Obligation BBVA 3.375% ( XS2534785865 ) en EUR

Société émettrice BBVA
Prix sur le marché 100 %  ⇌ 
Pays  Espagne
Code ISIN  XS2534785865 ( en EUR )
Coupon 3.375% par an ( paiement annuel )
Echéance 20/09/2027 - Obligation échue



Prospectus brochure de l'obligation Banco Bilbao Vizcaya Argent XS2534785865 en EUR 3.375%, échue


Montant Minimal 100 000 EUR
Montant de l'émission 1 250 000 000 EUR
Description détaillée Banco Bilbao Vizcaya Argentaria (BBVA) est une grande banque multinationale espagnole offrant une gamme complète de services financiers à travers le monde.

L'obligation espagnole XS2534785865 émise par Banco Bilbao Vizcaya Argentaria (BBVA), d'une valeur nominale de 1 250 000 000 EUR, avec un coupon de 3,375% payable annuellement, et une taille minimale d'achat de 100 000 EUR, est arrivée à échéance le 20 septembre 2027 et a été intégralement remboursée à 100%.








FINAL TERMS
PROHIBITION OF SALES TO EEA RETAIL INVESTORS

The Notes are not intended to and shall 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 Directive 2014/65/EU
(as amended, MiFID II); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended or
superseded, the Insurance Distribution Directive), where that customer would not qualify as a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 the Prospectus Regulation. 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.
PROHIBITION OF SALES TO UK RETAIL INVESTORS
The Notes are not intended to and shall not be offered, sold or otherwise made available to any retail
investor in the United Kingdom (the UK). For these purposes, a retail investor means a person who is
one (or more) of: (i) a retail client as defined in point (8) of Article 2 of Regulation (EU) No. 2017/565
as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (the
EUWA); (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations
made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify
as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No. 600/2014 as it
forms part of UK domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in
Article 2 of Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the EUWA.
Consequently no key information document required by Regulation (EU) No. 1286/2014 as it forms
part of UK domestic law by virtue of the EUWA (as amended, the UK PRIIPs Regulation) for offering
or sel ing the Notes or otherwise making them available to retail investors in the UK has been prepared
and therefore offering or selling the Notes or otherwise making them available to any retail investor in
the UK may be unlawful under the UK PRIIPs Regulation.
MIFID II PRODUCT GOVERNANCE/PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES AS THE 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. The target market assessment indicates that the
Notes are incompatible with the knowledge, experience, needs, characteristic and objective of clients
which are retail clients (as defined in MiFID II) and accordingly the Notes shall not be offered or sold
to any retail clients. Any person subsequently offering, sel ing 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.
UK MIFIR PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ELIGIBLE
COUNTERPARTIES 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 only eligible counterparties, as defined in the FCA Handbook
Conduct of Business Sourcebook (COBS), and professional clients, as defined in Regulation (EU) No.
600/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018
(UK MiFIR); and (ii) al channels for distribution of the Notes to eligible counterparties and




professional clients are appropriate. The target market assessment indicates that the Notes are
incompatible with the knowledge, experience, needs, characteristic and objective of clients which are
retail clients (as defined in point (8) of Article 2 of Regulation (EU) No. 2017/565 as it forms part of
UK domestic law by virtue of the European Union (Withdrawal) Act 2018)) and accordingly the Notes
shall not be offered or sold to any retail clients. 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 the FCA Handbook Product Intervention and
Product Governance Sourcebook (the UK MiFIR Product Governance Rules) 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.
Banco Bilbao Vizcaya Argentaria, S.A.
Issuer Legal Entity Identifier (LEI): K8MS7FD7N5Z2WQ51AZ71
Issue of EUR 1,250,000,000 3.375 per cent. Senior Preferred Notes due September 2027
under the 40,000,000,000
Global Medium Term Note and Covered Bond Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions
(the Conditions) set forth in the Offering Circular dated 9th August, 2022 which constitutes a base
prospectus for the purposes of the Prospectus Regulation (the Offering Circular). This document
constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation
and must be read in conjunction with the Offering Circular in order to obtain all the relevant
information. The Offering Circular has been published on the website of Euronext Dublin.

