Obligation ABN AMRO 0.625% ( XS1422841202 ) en EUR

ABN AMRO

100 % ▼

Pays-bas

XS1422841202 ( en EUR )

0.625% par an ( paiement annuel )

30/05/2022 - Obligation échue

Prospectus brochure de l'obligation ABN AMRO XS1422841202 en EUR 0.625%, échue

1 000 EUR

500 000 000 EUR

ABN AMRO est une grande banque néerlandaise offrant des services bancaires de détail, commerciaux et d'investissement aux particuliers et aux entreprises.

L'Obligation émise par ABN AMRO ( Pays-bas ) , en EUR, avec le code ISIN XS1422841202, paye un coupon de 0.625% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 30/05/2022

EXECUTION COPY
FINAL TERMS
Date: 26 May 2016
ABN AMRO Bank N.V.
(incorporated in The Netherlands with its statutory seat in Amsterdam and registered in the
Commercial Register of the Chamber of Commerce under number 34334259)
Issue of EUR 500,000,000 0.625 per cent. Senior Unsecured Fixed Rate Notes due May
2022 (the "Notes")
under the Programme for the issuance of Medium Term Notes
The Base Prospectus referred to below (as completed by these Final Terms) has been
prepared on the basis that any offer of Notes 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 Notes. Accordingly any person
making or intending to make an offer in that Relevant Member State of the Notes 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 Notes in any other circumstances.
The expression Prospectus Directive means Directive 2003/71/EC (as amended, including by
Directive 2010/73/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
(the "Conditions") set forth in the base prospectus dated 8 July 2015, as supplemented by a
supplement dated 6 January 2016, a supplement dated 17 February 2016 and a supplement dated 12
May 2016, which together constitute a base prospectus (the "Base Prospectus") for the purposes of
the Prospectus Directive. 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 has been
published on www.abnamro.com/debtinvestors Any information contained in or accessible through
any website, including http://www.abnamro.com/ir, 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 the Base Prospectus that all or any portion
of such information is incorporated by reference in the Base Prospectus.
1.
Issuer:
ABN AMRO Bank N.V.
2.
(i)
Series Number:
261
(ii)
Tranche Number:
1
(iii)
Date on which the Notes
Not Applicable
191255-4-160-v4.0
- 1 -
55-40599776

EXECUTION COPY
become fungible:
3.
Specified Currency or Currencies:
Euro ("EUR")
4.
Aggregate Nominal Amount:
-
Tranche:
EUR 500,000,000
-
Series:
EUR 500,000,000
5.
Issue Price of Tranche:
99.871 per cent. of the Aggregate Nominal
Amount
6.
(a)
Specified Denominations:
EUR 1,000
(b)
Calculation Amount:
EUR 1,000
7.
(i)
Issue Date:
31 May 2016
(ii)
Interest Commencement Date:
Issue Date
8.
Maturity Date:
31 May 2022
9.
Interest Basis:
0.625 per cent. Fixed Rate
(See paragraph 14 below)
10.
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.
11.
Change of Interest Basis:
Not Applicable
12.
Put/Call Options:
Not Applicable
13.
Status of the Notes:
Senior
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions
Applicable
(i)
Rate(s) of Interest:
0.625 per cent. per annum payable in arrear on each
Interest Payment Date
(ii)
Interest Payment Date(s):
31 May in each year up to and including the
Maturity Date in each case subject to adjustment in
accordance with the Following Business Day
Convention, Unadjusted
(iii)
Fixed Coupon Amount(s):
EUR 6.25 per Calculation Amount
(iv)
Broken Amount(s):
Not Applicable
(v)
Day Count Fraction:
Actual/Actual (ICMA)
191255-4-160-v4.0
- 2 -
55-40599776

EXECUTION COPY
(vi)
Determination Date(s):
31 May in each year
15.
Floating Rate Note Provisions
Not Applicable
16.
Zero Coupon Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
17.
Issuer Call:
Not Applicable
18.
Investor Put:
Not Applicable
19.
Regulatory Call:
Not Applicable
20.
Final Redemption Amount of each
EUR 1,000 per Calculation Amount
Note:
21.
Early Redemption Amount(s) payable
EUR 1,000 per Calculation Amount
on redemption for taxation reasons or
on event of default:
22.
Variation or Substitution:
Not Applicable
23.
Condition 16 (Substitution of the
Yes
Issuer) applies:
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 only upon an Exchange Event.
(b)
New Global Note:
Yes
25.
Financial Centre(s):
Not Applicable
26.
Talons for future Coupons to be
No
attached to definitive Notes (and
dates on which such Talons mature):
27.
For the purposes of Condition 13,
Yes
notices to be published in the
Financial Times (generally yes, but
not for domestic issues):
28.
Whether Condition 7(a) of the Notes
Condition 7(b) and Condition 6(b) apply
applies (in which case Condition 6(b)
of the Notes will not apply) or
whether Condition 7(b)
and
Condition 6(b) of the Notes apply:
191255-4-160-v4.0
- 3 -
55-40599776

