Obligation Intesa Sanpaolo S.p.A. 2.9% ( XS2066560421 ) en USD

Intesa Sanpaolo S.p.A.

100 % ⇌

Italie

XS2066560421 ( en USD )

2.9% par an ( paiement semestriel )

23/10/2026 - Obligation échue

Prospectus brochure de l'obligation INTESA SANPAOLO SPA XS2066560421 en USD 2.9%, échue

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

L'obligation italienne INTESA SANPAOLO SPA (XS2066560421), libellée en USD, à un taux d'intérêt de 2,9% et échéant le 23/10/2026, avec une fréquence de paiement semestrielle, a été remboursée à 100% à maturité.

22 October 2019

BANCA IMI S.p.A.
(incorporated with limited liability in the Republic of Italy)
FINAL TERMS
USD Fixed Rate Notes due 23.10.2026
"Banca IMI S.p.A. Collezione Cedola Crescente Dollaro USA Opera V"
under the 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 Terms and Conditions of the
Notes (the Conditions) set forth in the Base Prospectus dated 8 July 2019 which constitutes 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 during normal business hours at the registered office of the Issuer and the specified offices of the
Paying Agents. The Base Prospectus has been published on the websites of the Euronext Dublin
(http://www.ise.ie/Market-Data-Announcements/Debt/Individual-Debt-Instrument-Data/Dept-Security-
Documents/?progID=643&FIELDSORT=docId), the Central Bank of Ireland (http://www.centralbank.ie) and
the Issuer's website (https://www.bancaimi.prodottiequotazioni.com/EN/Legal-Documents). In the event of any
inconsistency between the Conditions and the Final Terms, these Final Terms prevail.
A summary of the Notes (which comprises the summary in the Base Prospectus as completed to reflect the
provisions of these Final Terms) is annexed to these Final Terms.
By investing in the Notes each investor represents that:
(a)
Non-Reliance. It is acting for its own account, and it has made its own independent decisions to invest
in the Notes and as to whether the investment in the Notes is appropriate or proper for it based upon its
own judgement and upon advice from such advisers as it has deemed necessary. It is not relying on any
communication (written or oral) of the Issuer as investment advice or as a recommendation to invest in
the Notes, it being understood that information and explanations related to the terms and conditions of
the Notes shall not be considered to be investment advice or a recommendation to invest in the Notes.
No communication (written or oral) received from the Issuer shall be deemed to be an assurance or
guarantee as to the expected results of the investment in the Notes.
(b)
Assessment and Understanding. It is capable of assessing the merits of and understanding (on its own
behalf or through independent professional advice), and understands and accepts the terms and
conditions and the risks of the investment in the Notes. It is also capable of assuming, and assumes, the
risks of the investment in the Notes.
(c)
Status of Parties. The Issuer is not acting as a fiduciary for or adviser to it in respect of the investment
in the Notes.

1

1.
Issuer:
Banca IMI S.p.A.
2.
(a)
Series Number:
2
(b)
Tranche Number:
1
(c)
Date on which the Notes will be
Not applicable
consolidated and form a single
Series:
3.
Specified Currency:
The Specified Currency is United States Dollars ("USD").
4.
Aggregate Nominal Amount:

(a)
Series:
USD 300,000,000
(b)
Tranche:
USD 300,000,000
5.
Issue Price of Tranche:
100 per cent. of the Aggregate Nominal Amount
6.
(a)
Specified Denominations:
USD 2,000
(b)
Calculation Amount:
USD 2,000
7.
(a)
Issue Date:
The Issue Date is 23 October 2019
(b)
Interest Commencement Date:
Issue Date
8.
Type of Notes:
Fixed Rate Notes
9.
Maturity Date:
23 October 2026
10.
Form of Notes:
Bearer
2

11.
Interest Basis:
2.30 per cent. per annum Fixed Rate from and including
the Issue Date up to but excluding 23 October 2020;

2.30 per cent. per annum Fixed Rate from and including 23
October 2020 up to but excluding 23 October 2021;

2.60 per cent. per annum Fixed Rate from and including 23
October 2021 up to but excluding 23 October 2022;

2.60 per cent. per annum Fixed Rate from and including 23
October 2022 up to but excluding 23 October 2023;

2.90 per cent. per annum Fixed Rate from and including 23
October 2023 up to but excluding 23 October 2024;

2.90 per cent. per annum Fixed Rate from and including 23
October 2024 up to but excluding 23 October 2025; and

3.20 per cent. per annum Fixed Rate from and including 23
October 2025 up to but excluding 23 October 2026.

