TIDM94YB
RNS Number : 7619E
Credit Agricole Corp & Inv Bank
22 October 2018
NOTICE TO HOLDERS OF SECURITIES
17 October 2018
Issue of EUR 1,380,000 Share Linked Interest and Redemption
Securities due October 2023
under the EUR50,000,000,000
Structured Debt Instruments Issuance Programme
by
CRÉDIT AGRICOLE CIB FINANCIAL SOLUTIONS (the "Issuer")
guaranteed by CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK
Series: 2810 - ISIN: XS1850725331
(respectively, the "Programme" and the "Securities")
Reference is made to:
(1) the base prospectus relating to the Programme dated 9 May
2018 and its supplements dated 12 June 2018, 18 June 2018, 27 June
2018 and 6 September 2018 which together constitute a base
prospectus for the purposes of the Prospectus Directive (the "Base
Prospectus");
(2) the Final Terms in respect of the Securities dated 11
October 2018 (the "Original Final Terms" and, together with the
Base Prospectus, the "Securities Documentation").
Notice is hereby given to the holders of all outstanding
Securities that the below modification has been made:
- The Aggregate Nominal Amount has been increased and
modification has been made accordingly in item 3(a) and 3(b) "PART
A - CONTRACTUAL TERMS" of the Final Terms, in item 4(ii) "PART B -
OTHER INFORMATION" of the Final Terms and in the "Redemption
Method" provisions in Element C.15 of the SUMMARY of the Final
Terms.
Accordingly the Original Final Terms has been replaced in its
entirety with the amended and restated Final Terms, a draft form of
which is attached in the Appendix to this Notice (showing marked-up
changes against the Original Final Terms) (the "Amended and
Restated Final Terms").
Capitalised terms used in this Notice and not defined have the
meanings given to them in the Base Prospectus and the Amended and
Restated Final Terms. Copies of the Securities Documentation and
the Amended and Restated Final Terms are available at the offices
of the Principal Paying Agent, CACEIS Bank Luxembourg, 5 Allée
Scheffer, L-2520, Luxembourg.
APPIX
PROHIBITION OF SALES TO EEA RETAIL INVESTORS WITHOUT KID - The
Securities 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) without an updated key information document required by
Regulation (EU) No 1286/2014 for offering or selling the Securities
or otherwise making them available to retail investors in 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
2002/92/EC (as amended), 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).
12 October 2018
FINAL TERMS
As Amended and Restated on 12 October 2018
Issue of EUR 1,380,000 Share Linked Interest and Redemption
Securities due October 2023
under the EUR50,000,000,000
Structured Debt Instruments Issuance Programme
by
CRÉDIT AGRICOLE CIB FINANCIAL SOLUTIONS
guaranteed by CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK
PART A - CONTRACTUAL TERMS
This document constitutes the Final Terms of the Securities
described herein for the purposes of Article 5.4 of the Directive
2003/71/EC (and amendments thereto, including the Directive
2010/73/EU, to the extent implemented in the Relevant Member
State), including any relevant implementing measure in the Relevant
Member State (the Prospectus Directive) and must be read in
conjunction with the Base Prospectus dated 9 May 2018 and any
supplements dated 12 June 2018, 18 June 2018, 27 June 2018 and 6
September 2018 which together constitute a base prospectus for the
purposes of the Prospectus Directive. Full information on the
Issuer, the Guarantor and the offer of the Securities is only
available on the basis of the combination of these Final Terms and
the Base Prospectus. A summary of the issue of the Securities is
annexed to these Final Terms at Annex A. The Base Prospectus is
available for viewing on the Luxembourg Stock Exchange website
(www.bourse.lu) and during normal business hours at the registered
office of Crédit Agricole CIB (www.ca-cib.com) and the specified
office of the Principal Paying Agent.
1 (a) Series Number: 2810
(b) Type of Securities: Notes
(c) Tranche Number: 1
(d) Date on which the Securities become fungible: Not Applicable
2 Specified Currency: Euro (EUR)
3 Aggregate Nominal Amount:
(a) Series: EUR 1,380,000
(b) Tranche: EUR 1,380,000
4 Issue Price: 99.75 per cent. of the Aggregate Nominal Amount
5 (a) Specified Denominations: EUR 1,000
(b) Minimum Trading Size: Not Applicable
(c) Calculation Amount: EUR 1,000
6 (a) Issue Date: 11 October 2018
(b) Trade Date(s): 27 September 2018
(c) Interest Commencement Date: Issue Date
7 Redemption Date: 04 October 2023, subject to any early redemption date
8 Type of Notes:
(a) Interest: Linked Interest Security: Share Linked Interest Security
(Further particulars specified below in "PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE"
and in "PAYOFF FEATURES (IF ANY) RELATING TO INTEREST")
(b) Redemption: Relevant Redemption Method(s):
For the purpose of determining the Early Redemption Amount: Standard Redemption
For the purpose of determining the Final Redemption Amount: Growth Redemption
Linked Redemption Security: Share Linked Redemption Security
(Further particulars specified below in "PROVISIONS RELATING TO REDEMPTION")
9 Date Board approval for issuance of Securities obtained: Authorisation given by the Board of Directors of Crédit Agricole CIB Financial Solutions
dated 28 September 2018.
