Obligation Mizuho Holdings 1.598% ( XS1801905628 ) en EUR

Mizuho Holdings

97.21 % ▲

Japon

XS1801905628 ( en EUR )

1.598% par an ( paiement annuel )

09/04/2028

Prospectus brochure de l'obligation Mizuho Financial Group XS1801905628 en EUR 1.598%, échéance 09/04/2028

100 000 EUR

500 000 000 EUR

10/04/2026 ( Dans 266 jours )

Mizuho Financial Group est un grand conglomérat de services financiers japonais offrant des services bancaires commerciaux et de détail, des services de valeurs mobilières et de gestion d'actifs.

L'Obligation émise par Mizuho Holdings ( Japon ) , en EUR, avec le code ISIN XS1801905628, paye un coupon de 1.598% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 09/04/2028

FINAL TERMS OF THE NOTES
Final Terms dated 4 April 2018
Mizuho Financial Group, Inc.
Issue of 500,000,000 1.598 per cent. Senior Notes due 2028 (the "Notes")

under the U.S.$30,000,000,000
Debt Issuance Programme
This document constitutes the Final Terms relating to the issue of Notes described herein. Terms used
herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus
dated 31 August 2017 as supplemented by the supplemental Base Prospectus dated 3 April 2018 (the "Base
Prospectus"). These Final Terms contain the final terms of the Notes and are supplemental to and must be read
in conjunction with the Base Prospectus.
In connection with this issue, Mizuho International plc (the "Stabilising Manager") or any person acting
for the Stabilising Manager may over-allot or effect transactions with a view to supporting the market price of
the Notes at a level higher than that which might otherwise prevail for a limited period. However, there may
be no obligation on the Stabilising Manager or any agent of the Stabilising Manager to do this. Such stabilising,
if commenced, may be discontinued at any time and must be brought to an end after a limited time.
Save as disclosed herein or in the Base Prospectus, there has been no significant change in the financial
or trading position of the Issuer, or the Issuer and its consolidated subsidiaries taken as a whole, since 31
March 2017 and there has been no material adverse change in the financial position or prospects of the Issuer,
or the Issuer and its consolidated subsidiaries taken as a whole, since 31 March 2017.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be
offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to
any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a
person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU ("MiFID II"); (ii) a customer within the meaning of Directive 2002/92/EC, where that customer
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) any
person who is not a qualified investor as defined in Directive 2003/71/EC (as amended). Consequently, no key
information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or
selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and
therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA
may be unlawful under the PRIIPs Regulation.
MiFID II product governance / Professional investors and ECPs only target market Solely for
the purposes of each manufacturer's product approval process, the target market assessment in respect of the
Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and
professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to
eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or
recommending the Notes (a "distributor") should take into consideration the manufacturers' target market
assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market
assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment)
and determining appropriate distribution channels.
1 Issuer:
Mizuho Financial Group, Inc.
2 (i) Series Number:
2

(ii) Tranche Number:
1

3 Status of the Notes:
Senior
4 Specified Currency or Currencies:
Euro ("")

5 Aggregate Nominal Amount:
500,000,000
6 (i) Issue Price of Tranche:
100 per cent. of the aggregate nominal amount

(ii) Net Proceeds
498,000,000
7 Specified Denominations:
100,000 and integral multiples of 1,000 in excess
thereof
8 (i) Issue Date:
10 April 2018

(ii) Interest Commencement Date:
10 April 2018
9 Maturity Date:
10 April 2028
10 Interest Basis:
Fixed Rate Interest
11 Redemption/Payment Basis:
Redemption at par
12 Change of Interest Basis or
Not Applicable
Redemption/Payment Basis:
13 Put/Call Options:
Not Applicable
14 Listing and Trading:
Luxembourg Euro MTF Market
15 Method of distribution:
Syndicated
Provisions Relating to Interest (if any) Payable
16 Fixed Rate Note Provisions
Applicable

(i) Rate of Interest:
1.598 per cent. per annum payable annually in arrear

(ii) Interest Payment Date(s):
10 April in each year (not adjusted) (see Paragraph 27
for the Business Centres applicable to payments)

(iii) Fixed Coupon Amount(s):
15.98 per 1,000 of Specified Denomination on each
Interest Payment Date

(iv) Broken Amount(s):
Not Applicable

(v) Fixed Day Count Fraction:
Actual/Actual (ICMA)