(further particulars specified at point 19 below)
12.
Redemption/Payment Basis:
Redemption at par
13.
Change of Interest Basis:
Not applicable
14.
Put Options:
Not applicable
15.
Call Options:
Not applicable
16.
Dual Currency Note Provisions:
Not applicable
17.
Tax Gross-Up:
Condition 7(ii) applicable
18.
Method of distribution:
Not applicable
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
19.
Fixed Rate Note Provisions:
Applicable
(i)
Rate(s) of Interest:
2.30 per cent. per annum in respect of the Interest Period
from (and including) the Interest Commencement Date up
to (but excluding) 23 October 2020 (the "First Interest
Period");

2.30 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2020 up to (but
excluding) 23 October 2021 (the "Second Interest
Period");

2.60 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2021 up to (but
excluding) 23 October 2022 (the "Third Interest
3

Period");

2.60 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2022 up to (but
excluding) 23 October 2023 (the "Fourth Interest
Period");

2.90 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2023 up to (but
excluding) 23 October 2024 (the "Fifth Interest
Period");

2.90 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2024 up to (but
excluding) 23 October 2025 (the "Sixth Interest
Period"); and

3.20 per cent. per annum in respect of the Interest Period
from (and including) 23 October 2025 up to (but
excluding) 23 October 2026 (the "Seventh Interest
Period");

in each case payable in arrear.
(ii)
Interest Payment Date(s):
23 October in each year up to and including the Maturity
Date. The first Interest Payment Date is 23 October 2020.
(iii)
Business Day Convention:
Following Business Day Convention
(iv)
Additional Business Centre(s):
TARGET2, London and New York
(v)
Interest Accrual Date(s):
The
Interest
Accrual
Dates
are
the
Interest
Commencement Date and 23 October in each year up to
but excluding the Maturity Date.
(vi)
Fixed Coupon Amount(s):
USD 46 per Calculation Amount in respect of the First
Interest Period.
USD 46 per Calculation Amount in respect of the Second
Interest Period.

USD 52 per Calculation Amount in respect of the Third
Interest Period.

USD 52 per Calculation Amount in respect of the Fourth
Interest Period.

USD 58 per Calculation Amount in respect of the Fifth
Interest Period.

USD 58 per Calculation Amount in respect of the Sixth
Interest Period.

USD 64 per Calculation Amount in respect of the Seventh
4

Interest Period.
(vii)
Broken Amount(s):
Not applicable
(viii)
Day Count Fraction:
Actual/Actual (ICMA) following unadjusted
(ix)
Determination Date(s):
23 October in each year
20.
Fixed Rate Reset Note Provisions:
Not applicable
21.
Floating Rate Note Provisions:
Not applicable
22.
Change of Interest Basis Provisions:
Not applicable
23.
Zero Coupon Note Provisions:
Not applicable
PROVISIONS RELATING TO REDEMPTION
24.
Issuer Call:
Not applicable
25.
Investor Put:
Not applicable
26.
Final Redemption Amount of each Note:
USD 2,000 per Calculation Amount
27.
Early Redemption Amount of each Note
USD 2,000 per Calculation Amount
payable on redemption for taxation
reasons or on event of default:
GENERAL PROVISIONS APPLICABLE TO THE NOTES
28.
Form of Notes:

(a)
Form of Notes:
Temporary Bearer Global Note exchangeable for a
Permanent Bearer Global Note which is exchangeable for
definitive Bearer Notes only upon an Exchange Event.
(b)
New Global Note:
Yes
29.
Additional Financial Centre(s):
Not applicable
30.
Talons for future Coupons to be attached
Not applicable
to definitive Notes (and dates on which
such Talons mature):
31.
Prohibition of Sales to Retail Investors:
Not applicable.

5

LISTING AND ADMISSION TO TRADING APPLICATION
These Final Terms comprise the final terms required for issue and admission to trading on Euronext Dublin of
the Notes described herein pursuant to the Euro Medium Term Note Programme of Banca IMI S.p.A.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of Banca IMI S.p.A.:
By:
........................................................
Duly authorised
6

PART B OTHER INFORMATION

1.
LISTING AND ADMISSION TO TRADING
(i)
Listing:
Ireland and the Republic of Italy
(ii)
Admission to trading
Application for Notes has been made for listing on the
Official List of Euronext Dublin and for admission to trading
on the Regulated Market of Euronext Dublin.
Application for Notes has also been made for (i)
admission to trading on the Italian multilateral trading
facility EuroTLX, which is not a regulated market for the
purposes of directive 2014/65/EU as amended from time to
time; and (ii) listing on the MOT market (Mercato
Telematico delle Obbligazioni), organised and managed by
Borsa Italiana S.p.A..
Application may also be made by the Issuer (or on its
behalf) to list the Notes on such further or other stock
exchanges or regulated markets or to admit to trading on
such other trading venues (including without limitation
multilateral trading facilities) as the Issuer may determine.
(iii)
Estimate of total expenses
EUR 600
related
to
admission
to
trading:
2.
RATINGS

Ratings:
At the date of these Final Terms, the Issuer is rated Baa1
(long- term) and P-2 (short-term) with stable outlook by
Moody's Italia S.r.l. (Moody's), BBB (long-term) and A-2
(short-term) with negative outlook by S&P Global Ratings
Italy S.r.l. (S&P Global) and BBB (long-term) and F2
(short- term) with negative outlook by Fitch Ratings Ltd.
(Fitch).
Not applicable. No ratings have been assigned to the Notes at
the request of or with the cooperation of the Issuer in the
rating process.
3.
NOTIFICATION