10 Method of distribution: Non-syndicated
11 Asset Conditions: Applicable in accordance with Annex 1
Not Applicable
* Commodity Linked Asset Conditions:
- Index Linked Asset Conditions: Not Applicable
- FX Linked Asset Conditions: Not Applicable
- Inflation Linked Asset Conditions: Not Applicable
- Rate Linked Asset Conditions: Not Applicable
- ETF Linked Asset Conditions: Not Applicable
- Share Linked Asset Conditions Applicable
Not Applicable
* Multi-Asset Basket Linked Asset Conditions:
12 Alternative Currency Conditions: Not Applicable
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
13 Fixed Rate Security: Not Applicable
14 Floating Rate Security: Not Applicable
15 Linked Interest Security: Applicable
(a) Applicable to: All Interest Accrual Periods
(b) Interest Payment Date(s): Semi-annually on the Interest Payment Dates(i) specified in the table set out in paragraph
15(d) below
(c) Interest Period Dates: Not Applicable
(d) Interest Determination Date(s): In relation to an Interest Payment Date(i) , the corresponding Interest Observation Date(i)
as specified in the table below: i Interest Observation Interest Payment
Date(i) Date(i)
1 29 October 2018 05 November
2018
--------------------- -----------------
2 27 November 04 December
2018 2018
--------------------- -----------------
3 27 December 04 January
2018 2019
--------------------- -----------------
4 28 January 2019 04 February
2019
--------------------- -----------------
5 27 February 04 March 2019
2019
--------------------- -----------------
6 27 March 2019 04 April 2019
--------------------- -----------------
7 29 April 2019 06 May 2019
--------------------- -----------------
8 27 May 2019 04 June 2019
--------------------- -----------------
9 27 June 2019 04/July 2019
--------------------- -----------------
10 29 July 2019 05 August 2019
--------------------- -----------------
11 27 August 2019 04 September
2019
--------------------- -----------------
12 27 September 04 October
2019 2019
--------------------- -----------------
13 28 October 2019 04 November
2019
--------------------- -----------------
14 27 November 04 December
2019 2019
--------------------- -----------------
15 27 December 06 January
2019 2020
--------------------- -----------------
16 27 January 2020 04 February
2020
--------------------- -----------------
17 27 February 04 March 2020
2020
--------------------- -----------------
18 27 March 2020 06 April 2020
--------------------- -----------------
19 27 April 2020 04 May 2020
--------------------- -----------------
20 27 May 2020 04 June 2020
--------------------- -----------------
21 29 June 2020 06 July 2020
--------------------- -----------------
22 27 July 2020 04 August 2020
--------------------- -----------------
23 27 August 2020 04 September
2020
--------------------- -----------------
24 28 September 05 October
2020 2020
--------------------- -----------------
25 27 October 2020 04 November
2020
--------------------- -----------------
26 27 November 04 December
2020 2020
--------------------- -----------------
27 28 December 04 January
2020 2021
--------------------- -----------------
28 27 January 2021 04 February
2021
--------------------- -----------------
29 01 March 2021 04 March 2021
--------------------- -----------------
30 29 March 2021 06 April 2021
--------------------- -----------------
31 27 April 2021 04 May 2021
--------------------- -----------------
32 27 May 2021 04 June 2021
--------------------- -----------------
33 28 June 2021 05 July 2021
--------------------- -----------------
34 27 July 2021 04 August 2021
--------------------- -----------------
35 27 August 2021 06 September
2021
--------------------- -----------------
36 27 September 04 October
2021 2021
--------------------- -----------------
37 27 October 2021 04 November
2021
--------------------- -----------------
38 29 November 06 December
2021 2021
--------------------- -----------------
39 27 December 04 January
2021 2022
--------------------- -----------------
40 27 January 2022 04 February
2022
--------------------- -----------------
41 28 February 04 March 2022
2022
--------------------- -----------------
42 28 March 2022 04 April 2022
--------------------- -----------------
43 27 April 2022 04 May 2022
--------------------- -----------------
44 27 May 2022 06 June 2022
--------------------- -----------------
45 27 June 2022 04 July 2022
--------------------- -----------------
46 27 July 2022 04 August 2022
--------------------- -----------------
47 29 August 2022 05 September
2022
--------------------- -----------------
48 27 September 04 October
2022 2022
--------------------- -----------------
49 27 October 2022 04 November
2022
--------------------- -----------------
50 28 November 05 December
2022 2022
--------------------- -----------------
51 27 December 04 January
2022 2023
--------------------- -----------------
52 27 January 2023 06 February
2023
--------------------- -----------------
53 27 February 06 March 2023
2023
--------------------- -----------------
54 27 March 2023 04 April 2023
--------------------- -----------------
55 27 April 2023 04 May 2023
--------------------- -----------------
56 29 May 2023 05 June 2023
--------------------- -----------------
57 27 June 2023 04 July 2023
--------------------- -----------------
58 27 July 2023 04 August 2023
--------------------- -----------------
59 28 August 2023 04 September
2023
--------------------- -----------------
60 27 September 04 October
2023 2023
--------------------- -----------------
(e) Business Day Convention for the purposes of adjustment of "Interest Accrual Not Applicable
Periods" in
accordance sub-paragraph (h) below):
(f) Additional Business Centres: Not Applicable
(g) Day Count Fraction: Not Applicable
(h) Interest Accrual Periods: Interest Accrual Periods will be unadjusted.
