Obligation ING Groep N.V. 0.875% ( XS1805257265 ) en EUR

Société émettrice ING Groep N.V.
Prix sur le marché 100 %  ⇌ 
Pays  Pays-bas
Code ISIN  XS1805257265 ( en EUR )
Coupon 0.875% par an ( paiement annuel )
Echéance 11/04/2028 - Obligation échue



Prospectus brochure de l'obligation ING Bank N.V XS1805257265 en EUR 0.875%, échue


Montant Minimal /
Montant de l'émission /
Description détaillée 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 XS1805257265, paye un coupon de 0.875% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 11/04/2028







FINAL TERMS
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
Covered Bonds has led to the conclusion that: (i) the target market for the Covered Bonds is eligible
counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, "MiFID
II"); and (ii) all channels for distribution of the Covered Bonds to eligible counterparties and professional clients
are appropriate. Any person subsequently offering, selling or recommending the Covered Bonds (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 Covered
Bonds (by either adopting or refining the manufacturers' target market assessment) and determining appropriate
distribution channels.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS ­ the Covered Bonds 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 (the "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 MiFID II, (ii) a customer
within the meaning of Directive 2002/92/EC ("Insurance Mediation Directive"), where that customer would
not qualify as a professional client as defined in point (10) of article 4(1) of MiFID II, or (iii) not a qualified
investor as defined in Directive 2003/71/EC (as amended, the "Prospectus Directive"). Consequently no Key
Information Document required by Regulation (EU) No. 1286/2014 (the "PRIIPS Regulation") for offering or
selling the Covered Bonds or otherwise making them available to retail investors in the EEA has been prepared
and therefore offering or selling the Covered Bonds or otherwise making them available to any retail investor in
the EEA may be unlawful under the PRIIPS Regulation.
9 April 2018
ING Bank N.V.
(incorporated with limited liability under the laws of The Netherlands with its corporate seat in
Amsterdam and registered with the Dutch Chamber of Commerce under number 33031431)
Issue of EUR 1,750,000,000 0.875 per cent. Fixed Rate Covered Bonds due April 2028, Series No:0172
Guaranteed as to payment of principal and interest by
ING Covered Bond Company B.V.
(incorporated with limited liability under the laws of The Netherlands with its corporate seat in
Amsterdam and registered with the Dutch Chamber of Commerce under number 34283089)
under the EUR 30,000,000,000 Hard and Soft Bullet Covered Bond Programme
The Base Prospectus referred to below (as completed by these Final Terms) has been prepared on the basis that
any offer of Covered Bonds in any Member State of the European Economic Area which has implemented the
Prospectus Directive (each, a "Relevant Member State") will be made pursuant to an exemption under the
Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a
prospectus for offers of the Covered Bonds. Accordingly any person making or intending to make an offer in that
Relevant Member State of the Covered Bonds may only do so in circumstances in which no obligation arises for
the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a
prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the
Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Covered Bonds in any
other circumstances. The expression "Prospectus Directive" means Directive 2003/71/EC (as amended,
including by Directive 2010/73/EU and Directive 2010/78/EU) and includes any relevant implementing
measures in the Relevant Member State.
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 4 August 2017 (as supplemented on 3 November 2017, 5 February 2018 and 30 March 2018)
which together with the Registration Document of the Issuer dated 30 March 2018 constitute a base prospectus
(the "Base Prospectus") for the purposes of the Prospectus Directive. This document constitutes the Final Terms
AMSLIB01/2261128.4
Hogan Lovells


