Obligation ING Groep N.V. 3.625% ( XS0671362506 ) en EUR

ING Groep N.V.

100 % ▼

Pays-Bas

XS0671362506 ( en EUR )

3.625% par an ( paiement annuel )

30/08/2021 - Obligation échue

Prospectus brochure de l'obligation ING Bank N.V XS0671362506 en EUR 3.625%, échue

1 000 EUR

1 750 000 000 EUR

ING Bank N.V. est une banque multinationale néerlandaise offrant une large gamme de services financiers, notamment la banque de détail, la banque d'investissement et la gestion d'actifs, à travers le monde.

L'Obligation émise par ING Groep N.V. ( Pays-Bas ) , en EUR, avec le code ISIN XS0671362506, paye un coupon de 3.625% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 30/08/2021

FINAL TERMS SERIES 109
EXECUTION COPY

FINAL TERMS FOR COVERED BONDS
Originally dated 29 August 2011 and amended and restated on 15 September 2015
ING Bank N.V.
(incorporated with limited liability in The Netherlands with its statutory seat in
Amsterdam)
Issue of EUR 1,750,000,000 3.625 per cent. Covered Bonds due 2021
Guaranteed as to payment of principal and interest by
ING Covered Bond Company B.V.
under the EUR 35,000,000,000 Hard and Soft Bullet Covered Bonds 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 Base Prospectus dated 22 February 2011 (as supplemented on 8 March 2011, 11
May 2011, 21 June 2011 and 11 August 2011) which together with the Registration Document
of the Issuer dated 11 May 2011 (as supplemented on 21 June 2011 and 11 August 2011),
constitutes 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
Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and
must be read in conjunction with such Base Prospectus (as so supplemented) and the
Registration Document (as so supplemented). Full information on the Issuer, the CBC and the
offer of the Covered Bonds is only available on the basis of the combination of these Final
Terms, the Base Prospectus (as so supplemented) and the Registration Document (as so
supplemented). The Base Prospectus (as so supplemented) and the Registration Document (as so
supplemented) are available for viewing at http://www.ing.com and during normal business
hours at ING Bank N.V., Foppingadreef 7, 1102 BD Amsterdam, The Netherlands (Tel.: +31
(0)20 501 3477).

1
(i)
Issuer:
ING Bank N.V.

(ii)
CBC:
ING Covered Bond Company B.V.
2
(i)
Series Number:
109

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

(i)
Series:
EUR 1,750,000,000

(ii)
Tranche:
EUR 1,750,000,000
5
Issue Price:
99.992 per cent. of the Aggregate Nominal
Amount
6
(i) Specified Denominations:
EUR 100,000 and integral multiples of EUR
1,000 in excess thereof up to and including
EUR 199,000
No Covered Bonds in definitive form will be
issued with a denomination above EUR
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199,000

(ii) Calculation Amount:
EUR 1,000
7
(i) Issue Date:
31 August 2011

(ii) Interest Commencement Date:
Issue Date
8
(i) Final Maturity Date:
31 August 2021

(ii) Bullet Maturity:
Soft

Extended Due for Payment Date:
Applicable. The Specified Interest Payment
Date falling on or nearest to 31 August 2022
9
Interest Basis:
3.625 per cent. Fixed Rate, for the period
from, and including, the Interest
Commencement Date to, but excluding, the
Final Maturity Date (further particulars
specified in paragraph 16 below)
From, and including, the Extension Date in
respect of the Covered Bonds described
herein (if applicable) to, but excluding, the
Extended Due for Payment Date (unless the
Guaranteed Final Redemption Amount in
respect of the Covered Bonds described
herein is paid in full prior to such date), one
month EURIBOR plus the Margin (further
particulars specified in paragraph 17 below)
10 Redemption/Payment Basis:
Redemption at par
11 Change of Interest Basis:
In accordance with paragraphs 16 and 17
below
12 Change of Redemption/ Payment Basis:
Not Applicable
13 Call Options:
Not Applicable
14 (i) Status of the Covered Bonds:
Unsubordinated, unsecured, guaranteed

(ii) Status of the Guarantee:
Unsubordinated, secured (indirectly, through
a parallel debt), unguaranteed
15 Method of distribution:
Syndicated
Provisions Relating to Interest (if any) Payable
16 Fixed Rate Covered Bond Provisions:
Applicable