EXECUTION COPY
29.
Calculation Agent as referred to in
Not Applicable
Condition 5(d):
Signed on behalf of ABN AMRO Bank N.V.:
By: ___________________________
By: __________________________
Duly authorised
Duly authorised
191255-4-160-v4.0
- 4 -
55-40599776

EXECUTION COPY
PART B OTHER INFORMATION
1.
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 Amsterdam with effect from 31 May
2016.
2.
RATINGS
Ratings:
The Notes to be issued are expected to be rated:
S & P:
A (Stable)
Moody's:
A1 (Stable)
Fitch:
A+ (Stable)
Standard & Poor's Credit Market Services France
SAS ("S&P"), Moody's Investors Service, Limited
("Moody's") and Fitch Ratings Ltd. ("Fitch") are
established in the EEA and registered under
Regulation (EC) No 1060/2009 (the "CRA
Regulation).
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
ABN AMRO Bank N.V., in its capacity as Joint Lead Manager, is purchasing Notes as principal and
will be compensated by ABN AMRO Bank N.V., in its capacity as issuer. Such compensation is
consistent with the compensation provided in the market for similar services. 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; ESTIMATED NET PROCEEDS AND TOTAL EXPENSES
(i)
Reasons for the offer:
The net proceeds of the bonds will be used exclusively to finance and/or refinance Eligible Loans.
Pending allocation of the net proceeds of the bonds to Eligible Loans, the Issuer will invest such net
proceeds in Short Term Money Market Instruments.
The Eligibility Criteria (as defined below) have been verified and confirmed by oekom research AG
("oekom") and by the Climate Bond Initiative (CBI).
An external auditor will provide an annual assurance on the allocation of the net proceeds of the
bonds to the Eligible Loans and/or Short Term Money Market Instruments. Such auditor's assurance
will be published on the Issuer's website.
"Eligible Loans" means:
191255-4-160-v4.0
- 5 -
55-40599776

EXECUTION COPY
loans or investments that
(i)
comply with the Eligibility Criteria (as defined below and as applicable), and
(ii)
are originated in the Netherlands, and
(iii)
are held by the Issuer or its subsidiaries.
"Eligibility Criteria" means:
(a) mortgage loans (i) that are used to finance and/or refinance new residential buildings that comply
with Chapter 5 of the Dutch Building Decree 2012 (Bouwbesluit 2012) and that comply with the
NEN 7120 calculation method and (ii) for which the formal offer to the borrower was dated on or
after 1 January 2014;
or
(b) loans that (i) are used to finance and/or refinance renewable energy and energy efficiency
improvements (including, but not limited to, solar water heating installations; alternative heating
systems; heat pumps; floor, wall and roof insulation; energy efficient windows, doors and frames;
heat recovery systems; energy efficient pumps and fans; CO2 controlled air ventilation systems and
energy efficient boilers) (ii) for existing residential property of retail clients (iii) that were originated
by the Issuer or its affiliates and (iv) for which the first drawdown occurs after 1 January 2012;
or
(c) commercial real estate loans (offices, retail stores, residential housing projects, data centers,
leisure and logistics) that are used to finance and/or refinance new and existing building projects that
fulfil the following parameters:
(i)
for existing and new building projects, projects that obtained or will obtain an 'Energy
Performance Certificate' as issued by the Netherlands Enterprise Agency (RVO) with an
Energy Performance labelled "A" or better for the respective asset class;
and
(ii)
for which the first drawdown occurs after 1 January 2014;
and
(iii)
only for new building projects that started in 2015 or later: projects that received or will
receive an environmental certification and that fulfils the following parameters:
a. The client has a policy in place for sustainable new building or for making the existing
portfolio more sustainable. As a minimum, this policy complies with the legislation and
regulations on the energy efficiency of real estate;
and
b. for offices:
-
premises with gross floor area > 5,000m2 have a BREEAM 'Very Good' or
LEED 'Gold' or GPR Building score of "7.5" or RVO Green funds sustainable
buildings funding scheme 2010;
191255-4-160-v4.0
- 6 -
55-40599776

