40 days after the later of the commencement of an offering and the relevant issue date (the
"Exchange Date"), upon certification of non-U.S. beneficial ownership. Notes in registered form will be represented by registered certificates (each a "Certificate"), one Certificate being issued
in respect of each Noteholder's entire holding of Registered Notes of one Series. If the Global Notes are stated in the relevant Final Terms to be issued in new global note ("New Global Note" or
"NGN") form, the Global Notes will be delivered on or prior to the original issue date of the relevant Tranche to a common safekeeper (the "Common Safekeeper") for Euroclear Bank SA/NV
("Euroclear") and Clearstream Banking S.A. ("Clearstream, Luxembourg"). Global Notes which are not issued in NGN form ("Classic Global Notes" or "CGNs") and Certificates will be
deposited on the issue date of the relevant Tranche with a common depositary on behalf of Euroclear and Clearstream, Luxembourg (the "Common Depositary"). The provisions governing the
exchange of interests in Global Notes for other Global Notes or definitive Notes are described in "Summary of Provisions Relating to the Notes while in Global Form". In addition, CGD may issue
Notes represented in book entry form (forma escritural) and registered (nominativas) that will be integrated in and held through Interbolsa Sociedade Gestora de Sistemas de Liquidação e de
Sistemas Centralizados de Valores Mobiliários, S.A., as management entity of the Portuguese Centralised System, Central de Valores Mobiliários ("Interbolsa") ("Book Entry Notes").
Notes of each Tranche of each Series to be issued in registered form ("Registered Notes" comprising a "Registered Series") and which are sold in an "offshore transaction" within the
meaning of Regulation S under the U.S. Securities Act of 1933 as amended (the "Securities Act"), will initially be represented by interests in a definitive global unrestricted Registered Certificate
(each an "Unrestricted Global Certificate"), without interest coupons, which will be deposited with a nominee for, and registered in the name of the Common Depositary on its issue date.
Beneficial interests in an Unrestricted Global Certificate will be shown on, and transfers thereof will be effected only through records maintained by, Euroclear or Clearstream, Luxembourg. Notes
of each Tranche of each Registered Series sold in the United States to a qualified institutional buyer within the meaning of Rule 144A under the Securities Act ("Rule 144A"), as referred to in, and
subject to the transfer restrictions described in "Subscription and Sale" and "Transfer Restrictions", will initially be represented by a definitive global restricted Registered Certificate (each a
"Restricted Global Certificate" and together with any Unrestricted Global Certificates, the "Global Certificates"), without interest coupons, which will be deposited with a custodian for, and
registered in the name of a nominee of, The Depository Trust Company ("DTC") on its issue date. Beneficial interests in an Unrestricted Global Certificate and a Restricted Global Certificate will
be shown on, and transfers thereof will be effected only through, records maintained by DTC and its participants, including depositaries for Clearstream, Luxembourg and Euroclear. See "Clearing
and Settlement". Individual definitive Registered Notes will only be available in certain limited circumstances as described herein.
CGD has been rated B (short term) and BB+ (long term) by Fitch Ratings Ireland Limited ("Fitch"), P-3 (short term) and Baa3 (long term) by Moody's Investors Service España
("Moody's") and R-2 (high) (short term) and BBB (long term) by DBRS Ratings GmbH ("DBRS"). The credit ratings included or referred to in this Prospectus 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
S&P Global Ratings Europe Limited ("S&P"), Moody's, Fitch and DBRS. Each of S&P, Moody's, Fitch and DBRS is established in the European Union and is registered under the CRA Regulation.
As such, each of S&P, Moody's, Fitch and DBRS 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.
Tranches of Notes (as defined in "General Description of the Programme") issued under the Programme may be rated or unrated. Where a Tranche of Notes is rated, such ratings will
be indicated in the relevant Final Terms and such ratings will not necessarily be the same as the ratings assigned to the Notes already issued. Whether or not a rating in relation to any Tranche of
Notes will be treated as having been issued by a credit rating agency established in the European Union and registered under the CRA Regulation will be disclosed in the relevant Final Terms. In
general, European regulated investors are restricted from using a rating for regulatory purposes if such rating is not issued by a credit rating agency established in the European Union and registered
under the CRA Regulation. A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency.