(i) Determination Date(s): Not Applicable
(j) Calculation Agent responsible for calculating the Linked Interest Rate and the Crédit Agricole Corporate and Investment Bank
Interest
Amount:
(k) Commodity Linked Interest Security: Not Applicable
(l) Index Linked Interest Security: Not Applicable
(m) FX Linked Interest Security: Not Applicable
(n) Inflation Linked Interest Security: Not Applicable
(o) Rate Linked Interest Security: Not Applicable
(p) ETF Linked Interest Security: Not Applicable
(q) Share Linked Interest Security: Applicable in accordance with Annex 1, Chapter 7
(i) Single Underlying: Applicable
Standard Interest Payoff: Standard Multi Fixed Digital Interest
* Applicable for the purposes of: (see paragraph 15(t)(ix) of these Final Terms)
Ordinary Share of RENAULT SA;
* Share: ISIN code: FR0000131906
Bloomberg Ticker: RNO FP
Euronext Paris SA
* Exchange:
All Exchanges
* Related Exchange:
Scheduled Closing Time
* Valuation Time:
Not Applicable
* Depositary Receipts:
(ii) Basket: Not Applicable
(iii) Additional Disruption Event: Applicable in accordance with Share Linked Asset Condition 3.3
(iv) Other Events: Applicable
(v) Maximum Days of Disruption: Eight (8) Scheduled Trading Days
(vi) Payment Extension Days: Two (2) Payment Business Days
(vii) Observation Date(s): The Trade Date and each Interest Observation Date(i)
(see paragraph 15(d) of these Final Terms)
(r) Multi-Asset Basket Linked Interest Security: Not Applicable
(s) Combination Interest Payoff Provisions: Not Applicable
(t) Standard Interest Payoff Provisions: Applicable
(i) Standard Fixed Interest: Not Applicable
(ii) Standard Floating Interest: Not Applicable
(iii) Standard Floater Interest: Not Applicable
(iv) Standard Inverse Floater Interest: Not Applicable
(v) Standard Participation Interest: Not Applicable
(vi) Standard Range Accrual Interest: Not Applicable
(vii) Standard Power Interest: Not Applicable
(viii) Standard Dual Range Accrual Interest: Not Applicable
(ix) Standard Multi Fixed Digital Interest: Applicable in accordance with Annex 5, Part A, Chapter 9
Applicable: Specific Dates
The Linked Interest Rate applicable to an Interest Accrual Period for Securities for which
Standard Multi Fixed Digital Interest is applicable shall be calculated as follows:
(i) if the Underlying Value(xy) is within the Range(A) on each Interest Observation Date falling
during the Interest Observation Period, being equal to the Fixed Rate(A) ; or
(ii) otherwise, being equal to the Fixed Rate(F) .
(See also paragraph 17(f) of these Final Terms for further information in relation to Memory
Interest Payoff Feature).
All Interest Accrual Periods
* Applicable Interest Accrual Period:
Not Applicable
* Relevant Combination Interest Payoff:
Applicable as Linked Interest
* Applicable for the purposes of a Payoff Feature:
Memory Interest Payoff Feature
* Relevant Payoff Feature:
0.50 per cent.
* Fixed Rate(A) :
Not Applicable
* Fixed Rate(B) :
Not Applicable
* Fixed Rate(C) :
Not Applicable
* Fixed Rate(D) :
Not Applicable
* Fixed Rate(E) :
0.00 per cent.
* Fixed Rate(F) :
Each Interest Observation Date(i) set out in paragraph 15(d) of these Final Terms
* Interest Observation Date(s):
Period from and including each date falling one (1) Business Day immediately preceding the
* Interest Observation Period(s): first day of the relevant Interest Accrual Period to and including the date falling one (1)
Business Day immediately preceding the last day of that Interest Accrual Period
Share: Ordinary Share of RENAULT SA
* Underlying: (with further information set out in paragraph 15q(i) of these Final Terms)
Not Applicable
* Relevant Observation:
Lower Limit: Upper Limit: Range:
Range(A) 70.00 per cent. of the Infinity Range(3)
Underlying Value on the Trade Range(3) means that, on the relevant Interest Observation
Date. Date, the Underlying Value(xy) is
For the avoidance of doubt, the greater than or equal to the Lower Limit and lower than
Underlying Value on the Trade the Upper Limit.