(vi) Determination Date(s):
10 April in each year

(vii) Other terms relating to the method If interest is required to be calculated for a period ending
of calculating interest for Fixed Rate other than on an Interest Payment Date, the Interest
Notes:
Amount will be calculated per 1,000 in nominal amount
of the Notes, rounded to the nearest Euro cent.
17 Floating Rate Note Provisions
Not Applicable
18 Zero Coupon Note Provisions
Not Applicable
19 Index Linked Interest Note Provisions Not Applicable
20 Dual Currency Note Provisions
Not Applicable
2

Provisions Relating to Redemption
21 Issuer Call
Not Applicable
22 Investor Put
Not Applicable
23 Final Redemption Amount of each Note: 1,000 per 1,000 of Specified Denomination
24 Early Redemption Amount(s) of each
1,000 per 1,000 of Specified Denomination
Note payable on redemption for taxation
reasons or on event of default and/or the
method of calculating the same (if
required or if different from that set out in
Condition 6(e):
General Provisions Applicable to the Notes
25 Form of Notes:

(i) Bearer/Registered Notes:
Registered Notes:
Registered Global Note exchangeable for Definitive
Registered Notes in the limited circumstances specified
therein.

(ii) New Global Note or New
The Registered Global Notes will be registered in the
Safekeeping Structure:
name of a nominee for a common safekeeper for
Euroclear and Clearstream, Luxembourg (that is, held
under the new safekeeping structure).
26 Intended to be held in a manner which
Yes. Note that the designation "yes" simply means that
would allow Eurosystem eligibility:
the Notes are intended upon issue to be deposited with
one of Euroclear or Clearstream, Luxembourg as
common safekeeper (and registered in the name of a
nominee of one of Euroclear or Clearstream,
Luxembourg acting as common 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 time during their life. Such recognition
will depend upon the European Central Bank being
satisfied that Eurosystem eligibility criteria have been
met.
27 Business Centre(s) or other special
TARGET and Tokyo
provisions relating to Payment Days:
28 Talons for future Coupons to be attached No
to Definitive Notes (and dates on which
such Talons mature):
29 Redenomination applicable:
Redenomination not applicable
30 Other terms or special conditions:
Not Applicable
3

Distribution
31 (i) if syndicated, names of Managers: Mizuho International plc
BNP Paribas
Merrill Lynch International
Natixis
UBS Limited

(ii) Stabilising Manager (if any):
Mizuho International plc

(iii) Dealer's Commission:
As separately agreed between the Issuer and the
Managers
32 If non-syndicated, name of relevant
Not Applicable
Dealer:
33 Additional selling restrictions:
Not Applicable
Operational Information
34 ISIN Code:
XS1801905628
35 Common Code:
180190562
36 Legal Entity Identifier:
353800CI5L6DDAN5XZ33
37 Any clearing system(s) approved by the Not Applicable
Issuer, the Trustee, the Dealers and the
Agent other than Euroclear and
Clearstream, Luxembourg and the
relevant identification number(s):
38 Delivery:
Delivery against payment
39 Additional Paying Agent(s) (if any):
Not Applicable
General
40 Ratings:
The Notes are expected to be rated:

S&P: A-
Moody's: A1

Moody's Japan K.K. and S&P Global Ratings Japan Inc.
are not established in the European Union but the ratings
given to the Notes are endorsed by Moody's Investor
Services Ltd. and Standard & Poor's Credit Market
Services Europe Limited, respectively, which are
established in the EU and registered under Regulation
(EC) No 1060/2009. A security rating is not a
recommendation to buy, sell or hold securities and may
be subject to suspension, reduction or withdrawal at any
time by the assigning rating agency.
41 Status as Taxable Linked Notes:
The Notes are not Taxable Linked Notes as described in
Article 6, Paragraph 4 of the Special Taxation Measures
Act.
4

42 Reasons for the offer:
The Issuer intends to use the net proceeds from the
issuance and sale of the Notes to make a loan to Mizuho
Bank, Ltd., which will utilise such funds for its general
corporate purposes.

