Obligation Rabobank 0.375% ( XS2416413339 ) en EUR

Rabobank

96.02 % ▲

Pays-bas

XS2416413339 ( en EUR )

0.375% par an ( paiement annuel )

30/11/2027

Prospectus brochure de l'obligation Rabobank XS2416413339 en EUR 0.375%, échéance 30/11/2027

01/12/2025 ( Dans 261 jours )

Rabobank est une banque coopérative néerlandaise multinationale spécialisée dans les services financiers pour les secteurs de l'agroalimentaire, des entreprises et des particuliers.

L'Obligation émise par Rabobank ( Pays-bas ) , en EUR, avec le code ISIN XS2416413339, paye un coupon de 0.375% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 30/11/2027

FINAL TERMS
COÖPERATIEVE RABOBANK U.A.
(Chamber of Commerce registration number 30046259)
(a cooperative (coöperatie) formed under the laws of the Netherlands with its statutory seat in
Amsterdam)
Legal Entity Identifier (LEI): DG3RU1DBUFHT4ZF9WN62
EUR 160,000,000,000
Global Medium-Term Note Programme of Coöperatieve Rabobank U.A. and Coöperatieve
Rabobank U.A. Australia Branch, Coöperatieve Rabobank U.A. New Zealand Branch
Due from seven days to perpetuity
SERIES NO: 3233
TRANCHE NO: 1
EUR 1,000,000,000 Fixed to Floating Rate Callable Non-Preferred Senior Notes 2021 due 2027 (the
"Notes")
Issue Price: 99.620 per cent.
BNP PARIBAS
J.P. Morgan
Morgan Stanley
Rabobank
The date of these Final Terms is 29 November 2021
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 Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all
channels for distribution 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, subject to
the distributor's suitability and appropriateness obligations under MiFID II, as applicable. For the purposes
of this provision, "manufacturer" means any Manager that is a manufacturer under MiFID II.
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
MiFID II); (ii) a customer within the meaning of Directive (EU) 2016/97 (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 Regulation (EU) 2017/1129
(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 be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to
any retail investor in the United Kingdom ("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(1) of Regulation
(EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act
2018 ("EUWA"); (ii) a customer within the meaning of the provisions of the Financial Services and
Markets Act 2000 (the "FSMA") and any rules or regulations made under the FSMA to implement
the 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 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 domestic law by virtue of the EUWA. Consequently, no key information
document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of
the EUWA (the "UK PRIIPs Regulation") for offering or selling 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.
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 Base Prospectus dated 12 May 2021 and the Supplemental
Prospectuses dated 13 August 2021 and 19 November 2021 (together, the "Base Prospectus") which
together constitute a base prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus
Regulation"). This document constitutes the Final Terms of the Notes described herein for the purposes
the Prospectus Regulation and must be read in conjunction with the Base Prospectus in order to obtain all
the relevant information. 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, and copies may be obtained from, Rabobank at Croeselaan 18, 3521 CB Utrecht, the
Netherlands and the principal office of the Paying Agent in Luxembourg, Amsterdam and www.bourse.lu.
Each potential investor in the Notes must determine the suitability of that investment in light of its
own circumstances. A potential investor should not invest in Notes which are complex financial
instruments unless it has the expertise (either alone or with a financial adviser) to evaluate how
the Notes will perform under changing conditions, the resulting effects on the value of the Notes
and the impact this investment will have on the potential investor's overall investment portfolio.
1
Issuer:
Coöperatieve Rabobank U.A.
2
(i)
Series Number:
3233
(ii)
Tranche Number:
1
(iii) Date on which the Notes become fungible:
Not Applicable
3
Specified Currency or Currencies:
Euro ("EUR")
4
Aggregate nominal amount:
(i)
Series:
EUR 1,000,000,000
(ii)
Tranche:
EUR 1,000,000,000
5
Issue Price:
99.620 per cent. of the aggregate nominal
amount
6
(i)
Specified Denominations:
EUR 100,000

