Obligation Crédit Agricole SA 3.25% ( USF2R125CG85 ) en USD

Crédit Agricole SA

100 % ▲

France

USF2R125CG85 ( en USD )

3.25% par an ( paiement semestriel )

13/01/2030

Prospectus brochure de l'obligation Crédit Agricole USF2R125CG85 en USD 3.25%, échéance 13/01/2030

250 000 USD

1 250 000 000 USD

F2R125CG8

BBB+ ( Qualité moyenne inférieure )

N/A

14/01/2026 ( Dans 174 jours )

Crédit Agricole est un groupe bancaire coopératif français, présent à l'international, structuré autour de caisses régionales et proposant une large gamme de services financiers.

L'obligation USF2R125CG85 (CUSIP: F2R125CG8), émise par le Crédit Agricole (France), affiche un prix actuel de 100% pour une émission totale de 1 250 000 000 USD, avec une taille minimale d'achat de 250 000 USD, un taux d'intérêt de 3,25%, une maturité fixée au 13/01/2030, une fréquence de paiement semestrielle, et une notation BBB+ par Standard & Poors.

Pricing Term Sheet dated January 8, 2020

Crédit Agricole S.A.

U.S.$20,000,000,000
Medium-Term Note Program
Series No. 25
Tranche No. 1
U.S.$1,250,000,000 Principal Amount of
3.250% Subordinated Fixed Rate Notes due 2030

Terms used herein shall be deemed to be defined as such for the purposes of the
Conditions set forth in the Base Offering Memorandum dated April 10, 2019 (the "Base
Offering Memorandum"), as supplemented by Supplement No. 1 to the Base Offering
Memorandum dated October 15, 2019 (the "Offering Memorandum Supplement No. 1")
and Supplement No. 2 to the Base Offering Memorandum dated January 8, 2020 (the
"Offering Memorandum Supplement No. 2"). The Base Offering Memorandum as
supplemented by the Offering Memorandum Supplement No. 1 and the Offering
Supplement No. 2 is herein called the "Offering Memorandum". This document
constitutes the Pricing Term Sheet of the Notes described herein and must be read in
conjunction with the Offering Memorandum. Full information on the Issuer and the offer
of the Notes is only available on the basis of the combination of this Pricing Term Sheet
and the Offering Memorandum (including the documents incorporated by reference
therein). The Offering Memorandum is available from the dealers referred to herein.

Issuer:
Crédit Agricole S.A.
Expected Security Ratings*:
Moody's Investors Service Inc.: Baa1
Standard & Poor's Global Ratings: BBB+
Fitch Ratings: A
Security:
3.250% Subordinated Fixed Rate Notes due 2030
(referred to herein as the "Notes")

The Notes constitute obligations under French Law
and are issued or deemed to be issued outside of
France. See "Status" below.
Principal Amount and

Currency:
U.S.$1,250,000,000
Offering Date:
January 8, 2020
Original Issue Date:
January 14, 2020 (T+4)

Maturity Date:
January 14, 2030
Issue Price:
99.392%
Interest Basis:
3.250% Fixed Rate, accruing from and including the
Original Issue Date to and excluding the Maturity
Date
Treasury Benchmark:
UST 1.75% 11/25/2029
Treasury Price:
98-29
Treasury Yield:
1.872%
Re-offer Spread to Benchmark:
+ 145 bps
Re-offer Yield:
3.322%
Interest Payment Date(s):
Interest payments are payable semi-annually in
arrears on each January 14 and July 14,
commencing on July 14, 2020 and ending on the
Maturity Date
Business Day Convention:
Following Business Day Convention Unadjusted
Day Count Fraction:
30/360
Business Days:
Any day, not being a Saturday or a Sunday, on
which exchange markets and commercial banks are
open for business in New York.
Optional Redemption:
The Notes may be redeemed in whole or in part at
the option of the Issuer upon the occurrence of a
Withholding Tax Event, MREL/TLAC
Disqualification Event, Capital Event and Tax
Deductibility Event in accordance with Condition
9(d)(i) (Optional Tax Redemption upon the
Occurrence of a Withholding Tax Event), Condition
9(e) (Optional Redemption upon the Occurrence of
an MREL/TLAC Disqualification Event), Condition
9(f) (Optional Redemption upon the Occurrence of a
Capital Event in the case of Subordinated Notes)
and Condition 9(d)(ii) (Optional Tax Redemption
upon the Occurrence of a Tax Deductibility Event in
the case of Subordinated Notes) of the Base
Offering Memorandum, at a redemption price equal
to the Redemption Amount, together with accrued
but unpaid interest (if any) on the Notes to, but
excluding, the date of redemption.
Redemption Amount:
Redemption Amount means 100% of the principal
amount of the Notes.
Withholding Tax Event:
A Withholding Tax Event shall be deemed to have
occurred, if in relation to the Notes, as a result of
any change in the laws, regulations or rulings of the
Republic of France or of any political subdivision
thereof or any authority or agency therein or thereof
having power to tax or in the interpretation or
administration of any such laws, regulations or
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rulings which becomes effective on or after the date
of issue of the Notes, the Issuer would be required
to pay additional amounts as provided in Condition
7 (Payment of Additional Amounts) of the Base
Offering Memorandum.
MREL/TLAC Disqualification
MREL/TLAC Disqualification Event means with
Event:
respect to the Notes, that at any time all or part of
the outstanding principal amount of the Notes does
not fully qualify as MREL/TLAC-Eligible
Instruments (as defined in the Base Offering
Memorandum), except where such non-qualification
was reasonably foreseeable at the Original Issue
Date or is due to the remaining maturity of the
Notes being less than any period prescribed by the
Applicable MREL/TLAC Regulations (as defined in
the Base Offering Memorandum).
In the case of the Notes, no optional redemption
upon the occurrence of an MREL/TLAC
Disqualification Event will be permitted prior to
five (5) years from the Original Issue Date.
Capital Event:
Capital Event means a change in the regulatory
classification of the Notes that was not reasonably
foreseeable at the Original Issue Date, as a result of
which the Notes would be fully or partially
excluded from Tier 2 Capital.
Tax Deductibility Event:
A Tax Deductibility Event shall be deemed to have
occurred if the Notes by reason of any change in
French laws or regulations or any change in the
official application or interpretation of such laws or
regulations, in each case becoming effective on or
after the Original Issue Date and which was not
reasonably foreseeable as of the Original Issue Date,
the tax regime of any payments of interest under the
Notes is modified and such modification results in
the part of the interest payable by the Issuer under
the Notes that is tax-deductible being reduced.
Substitution and Variation:
Substitution and Variation means, in the event
that a MREL/TLAC Disqualification Event,
Withholding Tax Event, a Tax Deductibility Event,
a Capital Event occurs and is continuing, the
substitution or the modification of the terms of all of
the Notes, without any requirement for the consent
or approval of the holders of such Notes, so that
they become or remain Qualifying Notes (as defined
in the Base Offering Memorandum).
No substitution of the Notes in case of an
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MREL/TLAC Disqualification Event will be
permitted prior to five (5) years from the Original
Issue Date.
Bail-in:
The Notes are subject to bail-in in accordance with
the European Bank Resolution Directive as
transposed under French Law. Contractual
recognition of bail-in power of the resolution
authorities.
No Negative Pledge:
There is no negative pledge in respect of the Notes.
Status:
The Notes are subordinated notes (constituting

obligations under French law) issued pursuant to the
provisions of Article L. 228-97 of the French
Commercial Code.

Principal and interest of the Notes constitute direct,
unconditional, unsecured and subordinated
obligations of the Issuer, and rank and shall at all
times rank:

(i) pari passu without any preference among
themselves;
(ii) pari passu with (a) any obligations or capital
instruments of the Issuer which constitute
Tier 2 Capital of the Issuer and (b) any other
present and future direct, unconditional,
unsecured and subordinated obligations of
the Issuer that rank or are expressed to rank
equally with the Notes;
(iii) senior to any present and future prêts
participatifs granted to the Issuer, titres
participatifs issued by the Issuer and deeply
subordinated obligations of the Issuer
(engagements dits "super subordonnés" or
engagements subordonnés de dernier rang);
and
(iv) junior to present and future unsubordinated
creditors (including depositors) of the Issuer
and subordinated creditors of the Issuer
other than the present or future claims of
creditors that rank or are expressed to rank
pari passu with or junior to the Notes.

Waiver of Set-off:
Noteholders will not be entitled to apply set-off
rights or claims to amounts due under the Notes.
No Event of Default:
There are no events of default under the Notes
which could lead to an acceleration of the Notes,
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except in the case of the liquidation of the Issuer.
Form of Issuance:
Rule 144A / Regulation S
Form of Notes:
Registered book-entry form through DTC,
Euroclear and Clearstream
Denominations:
U.S.$250,000 and integral multiples of U.S.$1,000
in excess thereof
Method of Distribution:
Syndicated
Sole Bookrunner:
Credit Agricole Securities (USA) Inc.
Joint Lead Managers:
Goldman Sachs & Co. LLC
J.P. Morgan Securities LLC
Wells Fargo Securities, LLC
Rule 144A CUSIP / ISIN:
225313AM7 / US225313AM74
Regulation S CUSIP / ISIN:
F2R125CG8 / USF2R125CG85

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

Certain of the above statements are summaries of the complete descriptions in the Offering Memorandum
and are qualified thereby. Potential investors should refer to the Offering Memorandum and not rely solely
on this Pricing Term Sheet in respect of such matters.
Use of Proceeds
The net proceeds of the Offering are expected to be U.S.$1,236,150,000 and will be used
for general funding purposes.

Settlement
It is expected that delivery of the Notes will be made against payment therefor on or
about January 14, 2020 which will be four business days following the date of pricing of
the Notes hereof (this settlement cycle being referred to as "T+4"). Under Rule 15c6-1 of
the Securities Exchange Act of 1934, trades in the secondary market generally are
required to settle in two business days, unless the parties to any such trade expressly
agree otherwise. Accordingly, purchasers who wish to trade at the commencement of
trading will be required, by virtue of the fact that the Notes initially will settle in T+4, to
specify an alternate settlement cycle at the time of any such trade to prevent a failed
settlement and should consult their own advisor.
Documents Incorporated by Reference
The documents incorporated by reference as of the date of this pricing term sheet include
those specifically listed under "Documents Incorporated by Reference" in the Offering
Memorandum.
Important Information
The Notes have not been and will not be registered under the U.S. Securities Act of
1933, as amended (the "Securities Act"), or with any securities regulatory authority
of any state or other jurisdiction of the United States, and may not be offered, sold
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or delivered within the United States or to, or for the account or benefit of, U.S.
persons (as defined in Regulation S ("Regulation S") under the Securities Act),
except pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. Accordingly, the Notes are being
offered and sold only (i) outside the United States to non-U.S. persons in reliance on
Regulation S and (ii) within the United States to persons who are "qualified
institutional buyers" (each, a "QIB") within the meaning of Rule 144A ("Rule
144A") under the Securities Act and the rules and regulations thereunder, acting for
their own account or for the account of one of more QIBs in reliance on Rule 144A.
Prospective purchasers are hereby notified that sellers of the Notes may be relying
on the exemption from the provisions of Section 5 of the Securities Act provided by
Rule 144A. See "Plan of Distribution" and "Notice to Purchasers" in the Offering
Memorandum for information about eligible offerees and transfer restrictions.
The distribution of this Pricing Term Sheet and the offering of the Notes in certain
jurisdictions may be restricted by law and therefore persons into whose possession
this Pricing Term Sheet comes should inform themselves about and observe any
such restrictions. Any failure to comply with these restrictions could result in a
violation of the laws of such jurisdiction.
The Notes are not bank deposits and are not insured or guaranteed by the Federal
Deposit Insurance Corporation or any other governmental or deposit insurance
agency or entity.
You may obtain a copy of the Offering Memorandum for this transaction from the
Dealers referred to herein.
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