The Central Bank of Ireland has provided the Commissione Nazionale per le Società e la Borsa
(CONSOB) with a certificate of approval attesting that the Base Prospectus has been drawn up in
accordance with the Prospectus Directive.
4.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
The Issuer will act as Calculation Agent under the Securities. See the risk factor "Calculation Agent's
Discretion and Conflicts of Interest" at page 44 of the Base Prospectus.
7

Banca IMI is a shareholder of EuroTLX SIM S.p.A. who manages the multilateral trading facility
EuroTLX on which application for the trading of the Notes thereof has been made by the Issuer.
5.
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES
(i)
Reasons for the offer:
See "Use of Proceeds" wording in Base Prospectus.
(ii)
Estimated net proceeds:
The net proceeds of the issue of the Notes will be equal to
100 per cent. of the Aggregate Nominal Amount of the
Notes issued, i.e. USD 300,000,000.
(iii)
Estimated total expenses:
The estimated total expenses that can be determined as of
the Issue Date are up to EUR 600 consisting of Listing Fees,
such expenses excluding certain out-of pocket expenses
incurred or to be incurred by or on behalf of the Issuer in
connection with the admission to trading of the Notes.
6.
YIELD

Indication of yield:
The yield is 2.668 per cent. per annum at maturity,
calculated as the annual expected return as at the Issue Date
on the basis of the Issue Price. It is not an indication of future
yield.
7.
PERFORMANCE OF RATES
Not applicable.
8.
OPERATIONAL INFORMATION
(i)
ISIN Code:
XS2066560421
(ii)
Common Code:
206656042
(iii)
Any clearing system(s) other
Not applicable
than Euroclear Bank
S.A./N.V. and Clearstream

Banking S.A. and the relevant
identification number(s):
(iv)
Delivery:
Delivery against payment
(v)
Names and addresses of
Not applicable
additional Paying Agent(s) (if
any):
8

(vi)
Intended to be held in a
Yes. Note that the designation "yes" simply means that the
manner which would allow
Notes are intended upon issue to be deposited with one of
Eurosystem eligibility:
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.
9.
DISTRIBUTION
(i)
If syndicated, names and
Not applicable
addresses of Managers and
underwriting commitments:
(ii)
Date
of
Subscription
Not applicable
Agreement:
(iii)
Stabilisation Manager (if
Not applicable
any):
(iv)
If non-syndicated, name and
Not applicable
address of relevant Manager,
if applicable:
(v)
Total
commission
and Not applicable
concession:
(vi)
US Selling Restrictions:
Reg. S compliance category 2; TEFRA D
(vii)
Public Offer:
Not applicable
10.
TERMS AND CONDITIONS OF THE OFFER
Not applicable

9

APPLICABLE FINAL TERMS - SUMMARY OF THE NOTES
Summaries are made up of disclosure requirements known as ""Elements". These Elements are numbered in
Sections A E (A.1 E.7).
This Summary contains all the Elements required to be included in a summary for this type of Notes and
Issuer. Because some Elements are not required to be addressed, there may be gaps in the numbering
sequence of the Elements.
Even though an Element may be required to be inserted in the summary because of the type of Notes and
Issuer, it is possible that no relevant information can be given regarding the Element. In this case a short
description of the Element is included in the summary with the mention of "Not applicable".
SECTION A INTRODUCTION AND WARNINGS

Element
A.1
This summary should be read as an introduction to the Base Prospectus and the applicable Final Terms.
Any decision to invest in any Notes should be based on a consideration of this Base Prospectus as a whole,
including any documents incorporated by reference and the applicable Final Terms.
Where a claim relating to information contained in the Base Prospectus and the applicable Final Terms is
brought before a court in a Member State of the European Economic Area, the plaintiff may, under the
national legislation of the Member State where the claim is brought, be required to bear the costs of
translating the Base Prospectus and the applicable Final Terms before the legal proceedings are initiated.
Civil liability attaches to the Issuer solely on the basis of this summary, including any translation of it, but
only if the summary is misleading, inaccurate or inconsistent when read together with the other parts of this
Base Prospectus and the applicable Final Terms or, following the implementation of the relevant provisions
of Directive 2010/73/EU in the relevant Member State, it does not provide, when read together with the
other parts of this Base Prospectus and the applicable Final Terms, key information in order to aid
investors when considering whether to invest in the Notes.
A.2
Not applicable The Issuer does not consent to the use of the Base Prospectus for subsequent resales.
Not applicable - the Notes are not being offered to the public as part of a Public Offer.
SECTION B ISSUER
Element
B.1
Legal and commercial name of the Issuer

Banca IMI S.p.A.
B.2
Domicile / legal form / legislation / country of incorporation

The Issuer is incorporated as a società per azioni with limited liability under the laws of the Republic of
Italy. The Issuer is registered with the Companies' Register of Milan under No. 04377700150. Its registered
office is at Largo Mattioli 3, 20121 Milan, with telephone number +39 02 72611.

10