Obligation Axys 2.875% ( US05463CAD48 ) en USD

Axys

100 % ▲

Inde

US05463CAD48 ( en USD )

2.875% par an ( paiement semestriel )

31/05/2021 - Obligation échue

Prospectus brochure de l'obligation Axis US05463CAD48 en USD 2.875%, échue

200 000 USD

500 000 000 USD

05463CAD4

BB+ ( Spéculatif )

Baa3 ( Qualité moyenne inférieure )

AXIS Communications est un leader mondial dans la fourniture de solutions de vidéosurveillance réseau, incluant des caméras, des logiciels et des services.

L'Obligation émise par Axys ( Inde ) , en USD, avec le code ISIN US05463CAD48, paye un coupon de 2.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/05/2021

L'Obligation émise par Axys ( Inde ) , en USD, avec le code ISIN US05463CAD48, a été notée Baa3 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Axys ( Inde ) , en USD, avec le code ISIN US05463CAD48, a été notée BB+ ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

FINAL VERSION
PRICING TERM SHEET

AXIS BANK LIMITED
acting through its Dubai International Financial Centre Branch
U.S.$500,000,000 2.875 per cent. Notes due 2021
issued under the U.S.$5,000,000,000 Medium Term Note Programme
PRICING TERM SHEET
May 23, 2016

Issuer:
Axis Bank Limited, acting through its Dubai
International Financial Centre Branch
Issue Rating:
Baa3 (Moody's), BBB- (S&P), BBB- (Fitch)
Type:
Senior Notes
Market:
Rule 144A and Regulation S
Currency:
U.S. Dollars
Issue Size:
U.S.$500,000,000
Net Proceeds (after deducting commission):
U.S.$496,145,000
Denominations:
U.S.$200,000 and integral multiples of U.S.$1,000
in excess thereof
Tenor:
5 years
Issue Date:
June 1, 2016
Settlement Date:
June 1, 2016
Maturity Date:
June 1, 2021
Issue Price:
99.479 per cent.
Interest Rate:
2.875 per cent. per annum (payable semi-annually)
Interest Payment Dates:
June 1 and December 1 of each year
Benchmark:
UST 5 Yr
Benchmark Yield:
1.388 per cent.
Re-offer Yield
2.988 per cent.
Re-offer UST Spread:
UST + 160 basis points
Day Count Fraction:
30/360
Listing:
London (PSM) and Singapore (SGX)
Law:
English law
CUSIP:
05463CAD4 (Rule 144A
ISIN:
US05463CAD48 (Rule 144A)
XS1410341389 (Regulation S)
Common Codes:
141033948 (Rule 144A)
141034138 (Regulation S)
Clearing:
Rule 144A (DTC), Regulation S (Euroclear and
Clearstream Luxembourg)
Form of the Notes:
Registered Global Notes
Joint Lead Managers:
Axis Bank Limited, Singapore Branch
Citigroup Global Markets Singapore Pte. Ltd.
Crédit Agricole Corporate and Investment Bank
The Hongkong and Shanghai Banking Corporation
Limited
J.P. Morgan Securities plc
Merrill Lynch International
Standard Chartered Bank
Reasons for the Offer:
The net proceeds of the issue of the Notes will be
used to fund Eligible Green Projects as defined and
described in Annex A hereto entitled "Notes being
issued as Green Bonds"
Registrar:
Bank of New York Mellon

Before you invest, you should read the offering circular dated May 17, 2016, (the Offering Circular) for
more complete information about the Issuer and this offering. Any Joint Lead Manager participating in the
offering will arrange to send you the Offering Circular if you request it.

AMENDMENT TO THE OFFERING CIRCULAR

The Offering Circular is hereby amended so that reference to gross non-performing loans as a percentage of
gross loans for the year ended March 31, 2016 in the table on page 121 being "1.78" is replaced with "1.71".

This term sheet is qualified in its entirety by reference to the Offering Circular. The information in
this term sheet supplements the Offering Circular and supersedes the information therein to the extent
that there are any inconsistencies.

The Notes have not been, and will not be, registered under the US Securities Act of 1933, as amended
(the "Securities Act"), or any state or other securities laws, and are being offered and sold within the
United States only to qualified institutional buyers in reliance on Rule 144A under the Securities Act,
and outside the United States in reliance on Regulation S under the Securities Act. Prospective
purchasers are hereby notified that a seller of any Note may be relying on the exemption from the
provisions of Section 5 of the Securities Act provided by Rule 144A. No public offering of securities
will be made in the United States.

Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to
revision or withdrawal at any time.

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ANNEX A
NOTES BEING ISSUED AS GREEN BONDS

This Annex A supplements and amends the Offering Circular dated May 17, 2016 (the Offering
Circular), in particular the disclosure under "Risk Factors" and "Use of Proceeds", and should be read in
conjunction with the Offering Circular. Terms defined in the Offering Circular have the same meanings
herein.

This Annex A is in connection with the Notes being offered as "green bonds", meaning those in
alignment with the pre-issuance requirements of the Climate Bonds Standard Version 2.0 issued by the
Climate Bond Initiative (Green Bonds). In that regard, KPMG India (KPMG) has issued an independent
limited assurance statement (the Assurance Report) and the Climate Bond Initiative has issued a certificate
that the issue of the Notes has met the relevant criteria set by the Climate Bonds Standard Board (the CBI
Certificate), in each case with respect to the Bank's Green Bond Framework (as defined and described in
further detail below).

ADDITIONAL RISK FACTORS

The Notes may not be a suitable investment for all investors seeking exposure to green assets.
At the Bank's request, KPMG India has issued the Assurance Report and the Climate Bond Initiative has
issued the CBI Certificate, in each case with respect to the Banks's Green Bond Framework. Neither of the
Assurance Report or the CBI Certificate is incorporated into, nor does either form part of, the Offering
Circular. Neither the Bank nor the Joint Lead Managers make any representation as to the suitability of the
Assurance Report or the CBI Certificate. Neither of the Assurance Report or the CBI Certificate is a
recommendation to buy, sell or hold securities and each is only current as of the respective date that it was
initially issued. The Bank has agreed to certain reporting and use of proceeds obligations as described herein;
however, it will not be an Event of Default under the Terms and Conditions of the Notes if the Bank fails to
comply with such obligations. A withdrawal of the Assurance Report or the CBI Certificate may affect the
value of the Notes and may have consequences for certain investors with portfolio mandates to invest in
green assets.

USE OF PROCEEDS

Funding of Eligible Green Projects
The Bank will allocate the net proceeds from the sale of the Notes for the financing of Eligible
Green Projects (as defined below) in accordance with the Bank's Green Bond Framework.

Eligible Green Projects include:

1. Renewable Energy Projects:
Solar: Eligible projects include those that operate or are under construction to operate in one or more
of the following activities:
- solar electricity generation facilities where a minimum of 85% of electricity generated from the
facility is derived from solar energy resources; or
- wholly dedicated transmission infrastructure for solar electricity generation facilities.

Wind: Eligible projects include those that operate or are under construction to operate in one or more
of the following activities:
- the development, construction and operation of wind farms;
- operational production or manufacturing facilities wholly dedicated to wind energy development;
or
- wholly dedicated transmission infrastructure for wind farms.

Hydro: Eligible projects include those which are small hydro projects (a capacity of 15 mega watts or
less) and run of the river hydro projects and will conform to Climate Bonds Initiative's standards with

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regards to these. These projects will only be included after Climate Bonds Initiative's standards for
hydro power are in place.

2. Low Carbon Transport Projects:
- infrastructure, infrastructure upgrades, rolling stock and vehicles for electric public transport,
including electric rail, trams, trolleybuses, cable cars and buses with no direct emissions (electric
and hydrogen); or
- bus Rapid Transit (BRT) systems, including components of any BRT project meeting a bronze,
silver or gold score under the BRT Standard, as developed by the Institute of Transportation and
Development Policy.