(i) Rate of Interest:
3.625 per cent. per annum payable annually
in arrear on each Interest Payment Date set
out in paragraph 16(ii) below

(ii) Interest Payment Date(s):
31 August in each year, commencing 31
August 2012, up to and including the Final
Maturity Date, adjusted in accordance with
the Following Business Day Convention
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(iii) Fixed Coupon Amount(s):
EUR 36.25 per Calculation Amount

(iv) Broken Amount(s):
Not Applicable

(v) Day Count Fraction:
Actual/Actual (ICMA), unadjusted

(vi) Determination Date(s):
31 August in each year

(vii) Other terms relating to the method of Not Applicable
calculating interest for Fixed Rate
Covered Bonds:
17 F
loating Rate Covered Bond Provisions
Applicable

(i) Interest Period(s):
The period from, and including, a Specified Interest
Payment Date (or the Extension Date in respect of
the Covered Bonds described herein (if applicable))
to, but excluding, the next Specified Interest
Payment Date (or the First Interest Payment Date set
out in paragraph 17 (iii) below)

(ii) Specified Interest Payment Dates:
The 31st of each month, from, and including, the
First Interest Payment Date specified below up to,
and including, the earlier of: (i) the Extended Due for
Payment Date and (ii) the date on which the
Guaranteed Final Redemption Amount in respect of
the Covered Bonds described herein is paid in full,
subject to adjustment in accordance with the
Business Day Convention set out in paragraph 17
(iv) below

(iii) First Interest Payment Date:
31 September 2021, provided that the Extension Date
occurs in respect of the Covered Bonds described
herein

(iv) Business Day Convention:
Following Business Day Convention

(v) Additional Business Centre(s):
No Additional Business Centre(s)

(vi) Manner in which the Rate(s) of
Screen Rate Determination
Interest and Interest Amount(s)
is/are to be determined:

(vii) Party responsible for calculating
Not Applicable
the Rate(s) of Interest and/or
Interest Amount(s) (if not the
Principal Paying Agent):

(viii) Screen Rate Determination:
Yes

-- Reference Rate:
1 Month EURIBOR
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-- Interest Determination Date(s):
The second day on which TARGET2 is open prior to
the start of each Interest Period

-- Relevant Screen Page:
Reuters EURIBOR01

(ix) ISDA Determination:
Not Applicable

(x) Margin(s):
+ 0.80 per cent. per annum

(xi) Minimum Rate of Interest:
0 per cent. per annum

(xii) Maximum Rate of Interest:
Not Applicable

(xiii) Day Count Fraction:
Actual/360

18 Zero Coupon Covered Bond Provisions
Not Applicable
19 Index Linked Interest Covered Bond/
Not Applicable
other variable linked interest Covered
Bond Provisions
20 Share Linked Interest Covered Bond
Not Applicable
Provisions
21 Dual Currency Interest Covered Bond
Not Applicable
Provisions
Provisions Relating to Redemption
22 Issuer Call
Not Applicable
23 Final Redemption Amount of each
EUR 1,000 per Calculation Amount.
Covered Bond
24 Early Redemption Amount of each

Covered Bond

Early Redemption Amount(s) per
As set out in Condition 6(d)
Calculation Amount payable on
redemption for taxation reasons, or on
acceleration following an Issuer Event of
Default as against the Issuer or a CBC
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 Covered Bonds
25 Form of Covered Bonds:
Bearer form

Temporary
Global
Covered
Bond
exchangeable for a Permanent Global
Covered Bond which is exchangeable for
Bearer Definitive Covered Bonds only upon
an Exchange Event, subject to mandatory
provisions of applicable laws and regulations.
26 New Global Note
Yes
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27 Exclusion of set-off
Not Applicable
28 Additional Financial Centre(s) or other
Not Applicable
special provisions relating to Payment
Dates:
29 Talons for future Coupons or Receipts to
No
be attached to Bearer Definitive Covered
Bonds (and dates on which such Talons
mature):
30 Details relating to Partly Paid Covered
Not Applicable
Bonds: 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 Issuer to forfeit
the Covered Bonds and interest due on late
payment:
31 Consolidation provisions:
Not Applicable
32 Other final terms:
Not Applicable
Distribution
33 (i) If syndicated, names of Managers:
Lead Managers:
Barclays Bank PLC, BNP Paribas, Deutsche
Bank Aktiengesellschaft, ING Bank N.V.
Co-Lead Managers:
Danske Bank A/S, DZ BANK AG Deutsche
Zentral-Genossenschaftsbank, Frankfurt am
Main,
Landesbank
Baden-Württemberg,
NATIXIS, Nomura International plc

