Obligation Swiss Credit (New York Branch) 1.75% ( US22546QAT40 ) en USD

Swiss Credit (New York Branch)

100 % ⇌

Suisse

US22546QAT40 ( en USD )

1.75% par an ( paiement semestriel )

29/01/2018 - Obligation échue

Prospectus brochure de l'obligation Credit Suisse (New York Branch) US22546QAT40 en USD 1.75%, échue

250 000 USD

2 000 000 000 USD

22546QAT4

N/A

Credit Suisse (New York Branch) est une succursale américaine de la banque suisse Credit Suisse, offrant une gamme de services financiers aux clients institutionnels et privés.

L'Obligation émise par Swiss Credit (New York Branch) ( Suisse ) , en USD, avec le code ISIN US22546QAT40, paye un coupon de 1.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 29/01/2018

424B2 1 a2222861z424b2.htm 424B2
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TABLE OF CONTENTS
TABLE OF CONTENTS
CALCULATION OF THE REGISTRATION FEE

Maximum Aggregate
Amount of
Title of Each Class of Securities Offered

Offering Price

Registration Fee(1)

$2,000,000,000 1.750% Senior Notes due 2018
$
2,000,000,000 $
232,400

$750,000,000 Floating Rate Senior Notes due 2018
$
750,000,000 $
87,150

(1)
The total filing fee of $319,550 is calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-180300-03
PRICING SUPPLEMENT TO PROSPECTUS SUPPLEMENT DATED
MARCH 23, 2012 TO PROSPECTUS DATED MARCH 23, 2012
Credit Suisse AG,
acting through its New York Branch
$2,000,000,000 1.750% Senior Notes due 2018
$750,000,000 Floating Rate Senior Notes due 2018
Credit Suisse AG, a corporation organized under the laws of, and duly licensed as a bank in, Switzerland, which we refer to as the "Bank,"
acting through its New York branch, which we refer to as the "Branch," is offering its 1.750% Senior Notes due 2018, which we refer to as the
"Fixed Rate Notes" and its Floating Rate Senior Notes due 2018, which we refer to as the "Floating Rate Notes" and, collectively, the "Notes."
Each of the Fixed Rate Notes and the Floating Rate Notes will be a separate tranche of the senior medium-term notes, as described in the
accompanying prospectus supplement and prospectus.
We will pay interest on the Fixed Rate Notes each January 29 and July 29. The first interest payment on the Fixed Rate Notes will be made on
July 29, 2015. The Fixed Rate Notes will bear interest at a fixed rate of 1.750% per annum. We will pay interest on the Floating Rate Notes on
each January 29, April 29, July 29 and October 29. The first interest payment on the Floating Rate Notes will be made on April 29, 2015. The
interest rate per annum on the Floating Rate Notes will reset quarterly and will be equal to three-month LIBOR plus 0.690% as described under
"Description of the Notes--Interest Payments on the Notes." The Notes will mature on January 29, 2018.
We may redeem the Notes of either tranche upon the occurrence of certain tax events at the principal amount of the Notes being redeemed
plus accrued interest. There is no sinking fund for the Notes.
The Notes will not be listed or displayed on any securities exchange or included in any interdealer market quotation system.
The Notes of each tranche will constitute our unsecured obligations and will rank prior to all of our subordinated indebtedness and on an
equal basis with all of our other senior unsecured indebtedness as described herein. The Fixed Rate Notes and the Floating Rate Notes will rank
pari passu with each other.
Underwriting
Price to
Discounts and
Proceeds to

Public (1)