3. Low Carbon Buildings Projects
For Commercial Buildings located in cities which:
- have achieved Leadership in Energy and Environmental Design (LEED) of gold or platinum
certification, or equivalent under other building standards;
- have achieved a minimum 30% emissions improvement against ASHRAE 90.1 criteria (a part of
the LEED standard) or equivalent level of additional emissions improvements under other
building standards; or
- have met the carbon standards set in the IFC's Edge Green Buildings Certification System or as
required by the equivalent building standard.

THE BANK'S GREEN BOND FRAMEWORK

Green Bond Framework Overview
The Bank's green bond framework sets out how the Bank proposes to raise Green Bonds and to use
the proceeds of those issuances to invest in renewable energy, urban mass transport and energy efficient
buildings in a manner that is consistent with the Bank's sustainable values (the Green Bond Framework).

The Green Bond Framework is established in accordance with the Climate Bonds Standard version
2.0. This framework also adheres to the Green Bond Principles, 2015 issued by the International Capital
Markets Association (ICMA). The Bank has addressed the four pillars of ICMA's Green Bond Principles
and is committed to annual reporting on the use of proceeds for the lifetime of any bond issued under the
Green Bond Framework, including the Notes offered hereby.
The Bank's Sustainability Values
Sustainability is an integral part of the Bank's ethos. The Bank believes in creating value for all its
stakeholders while contributing to environmental sustainability and societal development. In 2014, the Bank
developed a sustainability framework, which integrates stakeholder focus into the Bank's long term vision
and strategy. This sustainability framework is built on five pillars:

(1) Customers to consistently enhance customer service by focusing on customer experience,
innovation and quality assurance to deliver superior "Axis Experience".

(2) Shareholders and Providers of Capital to actively engage with shareholders and
providers of capital to create value.

(3) People to create and a sustain diverse work culture through improving organisational
effectiveness, providing a safe and ethical work environment and maintaining stability and
sustainability amidst the rapidly changing business environment and growth.

(4) Environment to promote environmental sustainability and equitable growth through
sustainable lending practices and to reduce any environment impact due to the Bank's operations
by actively managing the Bank's environmental footprint and supporting customers in making
"green banking" choices.

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(5) Communities to create and sustain a mechanism that will propagate sustainable livelihoods
and contribution back to society across various segments.

Selection and Evaluation of Eligible Green Projects
The Bank's Corporate Credit Group will perform the credit assessment and due diligence of Eligible
Green Projects. For any Eligible Green Projects as described above under "Use of Proceeds", the Corporate
Credit Group wil also undertake a preliminary assessment of projects on the basis of the Bank's Green Bond
Framework criteria. If the criteria are met, the respective project or asset, as the case may be, will be
nominated for allocation of proceeds pursuant to the Green Bond Framework.

A Green Bond Committee has been established to approve the nomination made by the Corporate
Credit Group. The Green Bond Committee consists of the Head of Treasury, the Head of ALM/ Funding, the
Head of the Ethics and Sustainability Department and the Head of the Sustainable Lending in the Corporate
Credit Group. Each project requires sign-off from all committee members to be considered eligible for
allocation of proceeds pursuant to the Green Bond Framework.

Earmarking of Funds
The Bank will maintain a dedicated register for tracking the use of proceeds for the issue of the
Notes. Any unallocated proceeds will be invested in money market instruments, treasury bills and
government securities.

Reporting
The Bank will report the use of proceeds for the issue of the Notes through a separate section in the
Annual Sustainability Report, which is published on the Bank's website.

Assurance
The Bank's Green Bond Framework has been reviewed by KPMG and certified by the Climate Bond
Initiative for the issue of the Notes. Post issuance, KPMG will provide assurance that Eligible Green Projects
continue to be in alignment with the Green Bond Framework. In addition to the Notes, any subsequent green
bonds issued will also undergo the same selection and nomination process and be verified by the relevant
committees. The Bank will also receive post-issuance certification from the Climate Bonds Initiative to
assure continued adherence to the Green Bond Framework. This post issuance certification by the Climate
Bond Initiative is expected to be obtained within one year after issuance of the Notes and will be published
on the Bank's website.

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