Obligation FMS Vermögensverwaltung 1.125% ( US30254WAC38 ) en USD

FMS Vermögensverwaltung

100 % ▼

Allemagne

US30254WAC38 ( en USD )

1.125% par an ( paiement semestriel )

14/10/2016 - Obligation échue

Prospectus brochure de l'obligation FMS Wertmanagement US30254WAC38 en USD 1.125%, échue

200 000 USD

1 500 000 000 USD

30254WAC3

AAA ( Première qualité )

Aaa ( Première qualité )

FMS Wertmanagement est une société de gestion d'actifs spécialisée dans l'investissement dans les infrastructures et les énergies renouvelables, proposant des solutions d'investissement aux investisseurs institutionnels et privés.

L'obligation US30254WAC38 émise par FMS Wertmanagement (Allemagne), d'un montant total de 1 500 000 000 USD, avec un taux d'intérêt de 1,125%, échéant le 14/10/2016, a été remboursée à 100% à maturité, affichant des notations S&P AAA et Moody's Aaa, avec un prix minimum d'achat de 200 000 USD et une fréquence de paiement semestrielle.

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Filed pursuant to Rule 424(b)(5)
Registration Statement No. 333-186853
PROSPECTUS SUPPLEMENT
(To prospectus dated March 1, 2013)

FMS WERTMANAGEMENT
$1,500,000,000
1.125% Notes due October 14, 2016
FMS Wertmanagement ("FMS-WM"), will pay interest on the 1.125% Notes due October 14, 2016 (the "Notes") in two semi-annual installments on April 14
and October 14 of each year. Interest will accrue on the Notes from and including September 18, 2013, and the first interest payment date will be April 14, 2014. The
Notes will mature on October 14, 2016. The Notes will not be redeemable at any time prior to maturity. There is no sinking fund for the Notes.

FMS-WM has applied for the Notes to be admitted to the Euro MTF Market of the Luxembourg Stock Exchange.

FMS-WM is wholly owned by the German Financial Market Stabilization Fund known as SoFFin, which is obligated to provide FMS-WM with liquidity
support and to compensate it for losses. The Federal Republic of Germany (the "Federal Republic") is directly liable for all of SoFFin's obligations. Accordingly,
FMS-WM's obligations, including the Notes offered hereby, are effectively backed by the full faith and credit of the Federal Republic. See "Responsibility of the
Federal Republic for FMS-WM" in the accompanying prospectus.

PRICE 99.897% AND ACCRUED INTEREST

Underwriting
Price to
Discounts
Proceeds to

Public(1)

And Commissions(2)

FMS-WM(1)(3)
Per Note

99.897%

0.100%

99.797%
Total

$1,498,455,000
$
1,500,000
$1,496,955,000
(1) Plus accrued interest, if any, from September 18, 2013, if settlement occurs after that date.
(2)
FMS-WM has agreed to indemnify the Underwriters (as defined herein) against certain liabilities, including liabilities under the Securities Act of 1933, as
amended.
(3)
Before deducting expenses related to the offering.

Neither the Securities and Exchange Commission, any state securities commission, the Luxembourg Stock Exchange nor any foreign governmental
agency has approved or disapproved of these securities or determined whether this prospectus supplement or the accompanying prospectus is accurate and
complete. Any representation to the contrary is a criminal offense.
The Underwriters expect to deliver the Notes to purchasers in book-entry form only through The Depository Trust Company ("DTC") and through the
facilities of other clearing systems that participate in DTC, including Clearstream Banking, société anonyme, Luxembourg and Euroclear Bank SA/NV on
September 18, 2013.
This prospectus supplement may only be used for the purposes for which it has been published.

Barclays

BNP PARIBAS

Goldman Sachs International

Morgan Stanley

Prospectus Supplement dated September 11, 2013
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TABLE OF CONTENTS

Prospectus Supplement

WHERE YOU CAN FIND MORE INFORMATION

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RECENT DEVELOPMENTS

S-5
SUMMARY OF THE OFFERING

S-6
USE OF PROCEEDS

S-8
DESCRIPTION OF THE NOTES

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CAPITALIZATION AND INDEBTEDNESS

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UNDERWRITING

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VALIDITY OF THE NOTES

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GENERAL INFORMATION

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Prospectus

ABOUT THIS PROSPECTUS

1

FORWARD-LOOKING STATEMENTS

1

WHERE YOU CAN FIND MORE INFORMATION

1

PRESENTATION OF FINANCIAL INFORMATION

2

FMS-WM

3

Overview

3

Creation and Legal Status

4

Relationship with the Federal Republic of Germany

5

USE OF PROCEEDS

6

DESCRIPTION OF SECURITIES

7

General

7

Fiscal Agent

7

No Payment of Additional Amounts

8

Ranking

8

Negative Pledge

8

Events of Default

8

Notice

9

Amendments (Collective Action Clause)

9

Jurisdiction

10

Governing Law

10

CLEARING AND SETTLEMENT

11

Certification and Custody

11

Payments

11

Transfers

12

The Clearing Systems

12

Global Clearing and Settlement Procedures

14

RESPONSIBILITY OF THE FEDERAL REPUBLIC FOR FMS-WM

16

SoFFin's Liquidity Support and Loss Compensation Obligations

16

The Federal Republic's Liability for SoFFin's Obligations

17

DEBT RECORD

17

TAXATION

18

United States Taxation

18

German Taxation

30

PLAN OF DISTRIBUTION

34

VALIDITY OF THE SECURITIES

35

AUTHORIZED REPRESENTATIVE

36

OFFICIAL STATEMENTS AND DOCUMENTS

36

LIMITATIONS ON ACTIONS AGAINST THE FEDERAL REPUBLIC

36

ENFORCEMENT OF CIVIL LIABILITIES

36

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This prospectus supplement should be read together with the accompanying prospectus dated March 1, 2013, and the documents incorporated herein by reference
(see "Where You Can Find More Information" in this prospectus supplement). These documents taken together are herein referred to as the "disclosure document." The
documents incorporated herein by reference contain information regarding FMS-WM and other matters. Further information concerning FMS-WM and the Notes offered
hereby may be found in the registration statement (Registration No. 333-186853) filed with the U.S. Securities and Exchange Commission (the "SEC") under the
Securities Act of 1933 relating to our debt securities described in the prospectus.
If the information in this prospectus supplement differs from the information contained in the accompanying prospectus, you should rely on the information in this
prospectus supplement. If a capitalized term is used in this prospectus supplement and not defined, it is defined in the accompanying prospectus and has the same
meaning herein.
You should rely only on the information provided in the disclosure document. We have not, and the Underwriters have not, authorized anyone else to provide you
with different information. We are not, and the Underwriters are not, making an offer of these securities in any jurisdiction where the offer is not permitted.
The distribution of this disclosure document, and the offering of the Notes in certain jurisdictions may be restricted by law. Persons into whose possession this
disclosure document comes should inform themselves about and observe any such restrictions. This disclosure document does not constitute, and may not be used in
connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized or in which the person making such offer or
solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation. See "Underwriting."
FMS-WM accepts full responsibility for the accuracy of the information contained in the disclosure document and confirms, having made all reasonable
inquiries, that to the best of its knowledge and belief there are no other facts the omission of which would make any statement herein misleading in any material respect.
FMS-WM has not, and the Underwriters have not, authorized anyone to give you any other information, and FMS-WM takes, and the Underwriters take, no
responsibility for any other information that others may give you. You should not assume that the information contained in this disclosure document is accurate as of any
date other than the date on the front of each document forming part of the disclosure document, or, with respect to information incorporated by reference, as of the date
of such information.
Inquiries regarding our listing status on the Luxembourg Stock Exchange should be directed to our Luxembourg listing agent, The Bank of New York Mellon
(Luxembourg) S.A., Vertigo Building Polaris, 2-4 rue Eugène Ruppert, L-2453 Luxembourg, Luxembourg.
This prospectus supplement and the accompanying prospectus will be available for inspection on the website of the Luxembourg Stock Exchange at
http://www.bourse.lu.

References herein to "euro" or "" are to the single European currency adopted by certain participating member countries of the European Union, as of
January 1, 1999. References to "U.S. dollars," "USD" or "$" are to United States dollars.
References herein to "we" or "us" or similar expressions are to FMS-WM.

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WHERE YOU CAN FIND MORE INFORMATION
The registration statement on Schedule B filed by FMS-WM (Registration No. 333-186853), including the attached exhibits and schedules, contains additional
relevant information about the Notes. The rules and regulations of the Securities and Exchange Commission ("SEC") allow FMS-WM to omit certain information
included in the registration statement from this prospectus supplement and the accompanying prospectus. The registration statement, including its various exhibits, is
available to the public over the internet at the SEC's website: http://www.sec.gov. You may also read and copy these documents at the SEC's public reference room,
located at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the public reference room.
FMS-WM files annual reports and other information with the SEC, which are available to the public over the internet at http://www.sec.gov or may be read and
copied at the SEC's public reference room. The SEC allows FMS-WM to "incorporate by reference" the documents that FMS-WM files with the SEC, which means
that FMS-WM can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to be part of this
prospectus supplement and the accompanying prospectus, and later information that FMS-WM files with the SEC will automatically update and supersede this
information, as well as the information included in this prospectus supplement and the accompanying prospectus. We incorporate by reference the annual report on Form
18-K for FMS-WM for the fiscal year ended December 31, 2012, as filed with the SEC on August 30, 2013 (File No. 333-184318) (the "Annual Report") and any
future periodic reports and amendments filed with the SEC under the United States Securities Exchange Act of 1934, as amended, between the date of this prospectus
supplement and the termination of the offering of the Notes. FMS-WM's Form 18-K and amendments on Form 18-K/A, if any, contain or will contain, among other
information, its most recently published annual report and financial statements, from time to time.
You can obtain any of the documents incorporated by reference in this document through us, from the SEC as described above or, with respect to the Annual
Report and so long as any of the Notes are listed on the Luxembourg Stock Exchange, on the website of the Luxembourg Stock Exchange at http://www.bourse.lu.
Documents incorporated by reference are available from us without charge by requesting them in writing or by telephone from FMS-WM at the following address and
telephone number:
FMS Wertmanagement
Prinzregentenstrasse 56
80538 Munich, Federal Republic of Germany
+49 89 9547627-0

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RECENT DEVELOPMENTS
With effect from January 1, 2014, the German Act on the Establishment of a Financial Market Stabilisation Fund (Gesetz zur Errichtung eines
Finanzmarktstabilisierungsfonds, "FMStFG") will be amended to provide for, in addition to SoFFin's loss compensation obligation, a guarantee by SoFFin in respect
of all loans, debt securities, fixed forward transactions, options and other credits extended to FMS-WM as well as credits extended to third parties to the extent they are
expressly guaranteed by FMS-WM, which FMS-WM has borrowed, issued, entered into, incurred or which have been transferred to FMS-WM during the time period
for which SoFFin is the sole obligor of the loss compensation obligation (alleiniger Verlustausgleichspflichtiger). The guarantee will extend to all such existing and
future obligations of FMS-WM, including the Notes. The Federal Republic is directly liable for all of SoFFin's obligations pursuant to Section 5 of the FMStFG.

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SUMMARY OF THE OFFERING
The following summary is qualified in its entirety by, and should be read in conjunction with, the more detailed information appearing elsewhere in this
prospectus supplement and the accompanying prospectus.

Issuer
FMS Wertmanagement

Securities Offered
$1,500,000,000 principal amount of 1.125% Notes due October 14, 2016.

Issue Date
September 18, 2013.

Maturity Date
October 14, 2016.

Interest Payment Dates
April 14 and October 14 of each year, commencing April 14, 2014.

Interest Rate
1.125% per annum, from September 18, 2013. Interest will be calculated on the basis of a 360-day
year consisting of twelve 30-day months unadjusted.

Redemption
The Notes are not subject to redemption prior to maturity.

The Federal Republic of Germany
The Notes are effectively backed by the full faith and credit of the Federal Republic, see
"Responsibility of the Federal Republic for FMS-WM" in the accompanying prospectus.

Settlement Cycle
T+5

Listing and Admission to Trading
FMS-WM has applied for the Notes to be admitted to the Euro MTF Market of the Luxembourg
Stock Exchange.