EXECUTION COPY
-
premises with gross floor area < 5,000m2 have a BREEAM 'Very Good' or
LEED 'Gold' indicative label or GPR Building score of "7.5" or RVO Green
funds sustainable buildings funding scheme 2010;
-
accessibility by public transport: the premises are located at a maximum of 1km
from two or more public transport modalities (bus, metro or train).
c. For retail stores, logistics, data centers and leisure:
-
premises with gross floor area > 5,000m2 have a BREEAM `Very Good' or
LEED 'Gold' completion certificate or GPR Building score of "7.5" or RVO
Green funds sustainable buildings funding scheme 2010;
-
premises with gross floor area < 5,000m2 have a BREEAM `Very Good' or
LEED 'Gold' indicative label or GPR Building score of "7.5" or RVO Green
funds sustainable buildings funding scheme 2010.
or
(d) loans or investments that are used to finance and/or refinance existing residential or commercial
property where energy efficiency improvements have been made or will be made, which
improvements satisfy the following requirements:
(i)
in case of a single building or a portfolio of buildings:
-
the weighted average emissions reduction per square meter across the portfolio is
30.8%;
and
(ii)
in case of an aggregation of energy efficiency upgrade projects:
-
each individual project leads to an emissions reduction of at least 20%;
or
(iii)
in case of a building transformation or a renovation that changes the characteristics of the
building in such a way that a reliable calculation of energy efficiency improvement is not
possible or relevant:
-
the energy emissions reduction of the project will be evidenced by an Energy
Performance Certificate labelled "A", issued by the Netherlands Enterprise Agency
(RVO) for the respective asset class.
As long as the energy efficiency improvements are not yet finalized indicative data will be used to
ascertain that the improvements that have been made or will be made will satisfy the above
requirements (i) and (ii) or (iii) (as applicable). Within six months after completion of the relevant
project or projects a final report or other evidence will be required to ascertain that the improvements
that have been made satisfy the above requirements (i) and (ii) or (iii) (as applicable).
"Short Term Money Market Instruments" means debt instruments issued by sovereigns,
supranationals, agencies, development banks or financial institutions that are rated 'Prime' by oekom.
Any information contained in or accessible through any website, including www.abnamro.com, does
not form a part of the Final Terms and Base Prospectus, unless specifically stated.
(ii)
Estimated net proceeds
EUR 498,105,000
191255-4-160-v4.0
- 7 -
55-40599776

EXECUTION COPY
(iii)
Estimated total expenses:
EUR 1,250,000
5.
YIELD (Fixed Rate Notes only)
Indication of yield:
0.647 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.
HISTORIC INTEREST RATES (Floating Rate Notes only)
Not Applicable
7.
OPERATIONAL INFORMATION
(i)
ISIN Code:
XS1422841202
(ii)
Common Code:
142284120
(iii)
Any clearing system(s) other
Not Applicable
than Euroclear Bank
S.A./N.V. and Clearstream
Banking, société anonyme and
the relevant identification
number(s):
(iv)
Delivery:
Delivery against payment
(v)
Names and addresses of initial
ABN AMRO Bank N.V.
Paying Agent(s) (if any):
Kemelstede 2
4817 ST Breda
The Netherlands
(vi)
Names and addresses of
Not Applicable
additional Paying Agent(s) (if
any):
(vii)
Intended to be held in a
Yes
manner which would allow
Eurosystem eligibility:
Note that the designation "yes" 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.
The Notes will be deposited initially upon issue
with one of the ICSDs acting as common
safekeeper.
191255-4-160-v4.0
- 8 -
55-40599776

EXECUTION COPY
8.
DISTRIBUTION
(i)
Method of distribution:
Syndicated
(ii)
If syndicated, names and
Joint Lead Managers:
addresses of Managers and
underwriting commitments:
ABN AMRO Bank N.V.
Gustav Mahlerlaan 10
1082 PP Amsterdam
The Netherlands
Underwriting commitment: EUR 175,000,000
Barclays Bank PLC
5 The North Colonnade
Canary Wharf
London E14 4BB
United Kingdom
Underwriting commitment: EUR 162,500,000
Skandinaviska Enskilda Banken AB (publ)
Kungträdgårdsgatan 8
106 40 Stockholm
Sweden
Underwriting commitment: EUR 162,500,000
(iii)
Date of Syndication
26 May 2016
Agreement:
(iv)
Stabilisation Manager(s) (if
Not Applicable
any):
(v)
If non-syndicated, name and
Not Applicable
address of relevant Dealer:
(vi)
Total commission and
0.250 per cent. of the Aggregate Nominal Amount
concession:
(vii)
U.S. Selling Restrictions:
Regulation S Category 2; TEFRA D
(viii)
Public Offer:
Not Applicable
9.
TERMS AND CONDITIONS OF THE OFFER
Offer Price:
Issue Price
Conditions to which the offer is
Not Applicable
subject:
Description of the application
Not Applicable
process:
191255-4-160-v4.0
- 9 -
55-40599776

EXECUTION COPY
Details of the minimum and/or
Not Applicable
maximum amount of application:
Description of possibility to reduce
Not Applicable
subscriptions and manner for
refunding excess amount paid by
applicants:
Details of the method and time
Not Applicable
limits for paying up and delivering
the Notes:
Manner in and date on which
Not Applicable
results of the offer are to be made
public:
Procedure for exercise of any right
Not Applicable
of pre-emption, negotiability of
subscription rights and treatment of
subscription rights not exercised:
Categories of potential investors to
Not Applicable
which the Notes are offered and
whether tranche(s) have been
reserved for certain countries:
Process for notification to
Not Applicable
applicants of the amount allotted
and the indication whether dealing
may begin before notification is
made:
Amount of any expenses and taxes
Not Applicable
specifically charged to the
subscriber or purchaser:
Name(s) and address(es), to the
None
extent known to the Issuer, of the
placers in the various countries
where the offer takes place.
191255-4-160-v4.0
- 10 -
55-40599776