Listing Application
These Final Terms comprise the final terms required to list the issue of Notes described herein.
Responsibility
The Issuer accepts responsibility for the information contained in these Final Terms which, when read
together with the Base Prospectus (and the information incorporated by reference therein), contain all
information that is material in the context of the issue of the Notes.
5

FINAL TERMS OF THE NOTES
Final Terms dated 4 April 2018
Mizuho Financial Group, Inc.
Issue of 500,000,000 Floating Rate Senior Notes due 2023 (the "Notes")

under the U.S.$30,000,000,000
Debt Issuance Programme
This document constitutes the Final Terms relating to the issue of Notes described herein. Terms used
herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus
dated 31 August 2017 as supplemented by the supplemental Base Prospectus dated 3 April 2018 (the "Base
Prospectus"). These Final Terms contain the final terms of the Notes and are supplemental to and must be read
in conjunction with the Base Prospectus.
In connection with this issue, Mizuho International plc (the "Stabilising Manager") or any person acting
for the Stabilising Manager may over-allot or effect transactions with a view to supporting the market price of
the Notes at a level higher than that which might otherwise prevail for a limited period. However, there may
be no obligation on the Stabilising Manager or any agent of the Stabilising Manager to do this. Such stabilising,
if commenced, may be discontinued at any time and must be brought to an end after a limited time.
Save as disclosed herein or in the Base Prospectus, there has been no significant change in the financial
or trading position of the Issuer, or the Issuer and its consolidated subsidiaries taken as a whole, since 31
March 2017 and there has been no material adverse change in the financial position or prospects of the Issuer,
or the Issuer and its consolidated subsidiaries taken as a whole, since 31 March 2017.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended to be
offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to
any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a
person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive
2014/65/EU ("MiFID II"); (ii) a customer within the meaning of Directive 2002/92/EC, where that customer
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) any
person who is not a qualified investor as defined in Directive 2003/71/EC (as amended). Consequently, no key
information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or
selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and
therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA
may be unlawful under the PRIIPs Regulation.
MiFID II product governance / Professional investors and ECPs only target market Solely for
the purposes of each manufacturer's product approval process, the target market assessment in respect of the
Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and
professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to
eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or
recommending the Notes (a "distributor") should take into consideration the manufacturers' target market
assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market
assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment)
and determining appropriate distribution channels.
1 Issuer:
Mizuho Financial Group, Inc.
2 (i) Series Number:
3

(ii) Tranche Number:
1

3 Status of the Notes:
Senior
4 Specified Currency or Currencies:
Euro ("")

5 Aggregate Nominal Amount:
500,000,000
6 (i) Issue Price of Tranche:
100 per cent. of the aggregate nominal amount

(ii) Net Proceeds
498,500,000
7 Specified Denominations:
100,000 and integral multiples of 1,000 in excess
thereof.
8 (i) Issue Date:
10 April 2018

(ii) Interest Commencement Date:
10 April 2018
9 Maturity Date:
Interest Payment Date falling in or nearest to April 2023
10 Interest Basis:
Floating Rate Interest
11 Redemption/Payment Basis:
Redemption at par
12 Change of Interest Basis or
Not Applicable
Redemption/Payment Basis:
13 Put/Call Options:
Not Applicable
14 Listing and Trading:
Luxembourg Euro MTF Market
15 Method of distribution:
Syndicated
Provisions Relating to Interest (if any) Payable
16 Fixed Rate Note Provisions
Not Applicable
17 Floating Rate Note Provisions
Applicable

(i) Interest Period(s):
As per the Conditions

(ii) Specified Interest Payment Dates: Quarterly on 10 January, 10 April, 10 July and 10 October
in each year commencing on 10 July 2018 and ending on
10 April 2023, subject in each case to adjustment in
accordance with the Business Day Convention specified
below

(iii) Business Day Convention:
Modified Following Business Day Convention

(iv) Business Centre(s):
TARGET and Tokyo

(v) Manner in which the Rate of Interest Screen Rate Determination
and Interest Amount is to be
determined:

(vi) Party responsible for calculating the As per the Conditions
Rate of Interest and Interest Amount
(if not the Agent):

(vii) Screen Rate Determination:

- Reference Rate:
Three-month EURIBOR
2

- Interest Determination Date(s): As per the Conditions

- Relevant Screen Page:
Reuters EURIBOR 01

(viii) ISDA Determination:
Not Applicable

(ix) Margin(s):
+0.50 per cent. per annum

(x) Minimum Rate of Interest:
Not Applicable

(xi) Maximum Rate of Interest:
Not Applicable

(xii) Floating Day Count Fraction:
Actual/360

(xiii) Fall back provisions, rounding
The Interest Amount for each Interest Period will be
provisions and any other terms
calculated per 1,000 in nominal amount of the Notes,
relating to the method of calculating rounded to the nearest Euro cent.
interest on Floating Rate Notes, if
different from those set out in the
Conditions:
18 Zero Coupon Note Provisions
Not Applicable
19 Index Linked Interest Note Provisions Not Applicable
20 Dual Currency Note Provisions
Not Applicable
Provisions Relating to Redemption
21 Issuer Call
Not Applicable
22 Investor Put
Not Applicable
23 Final Redemption Amount of each Note: 1,000 per 1,000 of Specified Denomination
24 Early Redemption Amount(s) of each
1,000 per 1,000 of Specified Denomination
Note payable on redemption for taxation
reasons or on event of default and/or the
method of calculating the same (if
required or if different from that set out in
Condition 6(e):
General Provisions Applicable to the Notes
25 Form of Notes:

(i) Bearer/Registered Notes:
Registered Notes:
Registered Global Note exchangeable for Definitive
Registered Notes in the limited circumstances specified
therein.

(ii) New Global Note or New
The Registered Global Notes will be registered in the
Safekeeping Structure:
name of a nominee for a common safekeeper for
Euroclear and Clearstream, Luxembourg (that is, held
under the new safekeeping structure).
26 Intended to be held in a manner which
Yes. Note that the designation "yes" simply means that
would allow Eurosystem eligibility:
the Notes are intended upon issue to be deposited with
one of Euroclear or Clearstream, Luxembourg as
common safekeeper (and registered in the name of a
3

nominee of one of Euroclear or Clearstream,
Luxembourg acting as common 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 time during their life. Such recognition
will depend upon the European Central Bank being
satisfied that Eurosystem eligibility criteria have been
met.
27 Business Centre(s) or other special
TARGET and Tokyo
provisions relating to Payment Days:
28 Talons for future Coupons to be attached No
to Definitive Notes (and dates on which
such Talons mature):
29 Redenomination applicable:
Redenomination not applicable
30 Other terms or special conditions:
Not Applicable
Distribution
31 (i) if syndicated, names of Managers: Mizuho International plc
BNP Paribas
Merrill Lynch International
Natixis
UBS Limited

(ii) Stabilising Manager (if any):
Mizuho International plc

(iii) Dealer's Commission:
As separately agreed between the Issuer and the
Managers
32 If non-syndicated, name of relevant
Not Applicable
Dealer:
33 Additional selling restrictions:
Not Applicable
Operational Information
34 ISIN Code:
XS1801906279
35 Common Code:
180190627
36 Legal Entity Identifier:
353800CI5L6DDAN5XZ33
37 Any clearing system(s) approved by the Not Applicable
Issuer, the Trustee, the Dealers and the
Agent other than Euroclear and
Clearstream, Luxembourg and the
relevant identification number(s):
38 Delivery:
Delivery against payment
39 Additional Paying Agent(s) (if any):
Not Applicable
General
40 Ratings:
The Notes are expected to be rated:
4

S&P: A-
Moody's: A1

Moody's Japan K.K. and S&P Global Ratings Japan Inc.
are not established in the European Union but the ratings
given to the Notes are endorsed by Moody's Investor
Services Ltd. and Standard & Poor's Credit Market
Services Europe Limited, respectively, which are
established in the EU and registered under Regulation
(EC) No 1060/2009. A security rating is not a
recommendation to buy, sell or hold securities and may
be subject to suspension, reduction or withdrawal at any
time by the assigning rating agency.
41 Status as Taxable Linked Notes:
The Notes are not Taxable Linked Notes as described in
Article 6, Paragraph 4 of the Special Taxation Measures
Act.
42 Reasons for the offer:
The Issuer intends to use the net proceeds from the
issuance and sale of the Notes to make a loan to Mizuho
Bank, Ltd., which will utilise such funds for its general
corporate purposes.
Listing Application
These Final Terms comprise the final terms required to list the issue of Notes described herein.
Responsibility
The Issuer accepts responsibility for the information contained in these Final Terms which, when read together
with the Base Prospectus (and the information incorporated by reference therein), contain all information that
is material in the context of the issue of the Notes.

5