Date is EUR 74.63
------------------------------------------------------ --------------------------------- --------------------------------------------- -----------------------------------------------------------
(x) Standard Digital to Participation Interest: Not Applicable
(xi) Standard Multi Fixed Basket Not Applicable
Interest:
(xii) Standard Fixed Range Accrual Interest: Not Applicable
(xiii) Standard ABF Interest: Not Applicable
(xiv)Standard Annualised Performance Interest: Not Applicable
(xv) Standard Rainbow Performance Interest: Not Applicable
(xvi) Standard Fixed Range Accrual Basket Performance Interest: Not Applicable
(xvii) Standard Multi Fixed Digital Not Applicable
Basket Performance Interest:
(xviii)Standard Participation Basket Performance Interest: Not Applicable
(xix) Standard Steepener With Reserve Interest: Not Applicable
(u) Universal Leverage: Not Applicable
(v) Universal Margin: Not Applicable
16 Zero Coupon Security: Not Applicable
PAYOFF FEATURES (IF ANY) RELATING TO INTEREST
17 Payoff Features: Applicable
(a) Investor Interest Switch Payoff Feature: Not Applicable
(b) Issuer Interest Switch Payoff Feature: Not Applicable
(c) Knock-out Interest Switch Payoff Feature: Not Applicable
(d) Knock-out Basket Interest Switch Payoff Feature: Not Applicable
(e) Target Interest Switch Payoff Feature: Not Applicable
(f) Memory Interest Payoff Feature: Applicable in accordance with Annex 7, Part A, Chapter 6
The Interest Amount payable on an Interest Payment Date in respect of an Interest Accrual
Period in respect of which the Memory Interest Payoff Feature applies shall be equal to, if
the Interest Amount payable in respect of an Interest Accrual Period calculated in accordance
with the Linked Interest and applicable Conditions, prior to application of the Memory Interest
Payoff Feature is:
(i) greater than 0, then at the amount payable in respect of the relevant Interest Accrual
Period calculated using the Linked Interest multiplied by 1 plus the number (if any) of previous
Interest Accrual Periods (a) for which the Interest Amount was equal to zero and (b) which
have not been taken into account for the calculation of Interest Amounts paid before such
Interest Payment Date; or
(ii) less than or equal to 0, then 0.
(i) Applicable to: All Interest Accrual Periods
(ii) Linked Interest: Standard Multi Fixed Digital Interest
(as completed in paragraph 15(t)(ix) of these Final Terms for the purposes of this Payoff
Feature)
(g) Dual Currency (Interest) Payoff Feature: Not Applicable
(h) Reset Option Interest Payoff Feature: Not Applicable
(i) Single Interest Payment Date Payoff Feature: Not Applicable
(j) Knock-out Basket Performance Interest Switch Payoff Not Applicable
Feature:
(k) Currency Performance Payoff Feature: Not Applicable
(l) Bond Switch Option Payoff Feature: Not Applicable
(m) Additive Payoff Feature: Not Applicable
PROVISIONS RELATING TO REDEMPTION
18 Redemption Determination Date(s): For the purposes of determining the Final Redemption Amount : the Redemption Observation Date
(see also paragraph 23(j)(vii) of these Final Terms)
For the purposes of determining an Early Redemption Amount, the Knock-out Observation Date(i)
on which the Knock-out Early Redemption Trigger occurs (as specified in paragraph 24(c) of
these Final Terms)
19 Redemption Method:
(a) Early Redemption Amount for the purposes of General Condition 6.2 (Early Standard Redemption in accordance with Annex 9, Paragraph 2
Redemption Trigger The Early Redemption Amount will be equal to:
Events) determined in accordance with: Reference Price x Nominal Amount
as determined by the Calculation Agent on the Redemption Determination Date.
(See also paragraph 24(c) below for further information in relation to the Knock-out Early
Redemption Trigger)
Any such calculation is without prejudice to General Condition 6.8 which will apply for the
purposes of any early redemption amount calculated in accordance with the conditions referred
to in General Condition 6.8 (Fair Market Value Redemption Amounts).
- Redemption Payoff: Not Applicable
- Redemption Unwind Costs: Not Applicable
- Reference Price: 100.00 per cent.
(b) Final Redemption Amount for the purposes of General Condition 6.1 Growth Redemption in accordance with Annex 9, Paragraph 4
(Redemption by Instalments The Final Redemption Amount will be equal to:
and Final Redemption) determined in accordance with: (Reference Price x Redemption Payoff) x Nominal Amount
as determined by the Calculation Agent on the Redemption Determination Date.
- Redemption Payoff: Determined in accordance with Standard Digital to Participation Redemption Payoff (as completed
in paragraph 23(j)(vii) of these Final Terms) in respect of which the Underlying is a Share
(as completed in paragraph 23(g) of these Final Terms)
- Redemption Unwind Costs: Not Applicable
- Payoff Feature Unwind Costs: Not Applicable
- Reference Price: 100.00 per cent.