- 2 -
of the Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive (as
implemented by the Dutch Financial Supervision Act (Wet op het financieel toezicht) and its implementing
regulations) and must be read in conjunction with such Base Prospectus. 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 and the
Base Prospectus. The Base Prospectus is available for viewing at the Issuer's website (www.ing.com/Investor-
relations/Fixed-income-information.htm) and copies may be obtained from ING Bank N.V., Foppingadreef 7,
1102 BD Amsterdam, The Netherlands (Tel.: +31 (0) 20 563 8007).
Prospective investors should carefully consider the section "Risk Factors" in the Base Prospectus.
General description of the Covered Bonds
1.
(i)
Issuer:
ING Bank N.V.
(ii)
Guarantor:
ING Covered Bond Company B.V.
2.
(i)
Series Number:
0172
(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:
99.430 per cent. of the Aggregate Nominal Amount
6.
(i)
Specified Denominations:
EUR 100,000
(ii)
Calculation Amount:
EUR 100,000
7.
(i)
Issue Date:
11 April 2018
(ii)
Interest Commencement Date:
Issue Date
8.
(i)
Final Maturity Date:
11 April 2028
(ii)
Bullet Maturity:
Soft
(iii)
Extended Due for Payment
Applicable
Date:
Interest Payment Date falling in or nearest to April 2029
9.
Interest Basis:
0.875 per cent. Fixed Rate from, and including, the Interest
Commencement Date to, but excluding, the Final Maturity
Date (further particulars specified in paragraph 14 below)
From, and including, the Extension Date (as defined in the
Conditions set forth in the Base Prospectus) 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 15 below)
10.
Redemption/Payment Basis:
Subject to any purchase and cancellation or early redemption
and subject to Condition 3 (The Guarantee), the Covered
Bonds will be redeemed on the Maturity Date at 100 per
AMSLIB01/2261128.4
Hogan Lovells


- 3 -
cent. of their nominal amount
11.
Change of Interest Basis:
In accordance with paragraphs 14 and 15 below
12.
Call Option:
Not Applicable
13.
(i)
Status of the Covered Bonds:
Unsubordinated, unsecured, guaranteed
(ii)
Status of the Guarantee:
Unsubordinated, secured (indirectly, through a parallel debt),
unguaranteed
Provisions Relating to Interest (if
any) Payable
14.
Fixed Rate Covered Bond Provisions:
Applicable
(i)
Rate of Interest:
0.875 per cent. per annum payable annually in arrear
(ii)
Interest Payment Date(s):
11 April in each year, commencing 11 April 2019, up to and
including the Final Maturity Date
(iii)
Fixed Coupon Amount(s):
EUR 875 per Calculation Amount
(iv)
Broken Amount(s):
Not Applicable
(v)
Day Count Fraction:
Actual/Actual (ICMA)
(vi)
Determination Date(s):
11 April in each year
(vii)
Business Day Convention
Following Business Day Convention
(viii)
Interest Amount Adjustment:
Not Applicable
(ix)
Additional Business Centre(s)
No Additional Business Centre(s)
15.
Floating
Rate
Covered
Bond
Applicable
Provisions
(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 15 (iii) below)
(ii)
Specified
Interest
Payment
The 11th day of each month, from, and including, the First
Dates / Specified Period:
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 15 (iv) below
(iii)
First Interest Payment Date:
11 May 2028, provided that the Extension Date occurs in
respect of the Covered Bonds described herein
(iv)
Business Day Convention:
Modified Following Business Day Convention
(v)
Interest Amount Adjustment:
Applicable
(vi)
Additional Business Centre(s):
No Additional Business Centre(s)
(vii)
Manner in which the Rate(s)
Screen Rate Determination
of
Interest
and
Interest
AMSLIB01/2261128.4
Hogan Lovells