Commissions

the Bank(1)
Per Fixed Rate Note

99.942%

0.250%

99.692%
Total

$1,998,840,000
$5,000,000

$1,993,840,000
Per Floating Rate Note

100%

0.250%

99.750%
Total

$750,000,000
$1,875,000

$748,125,000
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(1)
Plus accrued interest, if any, from January 29, 2015.
The Notes are not deposit liabilities and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency of the
United States, Switzerland or any other jurisdiction. The Notes do not have the benefit of any agency or governmental guarantee.
Credit Suisse Securities (USA) LLC, one of the underwriters, is an indirect subsidiary of the Bank. As a result of this conflict of interest, the
offering is being conducted in accordance with the applicable provisions of Rule 5121 of the Financial Industry Regulatory Authority, Inc.
("FINRA"). See "Underwriting--Conflicts of Interest."
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities
or determined if this pricing supplement or the prospectus supplement or prospectus to which it relates is truthful or complete. Any
representation to the contrary is a criminal offense.
Delivery of the Notes in book-entry form will be made through The Depository Trust Company, which we refer to as "DTC," on or about
January 29, 2015. You may elect to hold interests in the Notes through either DTC (in the United States), or Clearstream Banking, société
anonyme, which we refer to as "Clearstream, Luxembourg," or Euroclear Bank, S.A./N.V., or its successor, as operator of the Euroclear System,
which we refer to as "Euroclear"(outside of the United States), if you are participants of such systems, or indirectly through organizations which are
participants in such systems. Interests held through Clearstream, Luxembourg and Euroclear will be recorded on DTC's books as being held by the
U.S. depositary for each of Clearstream, Luxembourg and Euroclear, which U.S. depositaries will in turn hold interests on behalf of their
participants' customers' securities accounts.
Credit Suisse
MFR Securities, Inc.

Mischler Financial Group, Inc.
Ramirez & Co., Inc.

The date of this pricing supplement is January 26, 2015
In this pricing supplement, unless otherwise specified or the context otherwise requires, references to "we," "us," "our" and the "Bank" are to
Credit Suisse AG and references to the "Branch" are references to the Bank's New York branch.
We are responsible for the information contained and incorporated by reference in this pricing supplement and the accompanying
prospectus supplement and prospectus. We have not authorized anyone to provide you with information that is different and we take no
responsibility for any other information that others may give you. This pricing supplement and the accompanying prospectus supplement
and prospectus may only be used where it is legal to sell the Notes. You should assume that the information in this pricing supplement and
the accompanying prospectus supplement and prospectus is accurate as of the date of this pricing supplement only.
The Bank, acting through the Branch, is offering the Notes globally for sale in those jurisdictions in the United States, Europe, Asia and
elsewhere where it is lawful to make such offers. The distribution of this pricing supplement and the accompanying prospectus supplement and
prospectus and the offering of the Notes in some jurisdictions may be restricted by law. If you possess this pricing supplement and the
accompanying prospectus supplement and prospectus, you should find out about and observe these restrictions. This pricing supplement and the
accompanying prospectus supplement and prospectus are not an offer to sell the Notes and are not soliciting an offer to buy the Notes in any
jurisdiction where the offer or sale is not permitted or where the person making the offer or sale is not qualified to do so or to any person to whom
it is not permitted to make such offer or sale. We refer you to the information under "Underwriting" in this pricing supplement and under "Plan of
Distribution (Conflicts of Interest)" in the accompanying prospectus supplement.
Unless otherwise specified or the context otherwise requires, references in this pricing supplement to "Swiss francs" or "CHF" are to the
lawful currency of Switzerland and references to "dollars" or "$" are to the lawful currency of the United States. The exchange rate between the
Swiss franc and the dollar on January 16, 2015 was CHF 0.8488 = $1.00.
The Bank's and Credit Suisse Group AG's consolidated financial statements and other consolidated financial information, which are
incorporated by reference into this pricing supplement and the accompanying prospectus supplement and prospectus, have been prepared in
accordance with accounting principles generally accepted in the United States of America, which we refer to as U.S. GAAP. The Bank's and
Credit Suisse Group AG's consolidated financial statements are stated in Swiss francs.
PS-2
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USE OF PROCEEDS
The net proceeds from this offering will be approximately $2.742 billion after deducting underwriting discounts and commissions and certain
offering expenses. We intend to use the net proceeds for our general corporate purposes, outside Switzerland, unless use in Switzerland is
permitted under the Swiss taxation laws in force from time to time without payments in respect of the Notes becoming subject to withholding or
deduction for Swiss withholding tax as a consequence of such use of proceeds in Switzerland.
RATIO OF EARNINGS TO FIXED CHARGES
The table below sets forth the Bank's ratio of earnings to fixed charges for the periods indicated.

Six Months

Year Ended December 31,

Ended
June 30,

2014

2013

2012

2011

2010

2009

Ratio of Earnings to Fixed Charges(1)

1.15
1.21 1.16 1.09 1.29 1.45
(1)
For purposes of calculating the ratio of earnings to fixed charges, earnings consist of profit/loss from continuing operations
before taxes, extraordinary items, cumulative effect of changes in accounting principles and non-controlling interests less
income from investments in associates plus fixed charges. Fixed charges for these purposes consist of (a) interest expense,
(b) a portion of premises and real estate expenses, deemed representative of the interest factor and (c) preferred dividend
requirements in connection with preferred securities of subsidiaries.
PS-3
DESCRIPTION OF THE NOTES
The following description of the terms of each tranche of Notes supplements the description of the general terms and provisions of the debt
securities set forth under the heading "Description of Notes" in the accompanying prospectus supplement and under the heading "Description of
Debt Securities" in the accompanying prospectus, to which description you should refer. Such general terms and provisions as supplemented
hereby apply to the relevant tranche of Notes. If there are any differences between this pricing supplement and the accompanying prospectus
supplement or prospectus, this pricing supplement will prevail.
General
The Notes of each tranche will be issued under a senior indenture, dated as of March 29, 2007, as supplemented by a second supplemental
indenture, dated as of March 25, 2009, in each case between the Bank and The Bank of New York Mellon (formerly known as The Bank of New
York), as trustee. We refer to such senior indenture, as supplemented by such second supplemental indenture, as the "indenture." The following
summaries of certain provisions of the indenture do not purport to be complete, and are subject to, and are qualified in their entirety by reference
to, all the provisions of the indenture, including the definitions in the indenture of certain terms.
We may, acting through the Branch and without consent of the holders of the Notes, increase the principal amount of the Fixed Rate Notes or
the Floating Rate Notes on the same terms and conditions and with the same CUSIP number as the Fixed Rate Notes or the Floating Rate Notes,
respectively, being offered hereby, as more fully described in "--Further Issues" below.
The Notes of each tranche will constitute our unsecured obligations and will rank prior to all of our subordinated indebtedness and on an equal
basis with all of our other senior unsecured indebtedness. The Fixed Rate Notes and the Floating Rate Notes will rank pari passu with each other
for all purposes under the indenture.
We may redeem the Notes of either tranche upon the occurrence of certain tax events at the principal amount of the Notes being redeemed plus
accrued interest, as more fully described under the heading "Description of Debt Securities--Tax Redemption" in the accompanying prospectus.
Except as otherwise described herein or therein, we cannot redeem the Notes prior to maturity and the Notes are not callable by us or puttable by
you. We may at any time purchase the Notes at any price in the open market, in private transactions or otherwise. Such purchased Notes may, at
our discretion, be held, resold or surrendered to the trustee for cancellation. There is no sinking fund for the Notes.
The Notes will not be listed or displayed on any securities exchange or included in any interdealer market quotation system.
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"Business Day" with respect to the Notes means any day that is not a Saturday or Sunday and that is not a day on which banking institutions
are generally authorized or obligated by law, regulation or executive order to close in The City of New York or any other place of payment with
respect to the Notes.
"London Business Day" means any day that is both a Business Day and a day on which dealings in deposits in dollars are transacted, or with
respect to any future date are expected to be transacted, in the London interbank market.
The Fixed Rate Notes are being issued in an aggregate principal amount of $2,000,000,000. The Floating Rate Notes are being issued in an
aggregate principal amount of $750,000,000. The Notes will mature on January 29, 2018 (the "Maturity Date"). Unless previously redeemed as
provided herein, the Notes will mature at par. The Notes will be issued in the form of one or more fully registered global securities in
denominations of $250,000 and integral multiples of $1,000 in excess thereof.
PS-4
Interest Payments on the Notes
Interest on the Notes will begin to accrue on January 29, 2015. We will pay interest on the Fixed Rate Notes on January 29 and July 29 of each
year beginning on July 29, 2015. We will pay interest on the Floating Rate Notes on January 29, April 29, July 29 and October 29 of each year
beginning on April 29, 2015. Each day on which interest on a tranche of Notes is payable is an "Interest Payment Date" for that tranche.
Interest periods for each tranche of Notes will begin on and include each Interest Payment Date for that tranche and end on but exclude the