Amounts payable under the Notes may be calculated by reference to the Euro Interbank Offered Rate ("EURIBOR") which is provided by the European Money Markets Institute
("EMMI"). As at the date of this Prospectus, EMMI appears on the register of administrators and benchmarks (the "BMR Register") established and maintained by the European Securities and
Markets Authority ("ESMA") pursuant to Article 36 of the Benchmarks Regulation (EU) No. 2016/1011 (the "BMR").
This Prospectus (as may be supplemented from time to time) will be valid for a period of twelve months from the date of approval until 5 August 2022. The obligation to supplement the
Prospectus in the event of significant new factors, material mistakes or material inaccuracies will not apply when the Prospectus is no longer valid. For this purpose, "valid" means valid for making
offers to the public or admissions to trading on a regulated market by or with the consent of the relevant Issuer and the obligation to supplement the Prospectus is only required within its period of
validity between the time when the Prospectus is approved and the closing of the offer period for the Notes or the time when trading on a regulated market begins, whichever occurs later.
Prospective investors should have regard to the factors described under the section headed "Risk Factors" in this Prospectus. This Prospectus does not describe all of the risks
of an investment in the Notes.
Arranger
BofA Securities
Dealers
BayernLB
BNP PARIBAS
BofA Securities
Caixa Banco de Investimento, S.A.
Caixa Geral de Depósitos, S.A.
Commerzbank
The date of this Prospectus is 5 August 2021

Deutsche Bank
HSBC
ING Bank N.V.
J.P. Morgan
Mediobanca
Mizuho Securities
Morgan Stanley
MUFG
NATIXIS
NatWest Markets
Nomura
Société Générale Corporate & Investment Banking
UBS Investment Bank
UniCredit
The date of this Prospectus is 5 August 2021

This Prospectus comprises a base prospectus for the purposes of the Prospectus Regulation and for the
purpose of giving information with regard to the Issuers and their subsidiaries and affiliates taken as a whole
(each a "Subsidiary" and together with the Issuers, the "CGD Group" or the "Group") and the Notes which,
according to the particular nature of the relevant Issuer, the type of securities and the circumstances of the
relevant Issuer, is necessary to enable investors to make an informed assessment of the assets and liabilities,
profits and losses, financial position and prospects of the relevant Issuer, the rights attaching to the securities
and the reasons for the issuance and its impact on the relevant Issuer.
Each of the Issuers accepts responsibility for the information contained in this Prospectus and in the
relevant Final Terms for each Tranche of Notes issued under the Programme. To the best of the knowledge of
each Issuer, the information contained in this Prospectus and the Final Terms is in accordance with the facts
and this Prospectus as completed by the Final Terms makes no omission likely to affect the import of such
information. This Prospectus has been prepared on the basis that any offer of Notes in any Member State of the
European Economic Area (the "EEA") will be made pursuant to an exemption under the Prospectus Regulation
from the requirement to publish a prospectus for offers of Notes. Accordingly, any person making or intending
to make an offer in the EEA of Notes which are the subject of an offering contemplated in this Prospectus as
completed by the relevant Final Terms in relation to the offer of those Notes may only do so in circumstances
in which no obligation arises for each Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the
Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each
case in relation to such offer. Neither Issuer nor any Dealer has authorised, nor do they authorise, the making
of any offer of Notes in circumstances in which an obligation arises for either Issuer or any Dealer to publish
or supplement a prospectus for such offer. This prospectus has been prepared on the basis that any offer of Notes
in the United Kingdom will be made pursuant to an exemption under the UK Prospectus Regulation from the
requirement to publish a prospectus for offers of Notes.
This Prospectus is to be read in conjunction with all documents which are incorporated herein by
reference (see "Documents Incorporated by Reference").
