Obligation Alliandra N.V. 0.875% ( XS2014382845 ) en EUR

Alliandra N.V.

100 % ⇌

Pays-bas

XS2014382845 ( en EUR )

0.875% par an ( paiement annuel )

24/06/2032 - Obligation échue

Prospectus brochure de l'obligation Alliander N.V XS2014382845 en EUR 0.875%, échue

Alliander N.V. est une société néerlandaise d'infrastructure énergétique gérant le réseau de distribution d'électricité et de gaz naturel dans une grande partie des Pays-Bas.

L'Obligation émise par Alliandra N.V. ( Pays-bas ) , en EUR, avec le code ISIN XS2014382845, paye un coupon de 0.875% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 24/06/2032

Execution version
FINAL TERMS
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 (as amended, "MiFID II"); or (ii) a
customer within the meaning of Directive 2002/92/EC (as amended, the "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
Prospective Directive. Consequently no key information document required by Regulation
(EU) No 1286/2014 (as amended, 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.

20 June 2019
ALLIANDER N.V.
Legal entity identifier (LEI): 724500XBZ9QOPTI11U82
Issue of EUR 300,000,000 0.875% Notes due 24 June 2032

under the EUR 3,000,000,000
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 Base Prospectus dated 23 October 2018 and the supplement to it dated 14 June
2019 which together constitute a base prospectus for the purposes of the Prospectus Directive
(the "Base Prospectus"). 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 the Base Prospectus. 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 Base Prospectus.
The Base Prospectus is available for viewing at Utrechtseweg 68, 6812 AH Arnhem, the
Netherlands and www.alliander.com and copies may be obtained from Utrechtseweg 68, 6812
AH Arnhem, the Netherlands.
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Any information contained in or accessible through any website, including www.alliander.com
does not form a part of the Base Prospectus, unless specifically stated in the Base Prospectus,
in any supplement hereto or in any document incorporated or deemed to be incorporated by
reference in this Base Prospectus that all or any portion of such information is incorporated by
reference in the Base Prospectus.
1.
Issuer:
Alliander N.V.
2.
(a)
Series Number:
22
(b)
Tranche Number:
1
(c)
Date on which the Notes will
Not Applicable
be consolidated and form a
single Series:
3.
Specified Currency or Currencies:
EUR
4.
Aggregate Nominal Amount:
EUR 300,000,000
(a)
Series:
EUR 300,000,000
(b)
Tranche:
EUR 300,000,000
5.
(a)
Issue Price:
98.628 per cent. of the Aggregate
Nominal Amount
6.
(a)
Specified Denominations:
EUR 100,000 and integral multiples
of EUR 1,000 in excess thereof

(b)
Calculation Amount:
EUR 1,000
7.
(a)
Issue Date:
24 June 2019
(b)
Interest Commencement Date:
24 June 2019
8.
Maturity Date:
24 June 2032

9.
Interest Basis:
0.875 per cent. Fixed Rate (see
paragraph 14 below)
10.
Redemption:
Subject to any purchase and
cancellation or early redemption, the
Notes will be redeemed on the
Maturity Date at 100 % of their
nominal amount
11.
Change of Interest Basis:
Not Applicable
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12.
Put/Call Options:
Issuer Call
Issuer Make-whole Redemption
Call
Issuer Residual Call
(see paragraph 18, 19 and 20 below)

13.
Date Board approval for issuance of
14 June 2019
Notes obtained:

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions
Applicable

(a)
Rate(s) of Interest:
0.875 per cent. per annum payable in
arrear on each Interest Payment Date
(b)
Interest Payment Date(s):
24 June in each year up to and
including the Maturity Date

(c)
Fixed Coupon Amount(s):
EUR 8.75 per Calculation Amount
(d)
Broken Amount(s):
Not Applicable
(e)
Day Count Fraction:
Actual/Actual (ICMA)
(f)
Determination Date(s):
24 June in each year
15.
Floating Rate Note Provisions
Not Applicable
16.
Zero Coupon Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
17.
Notice periods for Condition 6(b):
Minimum Period: 15 days
Maximum Period: 30 days
18.
Issuer Call:
Applicable
(a)
Optional Redemption Date(s):
24 March 2032 and any time
thereafter
(b)
Optional Redemption Amount:
EUR 1,000 per Calculation Amount
(c)
If redeemable in part:

(i)
Minimum Redemption
Not Applicable
Amount:
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(ii)
Maximum Redemption
Not Applicable
Amount:
(d)
Notice periods:
Minimum Period: 15 days
Maximum Period: 30 days

19.
Make-whole Redemption Call
Applicable
(a)
Notice periods:
Minimum Period: 15 days
Maximum Period: 30 days
(b)
Discounting basis for purposes
Annual
of calculating sum of the
present values of the remaining

scheduled payments of
principal and interest on
Redeemed Notes in the
determination of the Make-

whole Redemption Amount:

(c)
Make Whole Redemption 0.20 per cent.
Margin:

(d)
Quotation Agent:
BNP Paribas
Citigroup Global Markets Limited

MUFG Securities (Europe) N.V.