(ii)
Calculation Amount:
EUR 100,000
7
(i)
Issue Date:
1 December 2021
(ii)
Interest Commencement Date:
As specified in Condition 1
8
Maturity Date:
1 December 2027
9
Interest Basis:
0.375 per cent. Fixed Rate from and
including the Issue Date to but excluding the
Optional Redemption Date
Thereafter, 3-month EURIBOR + 0.52 per
cent. Floating Rate
10
Change of Interest Basis:
Not Applicable
11
Redemption/Payment Basis:
Subject to any purchase and cancellation or
early redemption, the Notes will be redeemed
on the Maturity Date at 100.00 per cent. of
their nominal amount
12
Alternative Currency Equivalent:
Not Applicable
13
Put/Call Options/Automatic Early Redemption:
Call Option
14
(i)
Status of the Notes:
Non-Preferred Senior the Terms and
Conditions of the Non-Preferred Senior
Notes shall apply
(ii)
Domestic Note (if Domestic Note, there will Not Applicable
be no gross-up for withholding tax):
(iii) Date of approval for issuance of Notes Not Applicable
obtained:
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15
Fixed Rate Note Provisions
Applicable
(i)
Rate of Interest:
0.375 per cent. per annum payable annually
in arrear
(ii)
Interest Payment Date(s):
1 December in each year, commencing on 1
December 2022 up to and including the
Optional Redemption Date
(iii) Fixed Coupon Amount:
EUR 375.00 per Calculation Amount
(iv) Broken Amount(s):
Not Applicable
(v)
Day Count Fraction (Condition 1(a)):
Actual/Actual-ICMA
(vi) Determination Date(s) (Condition 1(a)):
1 December in each year
16
Fixed Rate Reset Note Provisions
Not Applicable
17
Floating Rate Note Provisions
Applicable
(i)
Interest Period(s):
From
(and
including)
the
Optional
Redemption Date to (but excluding) the first
Quarterly Interest Payment Date, and each
successive period beginning on (and
including) a Quarterly Interest Payment Date
and ending on (but excluding) the next

succeeding Quarterly Interest Payment Date,
subject to adjustment in accordance with the
Business Day Convention set out in (iii)
below.
(ii)
Quarterly Interest Payment Dates:
1 March 2027, 1 June 2027, 1 September
2027 and the Maturity Date, subject to
adjustment in accordance with the Business
Day Convention set out in (iii) below
(iii) Business Day Convention:
Modified Following (Adjusted) Business Day
Convention
(iv) Business Centre(s) (Condition 1(a)):
TARGET
(v)
Manner in which the Rate(s) of Interest is/are Screen Rate Determination
to be determined:
(vi) Interest Period Date(s):
1 March 2027, 1 June 2027, 1 September
2027 and the Maturity Date
(vii) Applicable formula to be used for calculating Not Applicable
the Rate(s) of Interest and Interest
Amount(s):
(viii) Party responsible for calculating the Rate(s) Calculation Agent
of Interest and Interest Amount(s):
(ix) Screen Rate Determination (Condition Applicable
5(c)(iii)(B) of the Non-Preferred Senior
Notes):

Reference Rate(s):
3-month EURIBOR

Interest Determination Date:
2 TARGET Business Days for euro prior to
the first day in each Interest Period

Relevant Screen Page(s):
Reuters page EURIBOR01

Location of Reference Banks:
As per the Conditions
(x)
ISDA Determination
Not Applicable
(xi) Linear Interpolation:
Not Applicable
(xii) Observation Method:
Not Applicable
(xiii) Observation Look-back Period (being no less Not Applicable
than 5 London Banking Days or U.S.
Government Securities Business Days):
(xiv) Margin(s):
+ 0.52 per cent. per annum
(xv) Minimum Rate of Interest:
Not Applicable
(xvi) Maximum Rate of Interest:
Not Applicable
(xvii) Day Count Fraction (Condition 1(a)):
Actual/360
(xviii)
Gearing Factor:
Not Applicable
(xix) Previous Coupon:
Not Applicable
18
Inverse Floating Rate Note Provisions
Not Applicable
19
Range Accrual Note Provisions
Not Applicable
20
CMS Linked Note Provisions
Not Applicable

21
Variable Rate Note Provisions
Not Applicable
PROVISIONS RELATING TO REDEMPTION
22
Call Option
Applicable
(i)
Optional Redemption Date(s):
1 December 2026
(ii)
Optional Redemption Amount(s) of each EUR 100,000 per Calculation Amount
Note and method, if any, of calculation of
such amount(s):
(iii) Minimum Redemption Amount:
EUR 100,000 per Calculation Amount
Maximum Redemption Amount:
EUR 100,000 per Calculation Amount
(iv) Notice period:
The Issuer shall give notice of its intention to
redeem the Notes not less than 15 nor more
than 60 days prior to the relevant Optional
Redemption Date
23
Put Option
Not Applicable
24
Automatic Early Redemption
Not Applicable
25
Regulatory Call
Not Applicable
26
MREL Disqualification Event Call
Applicable
27
Early Redemption Amount
Early Redemption Amount(s) payable per
EUR 100,000 per Calculation Amount
Calculation Amount on redemption:
Non-Preferred Senior Notes:
(a) on the occurrence of an event described in
Condition 10; or (b) for taxation reasons
(Condition 6(d)); or (c) for a MREL Disqualification
Event (Condition 6(e)):
28
Final Redemption Amount of each Note
EUR 100,000 per Calculation Amount
29
Substitution and Variation
Applicable
30
Alignment Event
Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
31
Form of Notes
Bearer Notes
Temporary Global Note exchangeable for a
permanent Global Note not earlier than 40
days after the completion of the distribution
of the Tranche of which such Note is a part
nor later than 40 days prior to the first
anniversary of the Issue Date (i.e. 22 October
2022) which is exchangeable for Definitive
Notes
at
any
time/in
the
limited
circumstances specified in the permanent
Global Note
32
New Global Notes:
Yes