next succeeding Interest Payment Date for that tranche, except that the initial interest period for that tranche will begin on and include the issue
date for that tranche and end on but exclude the first Interest Payment Date for that tranche. Each such period in respect of which interest on a
tranche of Notes is payable is an "Interest Period" for that tranche.
If an Interest Payment Date (or the Maturity Date or any redemption date) for the Fixed Rate Notes would fall on a day that is not a Business
Day, payment of interest or principal otherwise payable on such date shall not be made on such date, but shall be made on the next succeeding
Business Day with the same force and effect as if made on the Interest Payment Date or on the Maturity Date or any redemption date, and no
interest shall accrue for the period from and after the Interest Payment Date or the Maturity Date or any redemption date to such next succeeding
Business Day.
If an Interest Payment Date (other than the Maturity Date but including any redemption date) for the Floating Rate Notes would fall on a day
that is not a Business Day, such Interest Payment Date (or any redemption date) shall be the following day that is a Business Day, and interest shall
accrue, and be payable with respect to such payment for the period from the originally-scheduled Interest Payment Date (or any redemption date)
to such following Business Day, except that if such next Business Day falls in the next calendar month, the Interest Payment Date (or any
redemption date) shall be the immediately preceding day that is a Business Day and interest shall accrue to, and be payable on, such preceding
Business Day. If the Maturity Date falls on a day that is not a Business Day, the required payment of interest or principal shall be made on the next
succeeding Business Day with the same force and effect as if made on the date such payment was due, and interest shall not accrue and be payable
with respect to such payment for the period from and after the Maturity Date to the date of such payment on the next succeeding Business Day.
The Fixed Rate Notes will bear interest at a fixed rate of 1.750% per annum. Interest on the Fixed Rate Notes will be calculated on the basis of
a 360-day year comprised of twelve 30-day months.
The Floating Rate Notes will bear interest for each Interest Period at a rate per annum determined by the calculation agent in the manner
described herein subject to the maximum rate permitted by New York or other applicable state law, as such law may be modified by United States
law of general application. The per annum rate at which interest on the Floating Rate Notes will be payable during each Interest Period will be
equal to three-month LIBOR on the interest determination date for that Interest Period plus 0.690%, determined in the manner described below.
"three-month LIBOR" means, with respect to any Interest Period for the Floating Rate Notes, the rate for deposits in dollars having maturities
of three months commencing on the first day of the relevant Interest Period, which appears on the Designated LIBOR Page, or a successor reporter
of such rates selected by the calculation agent and acceptable to us, as of approximately 11:00 a.m., London time, on the relevant interest
determination date. If such rate does not so appear on the Designated LIBOR Page as of approximately 11:00 a.m., London time, on an interest
determination date, the rate in respect of such Interest Period will be determined on the basis of the rates at which deposits in dollars are offered by
four major reference banks (which may include any underwriters, agents or their affiliates) in the London interbank market selected by the
calculation agent (after consultation with us)
PS-5
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at approximately 11:00 a.m., London time, on the relevant interest determination date to prime banks in the London interbank market for a period
of three months commencing on the first day of the relevant Interest Period and in a principal amount that is representative for a single transaction
in dollars in such market at such time. In such case, the calculation agent will request the principal London office at each of such major banks to
provide a quotation of such rate. If at least two rate quotations are provided in respect of such Interest Period, three-month LIBOR for that Interest
Period will be the arithmetic mean of such quotations. If fewer than two quotations are provided as requested in respect of such Interest Period,
three-month LIBOR for that Interest Period will be the arithmetic mean of the rates quoted by three major reference banks (which may include any
underwriters, agents or their affiliates) in New York, New York, selected by the calculation agent (after consultation with us), at approximately
11:00 a.m., New York time, on the relevant interest determination date for loans in dollars to leading European banks for a period of three months
commencing on the first day of the relevant Interest Period and in a principal amount that is representative for a single transaction in dollars in such
market at such time; provided, however, that if fewer than three reference banks so selected by the calculation agent to provide quotations are