(c) Fair Market Value Redemption Amount: Applicable
- Fair Market Value Redemption Amount Percentage: Not Applicable
(d) Instalment Redemption Amount determined in accordance with: Not Applicable
(e) Physical Settlement: Not Applicable
(f) Clean-up Call Option (General Condition 6.7 (Clean-up Call Option)): Not Applicable
20 Instalment Securities: Not Applicable
21 Credit Linked Securities: Not Applicable
22 Bond Linked Securities: Not Applicable
23 Linked Redemption Security: Applicable in accordance with Annex 1
(a) Commodity Linked Redemption Security: Not Applicable
(b) Index Linked Redemption Security: Not Applicable
(c) FX Linked Redemption Security: Not Applicable
(d) Inflation Linked Redemption Security: Not Applicable
(e) Rate Linked Redemption Security: Not Applicable
(f) ETF Linked Redemption Security: Not Applicable
(g) Share Linked Redemption Security: Applicable in accordance with Annex 1, Chapter 7
(i) Single Underlying: Applicable
Standard Redemption Payoff: Standard Digital to Participation Redemption
* Applicable for the purposes of: (as completed in paragraph 23(j)(vii) of these Final Terms)
Early Redemption Trigger Event: Knock-out Early Redemption Trigger
(as completed in paragraph 24(c) of these Final Terms)
Ordinary Share of RENAULT SA
* Share: ISIN code: FR0000131906
Bloomberg Code: RNO FP
Euronext Paris SA
* Exchange:
All Exchanges
* Related Exchange:
Scheduled Closing Time
* Valuation Time:
Not Applicable
* Depositary Receipts:
(ii) Basket: Not Applicable
(iii) Additional Disruption Event: Applicable in accordance with Share Linked Asset Condition 3.3
(iv) Other Events: Applicable
(v) Maximum Days of Disruption: Eight (8) Scheduled Trading Days
(vi) Payment Extension Days: Two (2) Payment Business Days
(vii) Observation Date(s): The Underlying Observation Date(1) , the Underlying Observation Date(2) and each Knock-out
Observation Date(i)
(viii) Physical Settlement: Not Applicable
(h) Multi-Asset Basket Linked Redemption Security: Not Applicable
(i) Combination Redemption Payoff Provisions: Not Applicable
(j) Standard Redemption Payoff Provisions: Applicable
(i) Standard Fixed Redemption: Not Applicable
(ii) Standard Floater Redemption: Not Applicable
(iii) Standard Strangle Redemption: Not Applicable
(iv) Standard Participation Redemption: Not Applicable
(v) Standard Participation Basket Redemption: Not Applicable
(vi) Standard Multi Fixed Digital Redemption: Not Applicable
(vii) Standard Digital to Participation Redemption: Applicable in accordance with Annex 5, Part B, Chapter 7
The Redemption Payoff applicable to a Redemption Determination Date
for Securities for which
Standard Digital to Participation Redemption is applicable shall be
calculated on such Redemption
Determination Date as follows:
(i) if the Underlying Value(xy) is within Range(A) on the
Redemption Observation Date falling
within the Redemption Observation Period, equal to Fixed
Percentage(1) ; or
(ii) otherwise, equal to:
and expressed as a percentage.
Redemption Determination Date for the purposes of determining the Final Redemption Amount
* Applicable for the purposes of the following
Redemption Determination Date(s):
Not Applicable
* Relevant Combination Redemption Payoff:
Not Applicable
* Applicable for the purposes of a Payoff Feature:
Not Applicable
* Cap:
Not Applicable
* Floor:
100.00 per cent.
* Fixed Percentage(1) :
Not Applicable
* Fixed Percentage(2) :
Not Applicable
* Fixed Percentage(3) :
Not Applicable
* Fixed Percentage(4) :
Not Applicable
* Fixed Percentage(5) :
Not Applicable
* Fixed Percentage(6) :
* Leverage: 1
50.00 per cent. of Underlying Observation(2)
* Lower Limit:
Not Applicable
* Margin:
27 September 2023
* Redemption Observation Date(s):
Period from and including the Underlying Observation Date(2) to and including the Underlying
* Redemption Observation Period(s): Observation Date(1)
Share: Ordinary Share of RENAULT SA (with further information set out in paragraph 23(g) of
* Underlying(xy) : these Final Terms)
Not Applicable
* Underlying(z) :
The Redemption Observation Date
* Underlying Observation Date(s)(1) :
The Trade Date
* Underlying Observation Date(s)(2) :
Underlying Value(xy) on the Underlying Observation Date(1)
* Underlying(Observation1) :
EUR 74.63 (i.e. Underlying Value(xy) on the Underlying Observation Date(2) )
* Underlying(Observation2) :
Not Applicable
* Relevant Observation:
Infinity
* Upper Limit:
------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------
Lower Limit: Upper Limit: Range:
-------------------------------------------------------- ------------------------------------------- ----------------------------------
Range(A) 50.00 per cent. of Underlying Observation(2) Infinity Range(3)
Range(3) means that on the
relevant Redemption Observation
Date the Underlying Value(xy) is
greater than or equal to the
Lower Limit and less than the
Upper Limit.