33 Financial Centre(s):
Condition 7(i)(i)(A) of the Non-Preferred
Senior Notes applies.
34 Prohibition of Sales to EEA Retail Investors:
Applicable
35 Relevant Benchmark:
EURIBOR is provided by the European

Money Markets Institute.
As at the date hereof, the European Money
Markets Instute appears in the register of
administrators and benchmarks established
and maintained by the European Securities
and Markets Authority pursuant to Article 36
of Regulation (EU) 2016/1011.
LISTING AND ADMISSION TO TRADING APPLICATION
These Final Terms comprise the final terms required to list and have admitted to trading the issue of Notes
described herein pursuant to the EUR 160,000,000,000 Global Medium-Term Note Programme of
Rabobank.

Signed on behalf of the Issuer
By: Ger Buls

Duly authorised

PART B OTHER INFORMATION
1 Listing
(i)
Listing:
Luxembourg Stock Exchange
(ii)
Admission to trading:
Application has been made for the Notes to
be admitted to trading on the Regulated
Market of the Luxembourg Stock Exchange
with effect from the Issue Date
(iii) Estimate of total expenses related to
EUR 4,400
admission to trading:
(iv) In the case of Notes listed on Euronext
Not Applicable
Amsterdam:
2 Ratings
Rating:
The
Notes
to
be
issued
are
expected to be rated:
Fitch: A+
As defined by Fitch, an `A' rating means that
the Notes are judged to be of high credit
quality and denotes expectations of low
default risk. It indicates strong capacity for
payment of financial commitments, but may,
nevertheless, be more vulnerable to
adverse business or economic conditions
than is the case for higher ratings. The
modifier "+" is appended to denote the
relative status within the rating category.
Moody's: A3
As defined by Moody's, obligations rated A
are judged to be upper-medium grade and
are subject to low credit risk. The modifier
"3" indicates that the obligation ranks in the
lower range of its generic rating category.
S&P: A-
As defined by S&P, an `A' rating means that
the Notes are somewhat more susceptible
to the adverse effects of changes in
circumstances and economic conditions
than obligations in higher-rated categories.
However, the Issuer's capacity to meet its
financial commitment on the obligation is still
strong. The `A' rating is modified by the
addition of a minus (-) sign to show relative
standing within the `A' rating category.
Each of Fitch, Moody's and S&P
is
established in the EU and registered under
Regulation (EC) No 1060/2009.

3 Interests of natural and legal persons involved in the offer
Save for any fees payable to the Managers, so far as the Issuer is aware, no person involved in
the offer 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:
Reasons for the offer:
See "Use of Proceeds" wording in
Base Prospectus
Estimated net proceeds:
EUR 993,700,000
5 Yield
Indication of yield:
0.452 per cent.
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)
Details of the past and further performance of EURIBOR can be obtained from Reuters page
EURIBOR01 free of charge.
7 Operational information
(i)
Intended to be held in a manner which would allow Yes. Note that the designation "yes"
Eurosystem eligibility:
simply means that the Notes are
intended upon issue 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.
(ii)
ISIN:
XS2416413339
(iii) Common Code:
241641333
(iv) German WKN-code:
Not Applicable
(v)
Private Placement number:
Not Applicable
(vi) CUSIP Number:
Not Applicable
(vii) Any clearing system(s) other than Euroclear and
Not Applicable
Clearstream, Luxembourg and the relevant
number(s):
(viii) Delivery:
Delivery against payment

(ix) Names and addresses of additional
Not Applicable
Paying/Delivery Agent(s) (if any):
(x)
Names (and addresses) of Calculation Agent(s):
Deutsche Bank AG, London Branch,
Winchester House, 1 Great Winchester
Street, London EC2N 2DB, United
Kingdom
8 Distribution
(i)
Method of distribution:
Syndicated
(ii)
If syndicated, names of Managers:
BNP Paribas
Coöperatieve Rabobank U.A.
J.P. Morgan AG
Morgan Stanley Europe SE
(iii) Stabilising Manager(s) (if any):
Morgan Stanley Europe SE
(iv) If non-syndicated, name of Dealer:
Not Applicable
(v)
Applicable TEFRA exemption:
TEFRA D
(vi) Prohibition of Sales to Belgian Consumers:
Applicable