quoting as described above, three-month LIBOR for such Interest Period will be the same as three-month LIBOR as determined for the previous
Interest Period.
"calculation agent" means The Bank of New York Mellon (formerly known as The Bank of New York), or its successor appointed by us,
acting as calculation agent.
"Designated LIBOR Page" means the display on LIBOR01 of Reuters (or any successor service) for the purpose of displaying the London
interbank offered rates of major banks for dollars (or such other page as may replace that page on that service (or any successor service) for the
purpose of displaying such rates).
"interest determination date" means, in respect of any Interest Period for the Floating Rate Notes, the second London Business Day before the
relevant Interest Period begins. Interest on the Floating Rate Notes will be calculated by multiplying the aggregate principal amount of Floating
Rate Notes by an accrued interest factor. The accrued interest factor will be computed by adding the interest factor calculated for each day in the
relevant Interest Period. The interest factor for each such day will be computed by dividing the interest rate applicable to such day (determined in
the manner described above) by 360.
With respect to the Floating Rate Notes, promptly upon the first day of each Interest Period, the calculation agent will notify us and, if the
trustee is not then serving as the calculation agent, the trustee, of the interest rate for the new Interest Period. Upon request of the holder, the
calculation agent will disclose the interest rate in effect for the Floating Rate Notes for such Interest Period. The interest rate determined by the
calculation agent, absent manifest error, shall be binding and conclusive upon us, the beneficial owners and holders of the Floating Rate Notes and
the trustee.
All percentages resulting from any calculation on the Notes will be rounded to the nearest one hundred-thousandth of a percentage point, with
five one millionths of a percentage point rounded upwards (e.g., 9.876545% (or .09876545)) would be rounded up to 9.87655 (or .0987655)), and
all dollar amounts used in or resulting from such calculation on the Notes will be rounded to the nearest cent (with one-half cent being rounded
upward).
Paying Arrangements. Each interest payment on each tranche of Notes shall be payable to holders of record of the Notes of such tranche as
they appear on the securities register of the Bank at the close of business on the corresponding record date. The "record date" for a particular
tranche of Notes will be, for so long as such Notes are in the form of global certificates, three Business Days prior to the relevant Interest Payment
Date and, in the event that any Notes of such tranche are not represented by one or more global certificates, the fifteenth day (whether or not a
Business Day) prior to the relevant
PS-6
Interest Payment Date. Interest payable on the Maturity Date or upon redemption will be paid to the same persons to whom principal of the Notes
of such tranche is payable.
Payment of Additional Amounts
All payments of principal and interest in respect of the Notes by the Bank will be made without withholding or deduction for, or on account of,
any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of Switzerland or the
United States, any political subdivision thereof or any authority therein or thereof having the power to tax, unless the withholding or deduction of
such taxes, duties, assessments or governmental charges is required by law. In that event, the Bank will pay such additional amounts as may be
necessary in order that the net amounts received by holders of the Notes after such withholding or deduction shall equal the amounts that would
have been receivable in respect of the Notes in the absence of such withholding or deduction, subject to customary exceptions.
Further Issues
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The Bank may from time to time, acting through the Branch and without notice to or the consent of the holders of the Notes, create and issue
further notes having the same terms and ranking pari passu with the Notes of a tranche offered by this pricing supplement in all respects (or in all
respects except for the payment of interest accruing prior to the issue date of such further notes or except for the first payment of interest following
the issue date of such further notes or the initial interest accrual date thereof). Such further notes will be consolidated and form a single issue with
the Notes of the applicable tranche being offered by this pricing supplement and will, except as aforesaid, have the same terms as to status,
redemption or otherwise as the Notes of such tranche being offered by this pricing supplement, and payments on such further notes in liquidation
will be made pro rata.
PS-7
UNDERWRITING
Under the terms and subject to the conditions contained in a distribution agreement dated May 7, 2007, incorporated by reference in a terms
agreement dated January 26, 2015 (collectively the "Distribution Agreement"), we have agreed to sell to the underwriters named below, for whom
Credit Suisse Securities (USA) LLC is acting as representative, the principal amount of the Notes set forth opposite the underwriter's name:
Principal Amount
Principal Amount
of the
of the
Underwriter