-------------------------------------------------------- ------------------------------------------- ----------------------------------
(viii) Standard Multi Fixed Basket Not Applicable
Redemption:
(ix) Standard ABF Redemption: Not Applicable
(x) Standard Rainbow Performance Not Applicable
Redemption:
(xi) Standard Digital/Basket Not Applicable
Performance Redemption:
(xii) Standard Participation Basket Not Applicable
Performance Redemption:
(xiii) Standard Worst of Basket Not Applicable
Performance Redemption:
(xiv) Standard Fixed Range Accrual Not Applicable
Redemption:
(xv) Standard Target Volatility Not Applicable
Redemption
24 Early Redemption Trigger Event(s): Applicable
(a) Issuer Call Early Redemption Trigger: Not Applicable
(b) Investor Put Early Redemption Trigger: Not Applicable
(c) Knock-out Early Redemption Trigger: Applicable in accordance with Annex 8, Chapter 3
Specified Dates: Applicable
If on any Knock-out Observation Date, the Underlying Value of the Underlying(r) is within
the relevant Range, the Issuer will redeem all, but not some only, of the Securities then
outstanding at the Early Redemption Amount with accrued interest, if any, on the corresponding
Early Redemption Date.
In relation to a Knock-out Observation Date(i) , the corresponding Early Redemption Date(i)
* Early Redemption Date(s): as specified in the table below: i Knock-out Observation Early Redemption
Date (i) Date
6 27 March 2019 04 April 2019
---------------------- -----------------
7 29 April 2019 06 May 2019
---------------------- -----------------
8 27 May 2019 04 June 2019
---------------------- -----------------
9 27 June 2019 04/July 2019
---------------------- -----------------
10 29 July 2019 05 August 2019
---------------------- -----------------
11 27 August 2019 04 September
2019
---------------------- -----------------
12 27 September 04 October
2019 2019
---------------------- -----------------
13 28 October 04 November
2019 2019
---------------------- -----------------
14 27 November 04 December
2019 2019
---------------------- -----------------
15 27 December 06 January
2019 2020
---------------------- -----------------
16 27 January 04 February
2020 2020
---------------------- -----------------
17 27 February 04 March 2020
2020
---------------------- -----------------
18 27 March 2020 06 April 2020
---------------------- -----------------
19 27 April 2020 04 May 2020
---------------------- -----------------
20 27 May 2020 04 June 2020
---------------------- -----------------
21 29 June 2020 06 July 2020
---------------------- -----------------
22 27 July 2020 04 August 2020
---------------------- -----------------
23 27 August 2020 04 September
2020
---------------------- -----------------
24 28 September 05 October
2020 2020
---------------------- -----------------
25 27 October 04 November
2020 2020
---------------------- -----------------
26 27 November 04 December
2020 2020
---------------------- -----------------
27 28 December 04 January
2020 2021
---------------------- -----------------
28 27 January 04 February
2021 2021
---------------------- -----------------
29 01 March 2021 04 March 2021
---------------------- -----------------
30 29 March 2021 06 April 2021
---------------------- -----------------
31 27 April 2021 04 May 2021
---------------------- -----------------
32 27 May 2021 04 June 2021
---------------------- -----------------
33 28 June 2021 05 July 2021
---------------------- -----------------
34 27 July 2021 04 August 2021
---------------------- -----------------
35 27 August 2021 06 September
2021
---------------------- -----------------
36 27 September 04 October
2021 2021
---------------------- -----------------
37 27 October 04 November
2021 2021
---------------------- -----------------
38 29 November 06 December
2021 2021
---------------------- -----------------
39 27 December 04 January
2021 2022
---------------------- -----------------
40 27 January 04 February
2022 2022
---------------------- -----------------
41 28 February 04 March 2022
2022
---------------------- -----------------
42 28 March 2022 04 April 2022
---------------------- -----------------
43 27 April 2022 04 May 2022
---------------------- -----------------
44 27 May 2022 06 June 2022
---------------------- -----------------
45 27 June 2022 04 July 2022
---------------------- -----------------
46 27 July 2022 04 August 2022
---------------------- -----------------
47 29 August 2022 05 September
2022
---------------------- -----------------
48 27 September 04 October
2022 2022
---------------------- -----------------
49 27 October 04 November
2022 2022
---------------------- -----------------
50 28 November 05 December
2022 2022
---------------------- -----------------
51 27 December 04 January
2022 2023
---------------------- -----------------
52 27 January 06 February
2023 2023
---------------------- -----------------
53 27 February 06 March 2023
2023
---------------------- -----------------
54 27 March 2023 04 April 2023
---------------------- -----------------
55 27 April 2023 04 May 2023
---------------------- -----------------
56 29 May 2023 05 June 2023
---------------------- -----------------
57 27 June 2023 04 July 2023
---------------------- -----------------
58 27 July 2023 04 August 2023
---------------------- -----------------
59 28 August 2023 04 September
2023
---------------------- -----------------
Means each Knock-out Observation Date(i) as specified in the table above.