(ii) Stabilising Manager(s) (if any):
Not Applicable
34 If non-syndicated, name of relevant
Not Applicable
Dealer(s):
35 TEFRA:
TEFRA D; Regulation S Category 2
36 Applicable Netherlands / Global selling
Not Applicable
restriction:
37 Additional selling restrictions:
Applicable. Until the expiry of the period of
40 days after 15 September 2015, sales of the
Covered Bonds described herein may not be
made in the United States or to U.S. persons
(as defined in Regulation S under the United
States Securities Act of 1933, as amended
(the "Securities Act")) unless made outside
the United States pursuant to Rule 903 and
904 of Regulation S (as defined in the
Securities Act).
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Purpose of Final Terms
These Final Terms comprise the final terms required for the issue and admission to trading on
NYSE Euronext in Amsterdam of Covered Bonds described herein pursuant to the EUR
35,000,000,000 Hard and Soft Bullet Covered Bonds Programme of ING Bank N.V.
Responsibility
The Issuer and the CBC accept responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer:
Signed on behalf of the CBC:

By:
....................................................................... By:
......................................................................
Duly authorised
Duly authorised

By:
....................................................................... By:
......................................................................
Duly authorised
Duly authorised

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PART B -- OTHER INFORMATION

1
LISTING

(i) Listing
NYSE Euronext in Amsterdam

(ii) Admission to trading:
Application has been made by the Issuer (or
on its behalf) for the Covered Bonds to be
admitted to trading on NYSE Euronext in
Amsterdam with effect from 31 August 2011
or as soon as possible thereafter.

(iii) Estimate of total expenses related to EUR 7,000
admission to trading:
2
RATINGS

Ratings:
The Covered Bonds to be issued have been
rated:

Moody's:
Aaa

Standard & Poor's:
AAA

Fitch:
AAA

Moody's Investors Service Ltd, Standard &
Poor's Credit Market Services Europe
Limited and Fitch Ratings Ltd. are
established in the European Union and have
each applied for registration under Regulation
(EC) No 1060/2009, although the result of
such application has not yet been determined.
3
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save as discussed in Section 1.5 (Subscription and Sale) of the Base Prospectus, so far as
the Issuer is aware, no person involved in the issue of the Covered Bonds has an interest
material to the offer.
4
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL
EXPENSES

(i)
Reasons for the offer:
The net proceeds of the issue will be applied
by the Issuer for its general corporate
purposes

(ii)
Estimated net proceeds:
EUR 1,744,172,500

(iii) Estimated total expenses:
EUR 7,000

5
YIELD

Indication of yield:
3.626 per cent.

The yield is calculated at the Issue Date on
the basis of the Issue Price and assuming
redemption on the Final Maturity Date.. It is
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not an indication of future yield

If the floating rate provisions set out in
paragraph 17 above apply: details of historic
EURIBOR rates can be obtained from
Reuters.
6
OPERATIONAL INFORMATION

(i) ISIN Code:
XS0671362506

(ii) Common Code:
067136250

(iii) WKN:
A1GU4T

(iv) New Global Note intended to be held Yes
in a manner which would allow Note that the designation "Yes" simply means
Eurosystem eligibility:
that the Covered Bonds are intended upon
issue to be deposited with Euroclear or
Clearstream, Luxembourg as common
safekeeper and does not necessarily mean that
the Covered Bonds 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.

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

(vi) Delivery:
Delivery against payment.

(vii) Names and addresses of initial Paying The Bank of New York Mellon
Agent(s)
One Canada Square
Canary Wharf
London E14 5AL
United Kingdom

(viii) Names and addresses of additional Not Applicable
Paying Agent(s) (if any):

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