Fixed Rate Notes

Floating Rate Notes

Credit Suisse Securities (USA) LLC
$ 1,970,000,000 $
738,750,000
MFR Securities, Inc.

10,000,000
3,750,000
Mischler Financial Group, Inc.

10,000,000
3,750,000
Samuel A. Ramirez & Company, Inc.

10,000,000
3,750,000
?
?
?
?
?
?
?
?
Total
$ 2,000,000,000 $
750,000,000
?
?
?
?
?
?
?
?
?
?
?
? ?
?
? ?
?
?
?
?
?
?
?
?
The Distribution Agreement provides that the underwriters are obligated to purchase all of the Notes if any are purchased.
The underwriters propose to offer the Notes initially at the public offering price on the cover page of this pricing supplement and to selling
group members at that price less a selling concession of 0.150% per Fixed Rate Note and 0.150% per Floating Rate Note. The underwriters and
selling group members may allow a discount of 0.125% per Fixed Rate Note and 0.125% per Floating Rate Note on sales to other broker/dealers.
After the public offering, the underwriters may change the public offering price and concession and discount to broker/dealers.
We estimate that our out-of-pocket expenses for this offering will be $350,000.
Conflicts of Interest
Credit Suisse Securities (USA) LLC, one of the underwriters, is an indirect subsidiary of the Bank, which is the issuer of the Notes and will
receive all of the net proceeds of the offering. As a result of this conflict of interest, the offering is being conducted in accordance with the
applicable provisions of FINRA Rule 5121. Credit Suisse Securities (USA) LLC will not confirm sales to any accounts over which it exercises
discretionary authority without first receiving a written consent from the holders of those accounts.
In the ordinary course of business, certain of the underwriters and their affiliates have provided financial advisory, investment banking and
general financing and banking services for us and our affiliates for customary fees.
None of our broker-dealer subsidiaries or affiliates, including Credit Suisse Securities (USA) LLC, has any obligation to make a market in the
Notes and may discontinue any market-making activities at any time without notice, at its sole discretion.
We have agreed to indemnify the underwriters against liabilities under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or
contribute to payments that the underwriters may be required to make in that respect.
In connection with the offering, the underwriters may engage in stabilizing transactions, over-allotment transactions, syndicate covering
transactions, and penalty bids in accordance with Regulation M under the U.S. Securities Exchange Act of 1934, as amended (the "Exchange
Act"):
·
Stabilizing transactions permit bids to purchase the Notes so long as the stabilizing bids do not exceed a specified maximum.
PS-8
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·
Over-allotment involves sales by the underwriters of Notes in excess of the aggregate principal amount of Notes the underwriters
are obligated to purchase, which creates a syndicate short position.
·
Syndicate covering transactions involve purchases of Notes in the open market after the distribution has been completed in order to
cover syndicate short positions.
·
Penalty bids permit the representative to reclaim a selling concession from a syndicate member when the Notes originally sold by
the syndicate member are purchased in a stabilizing or syndicate covering transaction to cover syndicate short positions.
These stabilizing transactions, syndicate covering transactions and penalty bids may have the effect of raising or maintaining the market price
of the Notes or preventing or retarding a decline in the market price of the Notes. As a result, the price of the Notes may be higher than the price
that might otherwise exist in the open market. These transactions, if commenced, may be discontinued at any time.
PS-9
INCORPORATION BY REFERENCE
We file annual and current reports and other information with the Securities and Exchange Commission. For information on the documents we
incorporate by reference in this pricing supplement and the accompanying prospectus supplement and prospectus, we refer you to "Incorporation by
Reference" on page S-13 of the accompanying prospectus supplement and "Where You Can Find More Information" on page 3 of the
accompanying prospectus.
We incorporate by reference in this pricing supplement the following documents and any future documents that we file with the Securities and
Exchange Commission under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act from the date of this pricing supplement until the offering of
the securities is completed, to the extent that the reports expressly state such reports are filed (and not furnished) with the SEC, and we incorporate
them (or such portions) by reference in the registration statement of which this pricing supplement forms a part:
·
the combined Annual Report on Form 20-F of Credit Suisse Group AG and us for the year ended December 31, 2013 relating to us
as described therein; and
·
our Current Reports on Form 6-K filed on April 3, 2014, April 16, 2014 (containing the Credit Suisse Earnings Release 1Q14),
May 2, 2014 (containing the Credit Suisse Financial Report 1Q14), May 9, 2014, May 16, 2014, May 20, 2014, July 11, 2014,
July 22, 2014 (containing the Credit Suisse Earnings Release 2Q14), July 22, 2014 (containing the Media Release titled "Election of
Severin Schwan and Sebastian Thrun as new members of the Board of Directors of Credit Suisse AG"), July 31, 2014 (containing
the Credit Suisse Financial Report 2Q14 and the Financial Statements 6M14), October 17, 2014 (containing the Media Release
titled "Appointments to the Executive Board of Credit Suisse; Leadership Changes in the Investment Banking Division and Asia
Pacific Region"), October 23, 2014 (containing the Credit Suisse Earnings Release 3Q14) and October 31, 2014 (containing the
Credit Suisse Financial Report 3Q14).
PS-10
Table of Contents
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MARCH 23, 2012
Credit Suisse AG
Senior Medium-Term Notes
Subordinated Medium-Term Notes
We may offer from time to time our medium-term notes, which may be senior or subordinated (collectively, the "notes"), directly or through
any one of our branches.
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The notes will bear interest, if any, at either a fixed or a floating rate. Interest will be paid on the dates stated in the applicable pricing
supplement.
The notes may be either callable by us or puttable by you, if specified in the applicable pricing supplement.
The specific terms of each note offered will be described in the applicable pricing supplement, and the terms may differ from those described
in this prospectus supplement.
Investing in the notes may involve risks. See "Foreign Currency Risks" on page 60 of the accompanying
prospectus, the risk factors we describe in the combined Annual Report on Form 20-F of Credit Suisse Group
AG and us incorporated by reference herein, and any additional risk factors we describe in future filings we
make with the Securities and Exchange Commission, or the SEC, under the Securities Exchange Act of 1934, as
amended.
Unless otherwise provided in the applicable pricing supplement, we will sell the notes to the public at 100% of their principal amount. Unless
otherwise provided in the applicable pricing supplement, we will receive between 99.875% and 99.250% of the proceeds from the sale of the
senior notes and between 99.500% and 99.125% of the proceeds from the sale of the subordinated notes, after paying the agents' commissions or
discounts of between 0.125% and 0.750% for senior notes and between 0.500% and 0.875% for subordinated notes; provided that, commissions
with respect to notes with a stated maturity of more than thirty years from date of issue will be negotiated at the time of sale.
These notes may be offered directly or to or through underwriters, agents or dealers, including Credit Suisse Securities (USA) LLC, an
affiliate of Credit Suisse AG. Because of this relationship, Credit Suisse Securities (USA) LLC would have a "conflict of interest" within the
meaning of Rule 5121 of the Financial Industry Regulatory Authority, Inc., or FINRA. If Credit Suisse Securities (USA) LLC or our other U.S.-
registered broker-dealer subsidiaries or affiliates participate in the distribution of our securities, we will conduct the offering in accordance with the
applicable provisions of FINRA Rule 5121. See "Plan of Distribution (Conflicts of Interest)."
Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectus
supplement or any accompanying prospectus or pricing supplement is truthful or complete. Any representation to the contrary is a
criminal offense.
The notes are not deposit liabilities and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency of the
United States, Switzerland or any other jurisdiction. Unless otherwise provided in the applicable pricing supplement, the notes will not have the
benefit of any agency or governmental guarantee.
Credit Suisse
The date of this prospectus supplement is March 23, 2012.
Table of Contents
TABLE OF CONTENTS