Form, Registration and Settlement
The Notes will be represented by one or more Global Notes registered in the name of Cede & Co. as
nominee for DTC. The Global Notes will be deposited with a custodian for DTC. Except as
described in the accompanying prospectus, beneficial interests in the Global Notes will be
represented through accounts of financial institutions acting on behalf of the beneficial owners as
direct and indirect participants in DTC. Investors may elect to hold interests in the Global Notes
through DTC, if they are participants in DTC, or indirectly through organizations that are participants
in DTC. Owners of beneficial interests in the Global Notes will not be entitled to have Notes
registered in their names and will not receive or be entitled to receive physical delivery of definitive
Notes. Initial settlement for the Notes will be made in immediately available funds in dollars. See
"Clearing and Settlement" in the accompanying prospectus.

No Additional Amounts
FMS-WM will have no obligation to pay holders any additional amounts in respect of the Notes as a
result of possible withholding or deduction for taxes pursuant to any fiscal or other laws and
regulation applicable to the Notes. For further details, see "Description of the Notes--No Payment
of Additional Amounts" in the accompanying prospectus.

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Collective Action Clause
The Notes will contain a collective action clause. The holders of the Notes may agree with
FMS-WM to amend the terms or conditions contained in the Notes or the Fiscal Agency Agreement
with the affirmative vote by holders of Notes representing not less than 50% of the principal amount
of the Notes then outstanding. Certain material amendments of the terms and conditions of the Notes
or the Fiscal Agency Agreement, including changes in the due date for the payment of interest or
principal or the reduction or elimination of the interest rate on the Notes, reduction of the principal
amount on the Notes and changes in the currency of the Notes will require the affirmative vote by
holders of not less than 75% of the principal amount of the Notes then outstanding.

Fiscal Agent
The Bank of New York Mellon will be acting in its capacity as Fiscal Agent through its corporate
trust office located at 101 Barclay Street, New York, NY 10286.

Securities Codes
CUSIP: 30254WAC3
ISIN: US30254WAC38
Common Code: 097273154

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USE OF PROCEEDS
The net proceeds from the sale of the Notes will be primarily used to refinance existing liabilities in order to replace short-term with long-term funding. In
particular, FMS-WM intends to use the net proceeds to refinance maturing money market instruments and a floating rate note in an aggregate principal amount of
US$140 million, which matures in October 2013. Any remaining proceeds will be used for general corporate purposes.

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DESCRIPTION OF THE NOTES
The following is a brief description of the terms and conditions of the Notes offered by FMS-WM and the fiscal agency agreement with respect thereto. The
description does not purport to be complete and is qualified in their entirety by reference to the fiscal agency agreement and to the form of global note filed by
FMS-WM with the SEC as exhibits to the registration statement of which this prospectus supplement and the accompanying prospectus are a part. For a complete
description of the Notes, you should also read the fiscal agency agreement and the form of global note, a copy of which has been filed as an exhibit to FMS-WM's
registration statement and will be available for inspection on the website of the Luxembourg Stock Exchange at http://www.bourse.lu.
General
The 1.125% Notes due October 14, 2016 offered hereby will be issued under a fiscal agency agreement (the "Fiscal Agency Agreement"), between FMS-WM
and The Bank of New York Mellon, as fiscal agent, principal paying agent, transfer agent and registrar (collectively, the "Fiscal Agent"). The Notes constitute direct
and unsecured obligations of FMS-WM.
Interest
Interest will be paid on the Notes at the rate set forth on the cover page of this prospectus supplement and will be payable on April 14 and October 14 of each
year (each, an "Interest Payment Date"), subject to the Business Day Convention as defined below. The Notes will bear interest from September 18, 2013 and the initial
interest payment will be made on April 14, 2014. Interest will be calculated on the basis of a 360-day year consisting of twelve 30-day months unadjusted. The Notes
will mature on October 14, 2016 (the "Maturity Date"). The Notes are not subject to any sinking fund.
If an Interest Payment Date or the Maturity Date is a day on which banking institutions are authorized or obligated by law to close in New York or in a place of
payment, then payment of principal or interest need not be made on such Interest Payment Date or Maturity Date, as applicable. FMS-WM may make the required
payment on the next succeeding day that is not a day on which banking institutions are authorized or obligated by law to close in New York or in the place of payment.
The payment will be made with the same force and effect as if made on the Interest Payment Date or Maturity Date and no additional interest shall accrue for the period
from the Interest Payment Date or Maturity Date to the date of actual payment. Such adjustments of the Interest Payment Date or Maturity Date are referred to as the
"Business Day Convention."
Fiscal Agent
The duties of the Fiscal Agent will be governed by the Fiscal Agency Agreement. FMS-WM may replace the Fiscal Agent. FMS-WM may maintain deposit
accounts and conduct other banking transactions in the ordinary course of business with the Fiscal Agent. The Fiscal Agent is an agent of FMS-WM, is not a trustee for
the holders of the Notes and does not have the same responsibilities or duties to act for such holders as would a trustee.
The Fiscal Agent will be responsible for:

· maintaining a record of the aggregate holdings of Notes;

· ensuring that payments of principal and interest in respect of the notes received by the Fiscal Agent from FMS-WM are duly credited to the holders of the

Notes; and

· transmitting to FMS-WM any notices from the holders of the Notes, or, as described below under "--Notices," transmitting notices from FMS-WM to

holders of the Notes.
The Bank of New York Mellon will be acting in its capacity as Fiscal Agent through its corporate trust office located at 101 Barclay Street, New York, New
York 10286.

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Payment of Principal and Interest
Interest will be payable to the persons in whose names the Notes are registered at the close of business on the date that is 15 calendar days prior to each Interest
Payment Date (the "Record Date"). The Record Date may be changed by agreement among FMS-WM, the Fiscal Agent and all applicable securities clearing systems.
The principal of and interest on the Notes will be paid in such coin or currency of the United States as of the time of payment is legal tender for the payment of public
and private debts. FMS-WM may change or terminate the designation of paying agents from time to time. Payments of principal and interest at such agencies will be
subject to applicable laws and regulations, including any withholding or other taxes, and will be effected by wire transfer to the person entitled to such payment at the
person's address appearing on the register of Notes maintained by the security registrar.
FMS-WM will redeem the Notes on the Maturity Date at 100% of the principal amount plus accrued but unpaid interest to date.
The Notes will be sold in denominations of $200,000 and integral multiples of $1,000 in excess thereof.
Any monies paid by FMS-WM to the Fiscal Agent or any paying agent for the payment of the principal of (or premium, if any, on) or interest, respectively, on any
Notes that remain unclaimed at the end of ten years or five years, respectively, after such principal (or premium, if any) or interest shall have become due and payable
(whether at maturity or otherwise) shall then be repaid to FMS-WM upon its written request. Upon such repayment all liability of the Fiscal Agent and any paying agent
with respect to such monies shall cease. Any obligation FMS-WM may have to pay the principal of (or premium, if any, on) the Notes shall terminate at the end of ten
years after such principal or premium shall have become due and payable. Any obligation FMS-WM may have to pay any interest on the Notes shall terminate at the end
of five years after such interest shall have become due and payable.
Redemption
The Notes shall not be redeemed prior to maturity.
No Payment of Additional Amounts
All payments of principal and interest on the Notes will be subject to any fiscal or other laws and regulations applicable thereto. FMS-WM has no obligation to
pay you any additional amounts in respect of the Notes as a result of possible withholding or deduction for taxes pursuant to any such law and/or regulations.
Accordingly, the holder will, in the event of any such withholding or deduction, receive less than he or she would have received without such withholding or deduction.
Ranking
The obligations under the Notes constitute unsecured and unsubordinated obligations of FMS-WM ranking pari passu among themselves and pari passu with all
other unsecured and unsubordinated obligations of FMS-WM, unless such obligations are given priority under mandatory provisions of statutory law.
Negative Pledge
The Notes will not contain a negative pledge provision.
Events of Default
Each holder will be entitled to declare its Notes due and demand immediate redemption of the principal amount of its Notes together with accrued but unpaid
interest (if any) to the date of repayment, in the event that:

· FMS-WM fails to pay principal or interest within 30 days from the relevant due date;

· FMS-WM fails to duly perform any other obligation arising from the Notes which failure is not capable of remedy or, if such failure is capable of remedy,

such failure continues for more than 30 days after the Fiscal Agent has received notice thereof from a holder;

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