(e)
Reference Dealers:
BNP Paribas
Citigroup Global Markets Limited
MUFG Securities (Europe) N.V.
(f)
Reference Security:
DBR 0.25% Feb-2029s (ISIN Code:
DE0001102465)
20.
Issuer Residual Call:
Applicable
(a)
Notice periods:
Minimum Period: 15 days
Maximum Period: 30 days
(b)
Residual Call Early
EUR 1,000 per Calculation Amount
Redemption Amount of each
Note:
21.
Investor Put:
Not Applicable

22.
Final Redemption Amount:
EUR 1,000 per Calculation Amount
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23.
Early Redemption Amount payable on
EUR 1,000 per Calculation Amount
redemption for taxation reasons or on
event of default:
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24.
Form of Notes:

(a)
Form:
Temporary Global Note
exchangeable for a Permanent
Global Note which is exchangeable
for Definitive Notes upon an
Exchange Event
(b)
New Global Note:
Yes
25.
Additional Financial Centre(s):
Not Applicable
26.
Talons for future Coupons to be
No
attached to Definitive Notes:
27.
Whether Condition 7 of the Notes
Condition 7 applies
applies:

Signed on behalf of the Issuer:

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

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PART B OTHER INFORMATION

1.
LISTING

(i)
Listing and Admission to Application has been made by the Issuer (or on
trading:
its behalf) for the Notes to be admitted to
trading on Euronext in Amsterdam.
(ii)
Estimate of total expenses EUR 9,100
related to admission to
trading:

2.
RATINGS
Ratings:
The Notes to be issued have been rated Aa2 by
Moody's Investors Service Limited (the
"Rating Agency").
The Rating Agency is established in the
European Union and is registered under the
Regulation (EC) No. 1060/2009 (as amended)
(the "CRA Regulation").
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 issue of the Notes has an interest material to the offer. The Managers
and their affiliates have engaged, and may in the future engage, in investment banking
and/or commercial banking transactions with, and may perform other services for, the
Issuer and its affiliates in the ordinary course of business.
4.
REASONS FOR THE OFFER

Reasons for the offer
The net proceeds of bonds issued under the
Issuer's green bond framework as amended
from time to time (the "Alliander Green Bond
Framework") are intended to be used to finance
and/or refinance, in whole or in part, new and
existing projects (the "Eligible Green
Projects") falling within one of three
categories. The Issuer will apply the net
proceeds of the Notes in accordance with the
Alliander Green Bond Framework and such
proceeds will be used for the Eligible Green
Project relating to "Smart Grids", in particular
the refinancing of projects from the financial
years 2017 and 2018 and the year to date relating
to smart meters. Smart meters record the
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consumer's energy consumption for demand
management.
5.
YIELD (FIXED RATE NOTES

ONLY)
Indication of yield:
0.988 per cent. per annum
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:
XS2014382845
(ii)
Common Code:
201438284
(iii)
CFI
Not Applicable
(iv)
FISN
Not Applicable
(v)
Any clearing system(s) Not Applicable
other than Euroclear and
Clearstream Luxembourg
and the relevant
identification number(s):
(vi)
Delivery:
Delivery against payment
(vii) Names and addresses of Not Applicable
additional Paying Agent(s)
(if any):
(viii) Intended to be held in a Yes. Note that the designation "yes" simply
manner which would allow means that the Notes are intended upon issue
Eurosystem eligibility:
to be deposited with one of the ICSDs 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 or all
times during their life. Such recognition will
depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.
7.
DISTRIBUTION
(i)
Method of distribution:
Syndicated

(ii)
If syndicated, names and BNP Paribas
addresses of Managers and 10 Harewood Avenue
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underwriting
London NW1 6AA
commitments/quotas (material United Kingdom
features):
Commitment: EUR 100,000,000

Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom
Commitment: EUR 100,000,000

MUFG Securities (Europe) N.V.
World Trade Center, Tower H, 11th Floor
Zuidplein 98
1077 XV Amsterdam
The Netherlands
Commitment: EUR 100,000,000
(iii)
Date of Subscription
20 June 2019
Agreement:
(iv)
Stabilising Manager(s) (if Citigroup Global Markets Limited
any):
(v)
If non-syndicated, name and Not Applicable
address of relevant Dealer:
(vi)
U.S. Selling Restrictions:
Reg. S Compliance Category 2; TEFRA D
(vii) Prohibition of Sales to EEA Applicable
Retail Investors:

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Document Outline

#1">Final Terms