- 4 -
Amount(s)
is/are
to
be
determined:
(ix)
Screen Rate Determination:
Applicable
·
Reference Rate:
1 month EURIBOR
·
Interest
The second day on which TARGET2 is open prior to the
Determination
start of each Interest Period
Date(s):
·
Relevant Screen Page:
Reuters EURIBOR01
(x)
ISDA Determination:
Not Applicable
(xi)
Margin(s):
- 0.03 per cent. per annum
(xii)
Minimum Rate of Interest:
Not Applicable
(xiii)
Maximum Rate of Interest:
Not Applicable
(xiv)
Day Count Fraction:
Actual/360
17.
Zero
Coupon
Covered
Bond
Not Applicable
Provisions
Provisions Relating to Redemption
18.
Issuer Call
Not Applicable
19.
Final Redemption Amount of each
EUR 100,000 per Calculation Amount
Covered Bond
20.
Early Redemption Amount of each
Covered Bond
Early
Redemption
Amount(s)
per
As specified in Condition 6(d)(ii)
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:
General Provisions Applicable to the
Covered Bonds
21.
Form of Covered Bonds:
Bearer form
Temporary Global Covered Bond exchangeable for a
Permanent Global Covered Bond which is exchangeable for
Definitive Covered Bonds only upon an Exchange Event,
subject to mandatory provisions of applicable laws and
regulations
New Global Note
Yes
22.
Exclusion of set-off
Not Applicable
23.
For the purposes of Condition 13, under
No
(iii), notices to be published in a
leading
English
language
daily
AMSLIB01/2261128.4
Hogan Lovells


- 5 -
newspaper of general circulation in
London:
24.
Additional Financial Centre(s):
Not Applicable
25.
Talons
for
future
Coupons
to
be
No
attached to Bearer Definitive Covered
Bonds (and dates on which such Talons
mature):
Consolidation provisions:
The provisions of Condition 16 apply
Responsibility
The Issuer and the CBC (as far as it concerns 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
AMSLIB01/2261128.4
Hogan Lovells


- 6 -
PART B -- OTHER INFORMATION
1.
LISTING AND ADMISSION TO TRADING
(i)
Listing
Euronext 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 Euronext Amsterdam with effect from
the Issue Date
(iii)
Estimate of total expenses related to
EUR 7,575
admission to trading:
2.
RATINGS
Ratings:
The Covered Bonds to be issued are expected to
be rated:
Moody's:
Aaa
Standard & Poor's:
AAA
Fitch:
AAA
Moody's Investor Service Ltd., Standard & Poor's
Credit Market Services Europe Limited and Fitch
Ratings Ltd. are established in the European
Union and registered under Regulation (EC) No
1060/2009, as amended
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 1,734,775,000
5.
YIELD (Fixed Rate Covered Bonds only)
Indication of yield:
0.935%
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
(i)
ISIN Code:
XS1805257265
(ii)
Common Code:
180525726
(iv)
New Global Note intended to be held in a
Yes
manner which would allow Eurosystem
eligibility:
Note that the designation "Yes" simply means that
AMSLIB01/2261128.4
Hogan Lovells


- 7 -
the Covered Bonds are intended upon issue to be
deposited with one of the International Central
Securities Depositories 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 the ECB being
satisfied that Eurosystem eligibility criteria have
been met
(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)
(vii)
Delivery:
Delivery against payment
(viii)
Names
and
addresses
of
additional
Not Applicable
Paying Agent(s) (if any):
(ix)
Name and address of Calculation Agent
Not Applicable
(if other than Principal Paying Agent):
7.
DISTRIBUTION
(i)
Method of distribution:
Syndicated
(ii)
If syndicated:
(A)
Names of Managers:
Credit Suisse Securities (Europe) Limited, Danske
Bank A/S, DZ BANK AG Deutsche Zentral-
Genossenschaftsbank, Frankfurt am Main, ING
Bank N.V., Landesbank Baden-Württemberg and
Natixis (the "Joint Lead Managers")
Coöperatieve
Rabobank
U.A.,
Dekabank
Deutsche
Girozentrale
and
Norddeutsche
Landesbank
­
Girozentrale
-
(the
"Co-
Managers",
together
with
the
Joint
Lead
Managers, the "Managers")
(B)
Stabilising Manager(s) (if any)
Not Applicable
(iii)
If non-syndicated, name of Dealer
Not Applicable
(iv)
Total commission and concession:
Not disclosed
(v)
U.S. Selling Restrictions:
Reg S Compliance Category 2; TEFRA D
(vi)
ERISA
No
AMSLIB01/2261128.4
Hogan Lovells