* Knock-out Observation Date:
Not Applicable
* Knock-out Observation Period:
90.00 per cent. of the Underlying Value(r) on the Trade Date. For avoidance of doubt, the
* Lower Limit: Underlying Value on the Trade Date is EUR 74.63
Range(3) means that on the relevant Knock-out Observation Date the Underlying Value(r) is
* Range: greater than or equal to the Lower Limit and less than the Upper Limit
Share: Ordinary Share of RENAULT SA (with further information set out in paragraph 23(g) of
* Underlying(r) : these Final Terms)
Infinity
* Upper Limit:
(d) Callable Knock-out Early Redemption Trigger: Not Applicable
(e) Puttable Knock-out Early Redemption Trigger: Not Applicable
(f) Target Early Redemption Trigger: Not Applicable
(g) Knock-out Multi Underlying Early Redemption Not Applicable
Trigger:
(h) Knock-out Basket Performance Early Not Applicable
Redemption Trigger:
PAYOFF FEATURES (IF ANY) RELATING TO REDEMPTION
25 Payoff Features: Not Applicable
PROVISIONS APPLICABLE TO SECURED SECURITIES
26 Secured Security Provisions: Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE SECURITIES
27 (a) Form: Bearer Form:
Temporary Bearer Global Security exchangeable for a Permanent Bearer Global Security which
is exchangeable for Definitive Bearer Securities only upon an Exchange Event
(b) Notes in New Global Note form (NGN Notes) or NGN Notes
Certificates in New Global Note form (NGN
Certificates):
(c) Transfer of interest in Regulation S Global Transfers of Securities to IAIs: Not Applicable
Securities:
28 "Business Day Convention for the purposes of Following Payment Business Day
"Payment Business Day" election in accordance
with General Condition 5.6 (Payment Business
Day):
29 Additional Financial Centre(s): TARGET2
30 Additional Business Centre(s): Not Applicable
31 Talons for future Coupons or Receipts to be No
attached to Definitive Bearer Securities and
dates
on which such Talons mature:
32 Redenomination (for the purposes of General Not Applicable
Condition 3.1):
33 (a) Redemption for tax reasons (General Not Applicable
Condition 6.3 (Redemption for tax reasons)):
(b) Special Tax Redemption (General Condition Not Applicable
6.4 (Special Tax Redemption)):
(c) Redemption for FATCA Withholding (General Applicable
Condition 6.5 (Redemption for FATCA
Withholding)):
(d) Regulatory Redemption or Compulsory Resales Applicable
(General Condition 6.6 (Regulatory Redemption
or Compulsory Resales)):
(e) Events of Default (General Condition 10 Applicable
(Events of Default)):
(f) Illegality and Force Majeure (General Applicable
Condition 19 (Illegality and Force Majeure)):
34 Gross Up (General Condition 8.2 (Gross Up)): Not Applicable
35 Calculation Agent: Crédit Agricole Corporate and Investment Bank
36 Delivery Agent (Credit Linked Securities, Bond Not Applicable
Linked Securities, ETF Linked Securities subject
to physical delivery or Share Linked Securities
subject to physical delivery):
37 Business Day Convention: Not Applicable
38 Benchmark Provisions:
(a) Additional Relevant Rate Benchmark: Not Applicable
(b) Specified Public Source: As per the definition in the Definitions Condition
(c) Relevant Commodity Benchmark: Not Applicable
(d) Relevant Index Benchmark: Not Applicable
(e) Relevant FX Benchmark: Not Applicable
(f) Relevant Inflation Index Benchmark: Not Applicable
(g) Relevant Rate Benchmark: Not Applicable
(h) Impacted Index: Not Applicable
OPERATIONAL INFORMATION
39 Branch of Account for the purposes of General Not Applicable
Condition 5.5 (General provisions applicable
to payments):
THIRD PARTY INFORMATION
Not Applicable
Signed on behalf of the Issuer:
By:
Duly authorised
PART B - OTHER INFORMATION
1 LISTING AND ADMISSION TO TRADING
(i) Listing and admission to trading: Application has been made by the relevant Issuer
(or on its behalf) for the Securities to
be admitted to trading on the London Stock
Exchange's regulated market with effect from or
as soon as practicable after the Issue Date and
to be listed on the Official List of the London
Stock Exchange.
(ii) Estimate of total expenses related to EUR 500 + GBP 337
admission to trading:
2 RATINGS
Ratings: The Securities to be issued have not been rated
3 INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the Dealers and any distributor, so far as the Issuer is aware,
no person involved in the issue of the Securities has an interest material to the offer.