1.
Issuer:
Banco Bilbao Vizcaya Argentaria, S.A.
2.
(a)
Series Number:
176
(b)
Tranche Number:
1
(c)
Date on which the Notes will be Not Applicable
consolidated and form a single Series:
3.
Specified Currency or Currencies:
Euro (EUR)
4.
Aggregate Nominal Amount:

(a)
Series:
EUR 1,250,000,000
(b)
Tranche:
EUR 1,250,000,000
5.
Issue Price:
99.571 per cent. of the Aggregate
Nominal Amount
6.
(a)
Specified Denominations:
EUR 100,000 and integral multiples of
EUR 100,000 thereafter
(b)
Calculation Amount (in relation to E UR 100,000
calculation of interest in global form see
Conditions):




7.
(a)
Issue Date:
20 September 2022
(b)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
20 September 2027
9.
Extended Final Maturity for Covered Bonds:
Not Applicable
10.
Extended Final Maturity Date:
Not Applicable
11.
Interest Basis:
3.375 per cent. Fixed Rate
(see paragraphs 16 below)
12.
Redemption/Payment Basis:
Subject to any purchase and cancellation
or early redemption, the Notes will be
redeemed on the Maturity Date at 100 per
cent. of their nominal amount
13.
Change of Interest Basis:
Not Applicable
14.
Put/Call Options:
Not Applicable
15.
(a)
Type of Note:
MTN
(b)
Status of MTN:
Senior
Status of Senior Notes:
Senior Preferred
Status of Subordinated Notes:
Not Applicable
(c)
Type of Covered Bond
Not Applicable
(d)
Date Board approval for issuance of Not Applicable
Notes obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
16.
Fixed Rate Note Provisions
Applicable
(a)
Rate(s) of Interest:
3.375 per cent. per annum payable in
arrear on each Interest Payment Date
(b)
Interest Payment Date(s):
20 September in each year commencing
on 20 September 2023 up to and
including the Maturity Date, subject to
adjustment for payment purposes only
and not for interest accrual purposes, in
accordance with the Following Business
D
ay Convention
(c)
Fixed Coupon Amount(s) for Notes in EUR 3,375.00 per Calculation Amount
definitive form (and in relation to Notes
in global form see Conditions):




(d)
Broken Amount(s) for Notes in Not Applicable
definitive form (and in relation to Notes
in global form see Conditions):
(e)
Day Count Fraction:
Actual/Actual (ICMA)
(f)
Determination Date(s):
2 0 September in each year
17.
Fixed Reset Note Provisions
Not Applicable
18.
Floating Rate Note Provisions
Not Applicable
19.
Zero Coupon Note Provisions
Not Applicable
20.
Extended Final Maturity Interest Provisions:
Not Applicable
PROVISIONS RELATING TO REDEMPTION

21.
Tax Redemption

If redeemable in part:

(a)
Minimum Redemption Amount:
EUR 100,000
(b)
Maximum Redemption Amount:
EUR 1,249,900,000
22.
Issuer Call
Not Applicable
23.
Issuer Residual Call
Not Applicable
24.
Investor Put
Not Applicable
25.
Final Redemption Amount:
EUR 100,000 per Calculation Amount
26.
Early Redemption Amount payable on EUR 100,000 per Calculation Amount
redemption for taxation reasons, on an event of
default, upon the occurrence of a Capital Event
or upon the occurrence of an Eligible Liabilities
Event:
GENERAL PROVISIONS APPLICABLE TO THE NOTES
27.
Form of Notes:
Bearer Notes:

Temporary Bearer Global Note
exchangeable for a Permanent Bearer
Global Note which is exchangeable for
Definitive Notes upon an Exchange
Event excluding the exchange event
described in paragraph (iii) of the
definition in the Permanent Global Note