No person has been authorised to give any information or to make any representation other than those
contained in this Prospectus in connection with the issue or sale of the Notes, and, if given or made, such
information or representation must not be relied upon as having been authorised by any Issuer, the Arranger (as
defined in "General Description of the Programme") or any of the Dealers. Neither the delivery of this
Prospectus nor any sale made in connection herewith shall, under any circumstances, create any implication
that there has been no change in the affairs of any Issuer since the date hereof or the date upon which this
Prospectus has been most recently supplemented or that there has been no adverse change in the financial
position of any Issuer since the date hereof or the date upon which this Prospectus has been most recently
supplemented or that any other information supplied in connection with the Programme is correct as at any time
subsequent to the date on which it is supplied or, if different, the date indicated in the document containing the
same.
The distribution of this Prospectus and the offering or sale of the Notes in certain jurisdictions may be
restricted by law. Persons into whose possession this Prospectus comes are required by each Issuer, the Arranger
and the Dealers to inform themselves about and to observe any such restriction.
This Prospectus does not constitute an offer of, or an invitation by or on behalf of any Issuer, the Arranger
or the Dealers to subscribe for, or purchase, any Notes.
To the fullest extent permitted by law, neither the Arranger nor any of the Dealers nor any of their
respective directors, affiliates, advisers, agents, nor Citicorp Trustee Company Limited (the "Trustee"), nor the
Agents (as defined in the Agency Agreement) accepts any responsibility whatsoever for the contents of this
Prospectus or for any statement made therein, in connection with the Issuers or any other information provided
by the Issuers in connection with the Programme. The Dealers and their respective directors, affiliates, advisers,
agents, the Trustee and the Agents accordingly each disclaim all and any liability whether arising in tort, contract
or otherwise which they might otherwise have in respect of such document or any such statement. No
representation or warranty, express or implied, is made by any of the Dealers or their respective directors,
affiliates, advisers or agents, the Trustee or the Agents as to the accuracy, completeness, verification or
sufficiency of the information set out in this Prospectus and neither the Dealers nor any of their respective
directors, affiliates, advisers or agents nor the Trustee nor the Agents accepts any responsibility for any acts or
omissions of the Issuers or any other person in connection with this Prospectus or any other information
provided by the Issuers in connection with the issue and offering of Notes under the Programme.
3

Neither the Arranger nor any of the Dealers makes any representation as to the suitability of any Green
Notes (as defined below), including the listing or admission to trading thereof on any dedicated `green',
`environmental', `sustainable', `social' or other equivalently-labelled segment of any stock exchange or
securities market, to fulfil any green, social, environmental or sustainability criteria required by any prospective
investors. The Arranger and the Dealers have not undertaken, nor are they responsible for, any assessment of
the eligibility criteria for Eligible Green Projects (as defined below), any verification of whether the Eligible
Green Projects meet such criteria, the monitoring of the use of proceeds of any Green Notes (or amounts equal
thereto) or the allocation of the proceeds by the Issuers to particular Eligible Green Projects. Investors should
refer to the Green Financing Framework (as defined below) which the Issuers may publish from time to time,
any second party opinion delivered in respect thereof, and any public reporting by or on behalf of the Issuers in
respect of the application of the proceeds of any issue of Green Notes for further information. Any such
framework and/or second party opinion and/or public reporting will not be incorporated by reference in this
Prospectus and neither the Arranger nor any of the Dealers makes any representation as to the suitability or
contents thereof.
Neither this Prospectus nor any other financial statements are intended to provide the basis of any credit
or other evaluation and should not be considered as a recommendation by any of the Issuers, the Arranger or
the Dealers that any recipient of this Prospectus or any other financial statements should purchase the Notes.
Each potential purchaser of Notes should determine for itself the relevance of the information contained in this
Prospectus and its purchase of Notes should be based upon such investigation as it deems necessary. Neither
the Arranger nor any of the Dealers undertakes to review the financial condition or affairs of any Issuer during
the life of the arrangements contemplated by this Prospectus or to advise any investor or potential investor in
the Notes of any information coming to the attention of the Arranger or any of the Dealers.
Each potential investor in the Notes must determine the suitability of that investment in light of its own
circumstances. In particular, each potential investor should:
(i)
have sufficient knowledge and experience to make a meaningful evaluation of the relevant Notes,
the merits and risks of investing in the relevant Notes and the information contained or
incorporated by reference in this Prospectus or any applicable supplement;
(ii)
have access to, and knowledge of, appropriate analytical tools to evaluate, in the context of its
particular financial situation, an investment in the relevant Notes and the impact such investment
will have on its overall investment portfolio;
(iii)
have sufficient financial resources and liquidity to bear all of the risks of an investment in the
Notes, including Notes with principal or interest payable in one or more currencies, or where the
currency for principal or interest payments is different from the currency in which such investor's
financial activities are principally denominated;
(iv)
thoroughly understand the terms of the relevant Notes and be familiar with the behaviour of any
relevant indices and financial markets; and
(v)
be able to evaluate (either alone or with the help of a financial adviser) possible scenarios for
economic, interest rate and other factors that may affect its investment and its ability to bear the
applicable risks.
A potential investor should not invest in Notes which are complex financial instruments unless it has the
expertise (either alone or with the assistance of a financial adviser) to evaluate how the Notes will perform
under changing conditions, the resulting effects on the value of such Notes and the impact this investment will
have on the potential investor's overall investment portfolio.
In connection with the issue of any Tranche (as defined in "General Description of the Programme"),
the Dealer or Dealers (if any) appointed as the stabilisation manager(s) (the "Stabilisation Manager(s)") (or
any person acting on behalf of any Stabilisation Manager(s)) may over-allot Notes or effect transactions with a
view to supporting the market price of the Notes at a level higher than that which might otherwise prevail.
However, there is no assurance that the Stabilisation Manager(s) (or persons acting on behalf of a Stabilisation
Manager) will undertake stabilisation action. Any stabilisation action may begin on or after the date on which
adequate public disclosure of the final terms of the offer of the relevant Tranche is made and, if begun, may be
4

ended at any time, but it must end no later than the earlier of 30 days after the issue date of the relevant Tranche
and 60 days after the date of the allotment of the relevant Tranche. Any stabilisation action or over-allotment
must be conducted by the relevant Stabilisation Manager(s) (or any person acting on behalf of any Stabilisation
Manager(s)) in accordance with all applicable laws and rules.
MiFID II product governance/target market The relevant Final Terms in respect of any Notes may
include a legend entitled "MiFID II Product Governance" which will outline the target market assessment in
respect of the Notes and which channels for distribution of the Notes are appropriate. Any person subsequently
offering, selling or recommending the Notes (a "distributor") should take into consideration the 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 target market assessment) and determining
appropriate distribution channels.
A determination will be made in relation to each issue about whether, for the purpose of the MiFID
Product Governance rules under EU Delegated Directive 2017/593 (the "MiFID Product Governance
Rules"), any Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither
the Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the
MiFID Product Governance Rules.
UK MiFIR product governance/target market The relevant Final Terms in respect of any Notes
may include a legend entitled "UK MiFIR Product Governance" which will outline the target market assessment
in respect of the Notes and which channels for distribution of the Notes are appropriate. Any person
subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the
target market assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product
Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its
own target market assessment in respect of the Notes (by either adopting or refining the target market
assessment) and determining appropriate distribution channels.
A determination will be made in relation to each issue about whether, for the purpose of the UK MiFIR
Product Governance Rules, any Dealer subscribing for any Notes is a manufacturer in respect of such Notes,
but otherwise neither the Arranger nor the Dealers nor any of their respective affiliates will be a manufacturer
for the purpose of the UK MiFIR Product Governance Rules.
Prohibition of sales to EEA Retail Investors If the relevant Final Terms in respect of any Notes
includes a legend entitled "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 MiFID II; (ii) a customer within the meaning of Directive
(EU) 2016/97 (the "Insurance Distribution 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 Regulation. 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.
Prohibition of sales to UK Retail Investors If the relevant Final Terms in respect of any Notes
includes a legend entitled "Prohibition of Sales to UK 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 United Kingdom ("UK"). For these purposes, a retail investor means a person who is one (or
more) of: (i) a retail client as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part
of domestic law in the UK by virtue of the European Union (Withdrawal) Act 2018 (as amended, the "EUWA");
or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (the
"FSMA") and any rules or regulations made under the FSMA to implement the Insurance Distribution
Directive, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1)
of Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the EUWA ("UK
MiFIR"); or (iii) not a qualified investor as defined in the Prospectus Regulation as it forms part of domestic
law in the UK by virtue of the EUWA (the "UK Prospectus Regulation"). Consequently, no key information
document required by the PRIIPs Regulation as it forms part of domestic law in the UK by virtue of the EUWA
(the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail
investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them
available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
5

Singapore SFA Product Classification In connection with Section 309B of the Securities and Futures
Act (Chapter 289) of Singapore (as modified or amended from time to time, the "SFA") and the Securities and
Futures (Capital Markets Products) Regulations 2018 of Singapore (the "CMP Regulations 2018"), unless
otherwise specified before an offer of Notes, the Issuers have each determined, and hereby notify all relevant
persons (as defined in Section 309A(1) of the SFA), that the Notes are `prescribed capital markets products' (as
defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-
N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on
Investment Products).
The Notes may be sold only to purchasers purchasing, or deemed to be purchasing, as principal that are
accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions or subsection 73.3(1) of
the Securities Act (Ontario), and are permitted clients, as defined in National Instrument 31-103 Registration
Requirements, Exemptions and Ongoing Registrant Obligations. Any resale of the Notes must be made in
accordance with an exemption from, or in a transaction not subject to, the prospectus requirements of applicable
securities laws. Securities legislation in certain provinces or territories of Canada may provide a purchaser with
remedies for rescission or damages if this Base Prospectus (including any amendment thereto) contains a
misrepresentation, provided that the remedies for rescission or damages are exercised by the purchaser within
the time limit prescribed by the securities legislation of the purchaser's province or territory. The purchaser
should refer to any applicable provisions of the securities legislation of the purchaser's province or territory for
particulars of these rights or consult with a legal advisor. If applicable, pursuant to section 3A.3 (or, in the case
of securities issued or guaranteed by the government of a non-Canadian jurisdiction, section 3A.4) of National
Instrument 33-105 Underwriting Conflicts (NI 33-105), the Dealers are not required to comply with the
disclosure requirements of NI 33-105 regarding underwriter conflicts of interest in connection with this
offering.
THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE
SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF
THE UNITED STATES, THE NOTES MAY NOT BE OFFERED OR SOLD INTO OR WITHIN THE
UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED
IN REGULATION S UNDER THE SECURITIES ACT ("REGULATION S")) OR TO ANY PERSON
OR ADDRESS IN THE UNITED STATES, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR
IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND APPLICABLE STATE OR LOCAL SECURITIES LAWS. THE NOTES
SOLD IN BEARER FORM ARE SUBJECT TO U.S. TAX LAW REQUIREMENTS. ACCORDINGLY,
NOTES SOLD IN BEARER FORM MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE
UNITED STATES OR TO U.S. PERSONS EXCEPT TO THE EXTENT PERMITTED BY THE
DEALER AGREEMENT (AS DEFINED HEREIN).
THE NOTES ARE BEING OFFERED AND SOLD OUTSIDE THE UNITED STATES TO NON-
U.S. PERSONS IN RELIANCE ON REGULATION S AND WITHIN THE UNITED STATES TO
"QUALIFIED INSTITUTIONAL BUYERS" IN RELIANCE ON RULE 144A. FOR A DESCRIPTION
OF THESE AND CERTAIN FURTHER RESTRICTIONS ON OFFERS, SALES AND TRANSFERS OF
NOTES AND DISTRIBUTION OF THIS PROSPECTUS SEE "SUBSCRIPTION AND SALE" AND
"TRANSFER RESTRICTIONS". THIS PROSPECTUS HAS BEEN PREPARED BY THE ISSUERS
FOR USE IN CONNECTION WITH THE OFFER AND SALE OF THE NOTES AND FOR THE
LISTING OF NOTES ON THE LUXEMBOURG STOCK EXCHANGE.