PAGE
PROSPECTUS SUPPLEMENT

DESCRIPTION OF NOTES

S-3
PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST)

S-7
INCORPORATION BY REFERENCE
S-13

PROSPECTUS

ABOUT THIS PROSPECTUS

1
LIMITATIONS ON ENFORCEMENT OF U.S. LAWS

2
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WHERE YOU CAN FIND MORE INFORMATION

3
FORWARD-LOOKING STATEMENTS

4
USE OF PROCEEDS

6
RATIO OF EARNINGS TO FIXED CHARGES

7
CAPITALIZATION AND INDEBTEDNESS

8
CREDIT SUISSE GROUP

9
CREDIT SUISSE

10
CREDIT SUISSE (USA)

11
THE FINANCE SUBSIDIARIES

12
DESCRIPTION OF DEBT SECURITIES

14
DESCRIPTION OF CONTINGENT CONVERTIBLE SECURITIES

39
DESCRIPTION OF CERTAIN PROVISIONS RELATING TO DEBT SECURITIES AND

CONTINGENT CONVERTIBLE SECURITIES

52
SPECIAL PROVISIONS RELATING TO DEBT SECURITIES OR CONTINGENT CONVERTIBLE

SECURITIES DENOMINATED IN A FOREIGN CURRENCY

57
FOREIGN CURRENCY RISKS

60
DESCRIPTION OF WARRANTS

62
DESCRIPTION OF SHARES

65
DESCRIPTION OF THE GUARANTEED SENIOR DEBT SECURITIES OF CREDIT SUISSE (USA)
69
DESCRIPTION OF THE GUARANTEES OF THE GUARANTEED SENIOR DEBT SECURITIES OF
CREDIT SUISSE (USA)