Notes shall not be physically delivered in
Belgium, except to a clearing system, a




depository or other institution for the
purpose of their immobilisation in
accordance with article 4 of the Belgian
law of 14th December, 2005
28.
New Global Note (NGN):
Applicable
29.
Additional Financial Centre(s):
N
ot Applicable
30.
Talons for future Coupons to be attached to No
Definitive Bearer Notes:
31.
Condition 16 applies:
Yes
32.
Eligible Liabilities Event:
Applicable
33.
Additional Events of Default (Senior Preferred Not Applicable
Notes):
34.
RMB Currency Event:
Not Applicable
35.
Spot Rate (if different from that set out in Not Applicable
Condition 5(h)):
36.
Party responsible for calculating the Spot Rate: Not Applicable
37.
Relevant Currency (if different from that in Not Applicable
Condition 5(h)):
38.
RMB Settlement Centre(s):
Not Applicable
39.
Governing Law:
Spanish Law


14 September 2022

Signed on behalf of the Issuer:


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





PART B - OTHER INFORMATION

1.
LISTING AND ADMISSION TO TRADING
(a)
Listing and Admission to Application has been made by the Issuer (or on its
trading:
behalf) for the Notes to be admitted to trading on
Euronext Dublin's regulated market and admitted to
the Official List of Euronext Dublin with effect from
20 September 2022
(b)
Estimate of total expenses EUR 1,000
related to admission to
trading:
2.
RATINGS


The Notes to be issued are expected to be rated
Moody's Investors Services España, S.A.
(Moody's): A3
Obligations rated A are considered upper-medium-
grade and are subject to low credit risk.
S&P Global Ratings Europe Limited (S&P): A
Strong capacity to meet financial commitments, but
somewhat susceptible to economic conditions and
changes in circumstances.
Fitch Ratings Ireland Limited (Fitch): A-
A' ratings denote expectations of low default risk.
The capacity for payment of financial commitments
is considered strong. This capacity may,
nevertheless, be more vulnerable to adverse business
or economic conditions than is the case for higher
ratings.
Each of Moody's, S&P and Fitch is established in the
European Union and is registered under Regulation
(EC) No. 1060/2009 (as amended).
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 AND ESTIMATED NET PROCEEDS
(a)
Reasons for the offer
The net proceeds of the issue of the Notes will be
used for the Group's general corporate purposes,
which include making a profit.
(b)
Estimated net proceeds
EUR 1,241,825,000
5.
YIELD (Fixed Rate Notes and Fixed
Reset Notes only)
(a)
Indication of yield:
3.470%

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
(a)
Trade Date:
12 September 2022
(b)
ISIN:
XS2534785865
(c)
Common Code:
253478586
(d)
CUSIP:
Not Applicable
(e)
Any clearing system(s) other Not Applicable
than Euroclear Bank SA/NV,
Clearstream Banking, S.A.
and the Depository Trust
Company and the relevant
identification number(s):
(f)
Delivery:
Delivery against payment
(g)
Names and addresses of Not Applicable
additional Paying Agent(s)
(if any):
(h)
Intended to be held in a Yes. Note that the designation "yes" does not
manner which would allow necessarily mean that the Notes will be recognised
Eurosystem eligibility:
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 wil depend upon
the European Central Bank being satisfied that
Eurosystem eligibility criteria have been met. The
Notes will be deposited initially upon issue with one
of Euroclear Bank SA/NV and/or Clearstream
Banking, S.A. (together, the ICSDs) acting as
common safekeeper.




7.
PROHIBITION OF SALES

(a)
Prohibition of Sales to EEA A
pplicable
Retail Investors:
(b)
Prohibition of Sales to UK Applicable
Retail Investors:
(c)
Prohibition of Sales to Applicable
Belgian Consumers:
8.
RELEVANT BENCHMARKS

Relevant Benchmarks:
N
ot Applicable
9.
METHOD OF DISTRIBUTION

(a)
Method of distribution:
Syndicated
(b)
If syndicated, names of Banco Bilbao Vizcaya Argentaria, S.A., HSBC
Managers:
Continental Europe, ING Bank N.V., Natixis, UBS
Europe SE, Unicredit Bank AG, Abanca
Corporación Bancaria, S.A., Bankinter, S.A., La
Banque Postale and Unicaja Banco, S.A.
(c)
Stabilisation Manager(s) (if HSBC Continental Europe
any):
(d)
If non-syndicated, name of Not Applicable
relevant Dealer: