Obligation Intesa Sanpaolo 3.5% ( XS0630360997 ) en EUR

Intesa Sanpaolo

100 % ▼

Italie

XS0630360997 ( en EUR )

3.5% par an ( paiement annuel )

27/11/2013 - Obligation échue

Prospectus brochure de l'obligation Intesa Sanpaolo XS0630360997 en EUR 3.5%, échue

100 000 EUR

800 000 000 EUR

Intesa Sanpaolo est une banque italienne multinationale, l'une des plus grandes d'Europe, offrant une large gamme de services financiers aux particuliers, entreprises et institutions.

L'Obligation émise par Intesa Sanpaolo ( Italie ) , en EUR, avec le code ISIN XS0630360997, paye un coupon de 3.5% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 27/11/2013

Final Terms dated 25 May 2011
Intesa Sanpaolo S.p.A.
Issue of EUR 800,000,000 3.5 per cent. Senior Notes due 27 November 2013
under the EUR 70,000,000,000
Euro Medium Term Note Programme
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions
set forth in the Prospectus dated 22 December 2010, as supplemented by the prospectus
supplement dated 22 March 2011 and the prospectus supplement dated 18 April 2011, which
together constitute a base prospectus for the purposes of the Prospectus Directive (Directive
2003/71/EC) (the "Prospectus Directive"). This document constitutes the Final Terms of the
Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be
read in conjunction with such Prospectus as so supplemented. Full information on the Issuer
and the offer of the Notes is only available on the basis of the combination of these Final
Terms and the Prospectus as so supplemented. The Prospectus and the supplements are
available for viewing at the registered office of the Issuer at Piazza San Carlo 156, 10121
Turin, Italy and from Société Européenne de Banque S.A. at 19 Boulevard de Prince Henri,
Luxembourg. The Prospectus and the supplements and, in the case of Notes admitted to
trading on the regulated market of the Luxembourg Stock Exchange, the applicable Final
Terms will also be published on the website of the Luxembourg Stock Exchange
(www.bourse.lu).
1.
Issuer:
Intesa Sanpaolo S.p.A.
2.
(i)
Series Number:
622

(ii)
Tranche Number:
1
3.
Specified Currency or Currencies:
Euro ("EUR")
4.
Aggregate Nominal Amount:

(i)
Series:
EUR 800,000,000

(ii)
Tranche:
EUR 800,000,000
5.
Issue Price:
99.987 per cent. of the Aggregate Nominal
Amount
6.
(i)
Specified Denominations:
EUR 100,000 only

(ii)
Calculation Amount:
EUR 100,000
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7.
(i)
Issue Date:
27 May 2011

(ii)
Interest
Commencement Not applicable
Date (if different from the
Issue Date):
8.
Maturity Date:
27 November 2013
9.
Interest Basis:
3.5 per cent. Fixed Rate
(further particulars specified below)
10.
Redemption/Payment Basis:
Redemption at par
11.
Change of Interest or Redemption/ Not applicable
Payment Basis:
12.
Put/Call Options:
Not applicable
13.
Status of the Notes:
Senior
14.
Method of distribution:
Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15.
Fixed Rate Note Provisions
Applicable

(i)
Rate(s) of Interest:
3.5 per cent. per annum payable annually in
arrear, with a short first coupon in respect of
the period from and including the Issue Date
to but excluding 27 November 2011

(ii)
Interest Payment Date(s):
27 November in each year from and
including 27 November 2011 to and
including the Maturity Date

(iii)
Fixed Coupon Amount:
EUR 3,500 per Calculation Amount

(iv)
Day Count Fraction:
Actual/Actual (ICMA)

(v)
Broken Amount(s):
EUR 1,764.38 per Calculation Amount
payable on the Interest Payment Date falling
on 27 November 2011

(vi)
Other terms relating to the Not applicable
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method
of
calculating
interest for Fixed Rate
Notes:
16.
Floating Rate Note Provisions
Not applicable
17.
Zero Coupon Note Provisions
Not applicable
18.
Index-Linked
Interest
Note Not applicable
Provisions
19.
Dual Currency Interest Note Not applicable
Provisions
PROVISIONS RELATING TO REDEMPTION
20.
Call Option
Not applicable
21.
Put Option
Not applicable
22.
Final Redemption Amount
EUR 100,000 per Calculation Amount
23.
Early Redemption Amount

Early
Redemption
Amount(s) Not applicable
payable on redemption for taxation
reasons or on event of default or
other early redemption and/or the
method of calculating the same (if
required or if different from that
set out in the Conditions):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.
Form of Notes:
Bearer Notes
Temporary Global Note exchangeable for a
Permanent
Global
Note
which
is
exchangeable for Definitive Notes on 60
days' notice in the limited circumstances
specified in the Permanent Global Note.
25.
New Global Note Form:
Yes
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26.
Additional Financial Centre(s) or Not applicable
other special provisions relating to
Payment Dates:
27.
Talons for future Coupons to be No
attached to Definitive Notes (and
dates on which such Talons
mature):
28.
Details relating to Partly Paid Not applicable
Notes: amount of each payment
comprising the Issue Price and
date on which each payment is to
be made and consequences (if any)
of failure to pay, including any
right of the Issuers to forfeit the
Notes and interest due on late
payment:
29.
Details relating to Instalment Not applicable
Notes: amount of each instalment,
date on which each payment is to
be made:
30.
Redenomination applicable
Not applicable
31.
Renominalisation
and Not applicable
reconventioning provisions:
32.
Other final terms:
Not applicable
DISTRIBUTION
33.
(i)
If syndicated, names of Banca IMI S.p.A.
Managers:
DZ
BANK
AG
Deutsche
Zentral-
Genossenschaftsbank, Frankfurt am Main
Landesbank Baden-Württemberg
Raiffeisen Bank International AG
UniCredit Bank AG

(ii)
Date
of
Syndication 25 May 2011
Agreement:
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(iii)
Stabilising Manager(s) (if Not applicable
any):
34.
If non-syndicated, name of Dealer:
Not applicable
35.
U.S. selling restrictions:
Reg. S compliance category 2; TEFRA D
36.
Additional selling restrictions:
Not applicable
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PURPOSE OF FINAL TERMS
These Final Terms comprise the final terms required for the issue and admission to trading of
the Notes described herein pursuant to the EUR 70,000,000,000 Euro Medium Term Note
Programme of Intesa Sanpaolo S.p.A. and Intesa Sanpaolo Bank Ireland p.l.c. guaranteed, in
respect of Notes issued by Intesa Sanpaolo Bank Ireland p.l.c., by Intesa Sanpaolo S.p.A.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms. To the
best of the knowledge of the Issuer, having taken all reasonable care to ensure that such is the
case, the information contained in these Final Terms is in accordance with the facts and does
not omit anything likely to affect the import of such information.

Signed on behalf of the Issuer:

By: .............................................

Duly authorised
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PART B OTHER INFORMATION
LISTING AND ADMISSION TO TRADING
1.
(i)
Listing:
Luxembourg

(ii)
Admission to trading:
Application has been made for the Notes to be
admitted to trading on the regulated market of
the Luxembourg Stock Exchange with effect
from 27 May 2011.

(iii)
Estimate of total expenses Approximately EUR 2,360 in listing and
related to admission to listing agent's fees.
trading
2.
RATINGS

Ratings:
The Notes to be issued are expected to be
rated:

S & P: A+

Moody's: Aa3

Fitch: AA-

Each of S&P, Moody's and Fitch are
established in the European Union and have
applied for registration under Regulation (EU)
No 1060/2009, although notification of the
corresponding registration decision has not yet
been provided by the relevant competent
authority.
In general, European regulated investors are
restricted from using a rating for regulatory
purposes if such rating is not issued by a
credit rating agency established in the
European Union and registered under the
Regulation (EU) No 1060/2009 ("CRA
Regulation") unless the rating is provided by
a credit rating agency operating in the
European Union before 7 June 2010 which
has submitted an application for registration in
accordance with the CRA Regulation and such
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registration is not refused.
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE
ISSUE

Save for any fees payable to the Managers, so far as the Issuer is aware, no person
involved in the offer of the Notes has an interest material to the offer.
4.
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
EXPENSES

(i)
Reasons for the offer:
General funding purposes, in accordance
with the section entitled "Use of Proceeds"
under
"General
Information"
in
the
Prospectus.

(ii)
Estimated net proceeds:
EUR 798,696,000

(iii)
Estimated total expenses:
Approximately EUR 2,360 to be paid to the
Listing Agent
5.
YIELD

Indication of yield:
3.512 per cent. per annum calculated as the
annual expected return on the Issue Date.

As set out above, the yield is calculated at
the Issue Date on the basis of the Issue
Price. It is not an indication of future yield.
6.
OPERATIONAL INFORMATION

ISIN Code:
XS0630360997

Common Code:
063036099

Intended to be held in a manner Yes
which would allow Eurosystem
eligibility:

Note that the designation "Yes" simply
means that the Notes are intended upon issue
to
be
deposited
with
Euroclear
or
Clearstream,
Luxembourg
as
common
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safekeeper and does not necessarily mean
that the Notes will be recognised as eligible
collateral for Eurosystem monetary policy
and intra-day credit operations by the
Eurosystem, either upon issue or at any or
all times during their life. Such recognition
will depend upon satisfaction of the
Eurosystem eligibility criteria.

Any clearing system(s) other than Not applicable
Euroclear Bank S.A./N.V. and
Clearstream
Banking,
société
anonyme
and
the
relevant
identification numbers):

Delivery:
Delivery against payment

Names and addresses of additional Not applicable
Paying Agent(s)(if any):
7.
FURTHER INFORMATION RELATING TO THE ISSUER

Further information relating to the Issuer is set out below, pursuant to Article 2414
of the Italian Civil Code.

(i)
Objects:
The objects of the Issuer, as set out in
Article 4 of its by-laws, are the collection of
savings and the carrying-out of all forms of
lending activities, through its subsidiaries or
otherwise. The Issuer may, in compliance
with regulations in force and subject to
obtaining any prior authorisations required,
perform all banking and financial services
and transactions, including the creation and
management of open- and closed-end
supplementary pension schemes, as well as
any other transaction necessary for, or
incidental to, the achievement of its
corporate purpose, through its subsidiaries
or otherwise.

As parent company of the "Intesa Sanpaolo"
banking group, pursuant to Article 61 of
Legislative Decree No. 385 of 1 September
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1993, the Issuer, in its direction and
coordination capacity, issues instructions to
Intesa Sanpaolo Group companies, including
those for the purposes of implementing the
Bank of Italy's regulations and of ensuring
the stability of the Intesa Sanpaolo Group.

The Issuer performs the role of parent
company of a financial conglomerate,
pursuant to Article 3 of Legislative Decree
No. 142 of 30 May 2005.

(ii)
Registered office:
Piazza San Carlo 156, 10121 Turin, Italy

(iii)
Company registration:
Registered at the Companies' Registry of the
Chamber of Commerce of Turin, Italy under
registration no. 00799960158.

(iv)
Amount of paid-up share Paid-up
share
capital:
EUR
capital and reserves:
6,646,547,922.56 as at 31 December 2010
divided into 12,781,822,928 shares with
nominal value of EUR 0.52 each

Reserves: EUR 44,181,000,000 as at 31
December 2010.

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