71
ERISA

73
TAXATION

75
PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST)

92
MARKET-MAKING ACTIVITIES

94
LEGAL MATTERS

95
EXPERTS

96
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Table of Contents
DESCRIPTION OF NOTES
General
The notes will be direct and unsecured, senior or subordinated, obligations of Credit Suisse AG (Credit Suisse). At our option, we may issue
senior notes or subordinated notes. We will issue the senior notes under a senior indenture, dated as of March 29, 2007, as supplemented by a
second supplemental indenture, dated as of March 25, 2009, in each case between Credit Suisse and The Bank of New York Mellon (formerly
known as The Bank of New York) (together, the "senior indenture"), and we will issue the subordinated notes under a subordinated indenture,
dated as of March 29, 2007, as supplemented by a sixth supplemental indenture, dated as of March 25, 2009, in each case between Credit Suisse
and The Bank of New York Mellon (formerly known as The Bank of New York) (together, the "subordinated indenture," and together with the
senior indenture, the "indentures"). The indentures may be further amended or supplemented from time to time. The following description of the
particular terms of the notes offered by this prospectus supplement (referred to in the accompanying prospectus as the debt securities, the senior
debt securities or the subordinated debt securities) supplements the description of the general terms and provisions of the debt securities set forth in
the accompanying prospectus, which description you should also read. If this description differs in any way from the description in the
accompanying prospectus, you should rely on this description.
The following summaries of certain provisions of the indentures do not purport to be complete, and are subject to, and are qualified in their
entirety by reference to, all the provisions of the applicable indenture, including the definitions in the applicable indenture of certain terms.
The senior notes will constitute a single series of senior notes under the senior indenture. The subordinated notes will constitute a single series
of subordinated notes under the subordinated indenture. The indentures do not limit the amount of senior notes, subordinated notes or other debt
securities that we may issue under the indentures.
We will use the accompanying prospectus, this prospectus supplement and any pricing supplement in connection with the offer and sale from
time to time of the notes.
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The pricing supplement relating to a note will describe the following terms:
·
the branch, if any, through which we are issuing the notes;
·
the currency or currency unit in which the note is denominated and, if different, the currency or currency unit in which payments of
principal and interest on the note will be made (and, if the specified currency is other than U.S. dollars, any other terms relating to
that foreign currency denominated note and the specified currency);
·
if the note bears interest, whether the note bears a fixed rate of interest or bears a floating rate of interest (including whether the note
is a regular floating rate note, a floating rate/fixed rate note or an inverse floating rate note (each as described in the accompanying
prospectus));
·
if the note is a fixed rate note, the interest rate and interest payment dates;
·
if the note is a floating rate note, the interest rate basis (or bases), the initial interest rate, the interest reset dates, the interest
reset period, the interest payment dates, the index maturity, if any, the spread and/or spread multiplier, if any (each as
defined in the accompanying prospectus), the maximum interest rate and minimum interest rate, if any; the index currency, if
any, and any other terms relating to the particular method of calculating the interest rate for that note;
·
whether the note is senior or subordinated and, if not specified, the note will be senior;
·
the issue price;
S-3
Table of Contents
·
the issue date;
·
the maturity date, if any, and whether we can extend the maturity of a note;
·
if the note is an indexed note (as defined in the accompanying prospectus), the terms relating to the particular note;
·
if the note is a dual currency note (as defined in the accompanying prospectus), the terms relating to the particular note;
·
if the note is a renewable note (as defined in the accompanying prospectus), the terms relating to the particular note;
·
if the note is a short-term note (as defined in the accompanying prospectus), the terms relating to the particular note;
·
if the note is an amortizing note (as defined in the accompanying prospectus), the amortization schedule and any other terms relating
to the particular note;
·
whether the note is an original issue discount note (as defined in the accompanying prospectus);
·
whether the note may be redeemed at our option, or repaid at the option of the holder, prior to its stated maturity as described under
"Description of Debt Securities--Redemption at the Option of the Relevant Issuer" and "Description of Debt Securities--
Repayment at the Option of the Holders; Repurchase" in the accompanying prospectus and, if so, the provisions relating to
redemption or repayment, including, in the case of any original issue discount notes, the information necessary to determine the
amount due upon redemption or repayment;
·
whether we may be required to pay "additional amounts" in respect of payments on the notes as described under "Description of
Debt Securities--Payment of Additional Amounts" in the accompanying prospectus and whether the notes may be redeemed at our
option as described under "Description of Debt Securities--Tax Redemption" in the accompanying prospectus;
·
any relevant tax consequences associated with the terms of the notes which have not been described under "Taxation" in the
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Document Outline

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