Obligation ING Groep 0.359% ( XS2156900677 ) en EUR

ING Groep

100 % ⇌

Pays-Bas

XS2156900677 ( en EUR )

0.359% par an ( paiement annuel )

09/04/2028

Prospectus brochure de l'obligation ING Bank XS2156900677 en EUR 0.359%, échéance 09/04/2028

100 000 EUR

5 000 000 000 EUR

09/04/2026 ( Dans 334 jours )

ING est une banque internationale offrant une large gamme de services financiers, notamment des services de banque de détail, de banque privée et de gestion d'actifs, opérant dans plusieurs pays à travers le monde.

L'Obligation émise par ING Groep ( Pays-Bas ) , en EUR, avec le code ISIN XS2156900677, paye un coupon de 0.359% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 09/04/2028

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 2016/97/EU (the "Insurance Distribution
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
or superseded, the "Prospectus Directive"). Consequently no Key Information Document required by
Regulation (EU) No. 1286/2014 (as amended, 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.
8 April 2020
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, Legal Entity
Identifier (LEI): 3TK20IVIUJ8J3ZU0QE75)
Issue of EUR 5,000,000,000 0.359 per cent. Fixed Rate Covered Bonds due April 2028, Series No: 10
Guaranteed as to payment of principal and interest by
ING SB 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 61113956)
under the EUR 30,000,000,000 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 or superseded) 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 6 May 2019 (as supplemented on 5 August 2019, 1 November 2019, 7

AMSLIB01/2781784.2

Hogan Lovells

- 2 -

February 2020, 27 March 2020 and 31 March 2020) which together with the Registration Document of
the Issuer dated 29 March 2020 and the Registration Document of the Issuer dated 27 March 2020 (as
supplemented on 31 March 2020) constitute a base prospectus (the "Base Prospectus") for the purposes
of 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 (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 SB Covered Bond Company B.V.
2.
(i)
Series Number:
10

(ii)
Tranche Number:
1

(iii)
Date on which the Covered
Not Applicable
Bonds become fungible:
3.
Specified Currency or Currencies:
Euro ("EUR")
4.
Aggregate Nominal Amount:

(i)
Series:
EUR 5,000,000,000

(ii)
Tranche:
EUR 5,000,000,000
5.
Issue Price:
100 per cent. of the Aggregate Nominal Amount
6.
(i)
Specified Denominations:
EUR 100,000

(ii)
Calculation Amount:
EUR 100,000
7.
(i)
Issue Date:
9 April 2020

(ii)
Interest Commencement Date:
Issue Date
8.
(i)
Final Maturity Date:
9 April 2028

(ii)
Extended Due for Payment
Interest Payment Date falling in or nearest to April 2029
Date:
9.
Interest Basis:
0.359 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

AMSLIB01/2781784.2

Hogan Lovells

- 3 -

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 Final Maturity Date at 100
per 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:
0.359 per cent. per annum payable annually in arrear

(ii)
Interest Payment Date(s):
9 April in each year, commencing 9 April 2021, up to and
including the Final Maturity Date

(iii)
Fixed Coupon Amount(s):
EUR 359 per Calculation Amount

(iv)
Broken Amount(s):
Not Applicable

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

(vi)
Determination Date(s):
9 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 9th 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:
9 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

AMSLIB01/2781784.2

Hogan Lovells

- 4 -

(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
Amount(s)
is/are
to
be
determined:

(viii)
Screen Rate Determination:
Applicable

Reference Rate:
1 month EURIBOR

Interest
The second day on which the TARGET System is open prior
Determination
to the start of each Interest Period
Date(s):

Relevant Screen Page: Reuters EURIBOR01

(ix)
ISDA Determination:
Not Applicable

(x)
Margin(s):
+ 0.41 per cent. per annum

(xi)
Minimum Rate of Interest:
0.00 per cent.

(xii)
Maximum Rate of Interest:
Not Applicable

(xiii)
Day Count Fraction:
Actual/360
16.
Zero
Coupon
Covered
Bond Not Applicable
Provisions

Provisions Relating to Redemption

17.
Issuer Call
Not Applicable
18.
Final Redemption Amount of each EUR 100,000 per Calculation Amount
Covered Bond
19.
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 SB
CBC Event of Default or other early
redemption:
General Provisions Applicable to the Covered Bonds
20.
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
21.
New Global Note
Yes

AMSLIB01/2781784.2

Hogan Lovells

- 5 -
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
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):
26.
Consolidation provisions:
The provisions of Condition 16 apply
Responsibility
The Issuer and the SB CBC (as far as it concerns the SB CBC) accept responsibility for the information
contained in these Final Terms.
Signed on behalf of the Issuer:
Signed on behalf of the SB CBC:
By: .......................................................................
By: ........................................................................
Duly authorised
Duly authorised
By: .......................................................................
By: ........................................................................
Duly authorised
Duly authorised
AMSLIB01/2781784.2
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 6,325
admission to trading:
2.
RATINGS
Ratings:
The Covered Bonds to be issued are expected to
be rated:

Standard & Poor's:
AAA

Fitch:
AAA

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.
YIELD (Fixed Rate Covered Bonds only)
Indication of yield:
0.359% until the Final Maturity Date

The yield is calculated at the Issue Date on the
basis of the Issue Price. It is not an indication of
future yield.
5.
OPERATIONAL INFORMATION
(i)
ISIN Code:
XS2156900677
(ii)
Common Code:
215690067
(iii)
New Global Note intended to be held in a Yes
manner which would allow Eurosystem
eligibility:

Note that the designation "Yes" simply means that
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

AMSLIB01/2781784.2

Hogan Lovells

- 7 -

satisfied that Eurosystem eligibility criteria have
been met
(iv)
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)
(v)
Delivery:
Delivery free of payment
(vi)
Names and addresses of additional Not Applicable
Paying Agent(s) (if any):
(vii)
Name and address of Calculation Agent Not Applicable
(if other than Principal Paying Agent):

6.
DISTRIBUTION
(i)
Method of distribution:
Non-syndicated
(ii)
If syndicated:

(A)
Names of Managers:
Not Applicable
(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

AMSLIB01/2781784.2

Hogan Lovells