THE NOTES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE U.S. SECURITIES
AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION IN THE UNITED
STATES OR ANY OTHER U.S. REGULATORY AUTHORITY, NOR HAVE ANY OF THE
FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING
OF NOTES OR THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.
In this Prospectus, unless otherwise specified or the context otherwise requires, references to "",
"EUR", "Euro" and "euro" are to the lawful currency of the EU Member States that adopt the single currency
introduced in accordance with the Treaty establishing the European Community, as amended, to "U.S.$", "$"
and "U.S. dollars" are to United States dollars, to "£", "sterling" and "pounds sterling" are to the lawful
currency of the United Kingdom, to "ZAR" are to the lawful currency of South Africa, to "MZM" and
"metical" are to the lawful currency of Mozambique, to "pataca" are to the lawful currency of the Macau
6

Special Administrative Region in the People's Republic of China and to "CVE" are to the lawful currency of
Cape Verde.
Any websites included in this Prospectus are for information purposes only and do not form part of this
Prospectus.
7

TABLE OF CONTENTS
Page
GENERAL DESCRIPTION OF THE PROGRAMME ..................................................................................... 9
RISK FACTORS ...............................................................................................................................................19
DOCUMENTS INCORPORATED BY REFERENCE .....................................................................................51
PROSPECTUS SUPPLEMENT .......................................................................................................................53
FORWARD-LOOKING STATEMENTS ..........................................................................................................54
TERMS AND CONDITIONS OF THE NOTES ..............................................................................................55
OVERVIEW OF PROVISIONS RELATING TO THE NOTES CLEARED THROUGH EUROCLEAR OR
CLEARSTREAM WHILE IN GLOBAL FORM .....................................................................................99
BOOK ENTRY NOTES HELD THROUGH INTERBOLSA ........................................................................104
USE OF PROCEEDS ......................................................................................................................................106
DESCRIPTION OF THE CGD GROUP ........................................................................................................107
DESCRIPTION OF CAIXA GERAL DE DEPÓSITOS, FRANCE BRANCH ..............................................146
TAXATION .....................................................................................................................................................148
CLEARING AND SETTLEMENT .................................................................................................................164
SUBSCRIPTION AND SALE ........................................................................................................................168
TRANSFER RESTRICTIONS .......................................................................................................................174
FORM OF FINAL TERMS .............................................................................................................................175
GENERAL INFORMATION ..........................................................................................................................186
ANNEX ALTERNATIVE PERFORMANCE MEASURES ........................................................................189
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GENERAL DESCRIPTION OF THE PROGRAMME
The following overview is qualified in its entirety by the remainder of this Prospectus. Words or
expressions defined or used in "Terms and Conditions of the Notes", which includes the provisions of the
relevant Final Terms, shall have the same meaning herein.
Issuers
Caixa Geral de Depósitos, S.A. ("CGD")
CGD may also issue Notes through its French branch,
Caixa Geral de Depósitos, S.A. ("CGDFB")
As at the date of this Prospectus, CGD will not issue syndicated
Notes until (i) an appropriate resolution has been passed by its
Board of Directors (or Executive Committee) and (ii) the Dealers
have been provided with a legal opinion from CGD's external
legal advisers in Portugal. For non-syndicated issues, see
"General Information" below.
Legal Entity Identifier (LEI)
TO822O0VT80V06K0FH57 (Caixa Geral de Depósitos, S.A.).
Website of the Issuers:
https://www.cgd.pt/English/
Description
Euro Medium Term Note Programme.
Size
Up to 15,000,000,000 (or the equivalent in other currencies at
the date of issue) aggregate nominal amount of Notes
outstanding at any one time.
Arranger
BofA Securities Europe SA
Dealers
Bayerische Landesbank
BNP PARIBAS
BofA Securities Europe SA
Caixa-Banco de Investimento, S.A.
Caixa Geral de Depósitos, S.A.
Commerzbank Aktiengesellschaft
Deutsche Bank Aktiengesellschaft
HSBC Continental Europe
ING Bank N.V.
J.P. Morgan AG
Mediobanca - Banca di Credito Finanziario S.p.A.
Mizuho Securities Europe GmbH
Morgan Stanley Europe SE
MUFG Securities (Europe) N.V.
Natixis
NatWest Markets N.V.
Nomura Financial Products Europe GmbH
Société Générale
UBS Europe SE
UniCredit Bank AG
The Issuers may from time to time terminate the appointment of
any Dealer under the Programme or appoint additional dealers
either in respect of one or more Tranches or in respect of the
whole Programme. References in this Prospectus to "Permanent
Dealers" are to the persons listed above as Dealers and to such
additional persons that are appointed as Dealers in respect of the
whole Programme (and whose appointment has not been
terminated) and to "Dealers" are to all Permanent Dealers and all
persons appointed as a dealer in respect of one or more Tranches.
Trustee
Citicorp Trustee Company Limited
Issuing and Paying Agent in respect of
Citibank, N.A., London Branch
Notes other than Book Entry Notes
9

Portuguese Paying Agent in respect of
Caixa Geral de Depósitos, S.A.
Book Entry Notes
Method of Issue
The Notes will be issued on a syndicated or non-syndicated
basis. The Notes will be issued in series (each a "Series") having
one or more issue dates and on terms otherwise identical (or
identical other than in respect of the first payment of interest),
the Notes of each Series being intended to be interchangeable
with all other Notes of that Series. Each Series may be issued in
tranches (each a "Tranche") on the same or different issue dates.
The specific terms of each Tranche (which will be completed,
where necessary, with supplemental terms and conditions and,
save in respect of the issue date, issue price, first payment of
interest and nominal amount of the Tranche, will be identical to
the terms of other Tranches of the same Series) will be completed
in the final terms document (the "Final Terms").
Issue Price
The Final Terms will specify the Issue Price. Notes may be
issued at their nominal amount or at a discount or premium to
their nominal amount.
Ratings
CGD has been rated B (short term) and BB+ (long term) by
Fitch, P-3 (short term) and Baa3 (long term) by Moody's and R-
2 (high) (short term) and BBB (long term) by DBRS.
As per the rating services of Fitch, obligations rated "B" indicate
that material default risk is present, but a limited margin of safety
remains. Financial commitments are currently being met;
however, capacity for continued payment is vulnerable to
deterioration in the business and economic environment.
Obligations rated "BB" indicate an elevated vulnerability to
default risk, particularly in the event of adverse changes in
business or economic conditions over time; however, business or
financial flexibility exists that supports the servicing of financial
commitments. The modifier "+" appended to the rating denotes
relative status within major rating categories.
Source: https://www.fitchratings.com/products/rating-
definitions#rating-scales
As per the ratings services of Moody's, P-3 issuers (or
supporting institutions) rated "Prime-3" have an acceptable
ability to repay short-term obligations. Obligations rated "Baa"
are subject to moderate credit risk. They are considered
medium-grade and as such may possess speculative
characteristics. The modifier "3" indicates a ranking in the
lower end of that generic rating category.
Source: https://ratings.moodys.io/ratings#rating-scale
As per the rating services of DBRS, a rating of "R-2 (high)"
(according to DBRS's Commercial Paper and Short-Term Debt
Rating Scale) indicate the obligations fall within the upper end
of adequate credit quality. The capacity for the payment of short-
term financial obligations as they fall due is acceptable but may
be vulnerable to future events. A rating of "BBB" (according to
DBRS' Long Term Obligations Scale) indicates adequate credit
quality. The capacity for the payment of financial obligations is
considered acceptable but may be vulnerable to future events.
Sources:
Short Term
https://www.dbrsmorningstar.com/document/236749.pdf?Expir
es=1598615468&Policy=eyJTdGF0ZW1lbnQiOlt7IlJlc291cm
10