4 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: EUR 1,380,000; less Estimated Total Expenses
(iii) Estimated total expenses: EUR 500 + GBP 337
5 YIELD Not Applicable
6 HISTORIC INTEREST RATES
Not Applicable
7 PERFORMANCE OF UNDERLYING AND OTHER INFORMATION CONCERNING THE UNDERLYING
Underlying: Where past and future performance and volatility
of the Underlying can be obtained:
Share: Ordinary Share of RENAULT SA Bloomberg Ticker: RNO FP
Post-issuance information
The Issuer does not intend to publish post-issuance information in relation to any underlying
element to which the Securities are linked.
8 PERFORMANCE OF RATES OF EXCHANGE AND OTHER INFORMATION CONCERNING THE UNDERLYING
Not Applicable
9 DISTRIBUTION
(i) Method of distribution: Non-syndicated
(ii) If syndicated: Not Applicable
(iii) (iii) If non-syndicated, name and address of Crédit Agricole Corporate and Investment
Dealer: Bank
12, place des États-Unis
CS 70052
92 547 Montrouge Cedex
France
(iv) (iv) Indication of the overall amount of the Not Applicable
underwriting commission and of the placing
commission:
(v) U.S. Selling Restrictions: Reg. S Compliance Category 2
Securities in Bearer Form -TEFRA D
10 OPERATIONAL INFORMATION
(i) ISIN Code: XS1850725331
(ii) Temporary ISIN: Not Applicable
(iii) Common Code: 185072533
(iv) VALOREN Code: Not Applicable
(v) Other applicable security identification number: Not Applicable
(vi) Relevant clearing system(s) other than Euroclear Bank Not Applicable
S.A./N.V. and Clearstream Banking,
société anonyme and the relevant identification
number(s):
(vii) Delivery: Delivery against payment
(viii) Names and addresses of additional Paying Agent(s) (if Not Applicable
any):
(ix) Securities intended to be held in a manner which would allow No
Eurosystem eligibility: Whilst the designation is specified as "no" at
the date of these Final Terms, should the
Eurosystem
eligibility criteria be amended in the future
such that the Securities are capable of meeting
them, the Securities may then be deposited with
one of the ICSDs as common safekeeper. Note
that this does not necessarily mean that the
Securities will then be recognised as eligible
collateral for Eurosystem monetary policy and
intraday credit operations by the Eurosystem
at any time during their life. Such recognition
will depend upon the ECB being satisfied that
Eurosystem eligibility criteria have been met.
11 EU BENCHMARK REGULATION
EU benchmark Regulation: Article 29(2) statement on benchmarks: Not Applicable
12 TERMS AND CONDITIONS OF THE OFFER
Not Applicable
ANNEX A
(This Annex A forms part of these Final Terms to which it is
attached)
SUMMARY
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 these types of securities and issuers. Some
Elements are not required to be addressed and accordingly 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 securities and issuers, 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
A.1 Introduction and warnings This summary should be read as an
introduction to the Base Prospectus. Any
decision to invest
in Securities should be based on
consideration of the Base Prospectus as a
whole by the investor.
Where a claim relating to the information
contained in the Base Prospectus is brought
before
a court, the plaintiff investor might, under
the national legislation of the Member
States,
have to bear the costs of translating the
Base Prospectus before the legal proceedings
are
initiated.
Civil liability attaches only to those
persons who have tabled the summary,
including any
translation thereof, but only if the summary
is misleading, inaccurate or inconsistent
when
read together with the other parts of the
Base Prospectus or it does not provide, when
read
together with the other parts of the Base
Prospectus, key information in order to aid
investors
when considering whether to invest in the
Securities.
---------------------------------------------------- ----------------------------------------------------
A.2 Consent for use of Base Prospectus in Not applicable. The Securities are not
subsequent resale or final placement, subject to a Public Offer in the European
indication of Economic
offer period and conditions to consent for Area.
subsequent resale or final placement and
warning
---------------------------------------------------- ----------------------------------------------------
Section B - Issuer and Guarantor
B.1 Legal and commercial name Crédit Agricole CIB Financial Solutions (Crédit
of the Issuer Agricole CIB FS or the Issuer)
--------------------------------- ----------------------------------------------------------------
B.2 Domicile and legal form of Crédit Agricole CIB FS is a limited liability
the Issuer, legislation company incorporated in France as a "société
under which the Issuer anonyme" and whose registered office is located at 12
operates and country place des États-Unis, CS 70052,
of incorporation of Issuer 92 547 Montrouge Cedex, France. As a French corporation
having limited liability, Crédit
Agricole CIB FS is subject to articles L.225-1 and
following of Book 2 of the Code de commerce
of France. As a financial institution, Crédit
Agricole CIB FS is subject to articles
L.511-1 and following and L.531-1 and following of the
Code monétaire et financier of
France.
--------------------------------- ----------------------------------------------------------------
B.4b Known trends affecting Known trends affecting the Issuer and the companies of
Issuer and Issuer's the Crédit Agricole CIB Group
industries (the Group), as well as the sectors in which the Group
and the Issuer operate, include:
- the continuing evolution of the global economic
environment (Brexit, European migrant crisis,
instability in the Middle East and elections in key
countries);
- the reform of the solvency ratios under Basel 3 (CRR /
CRD4), with the minimum requirement
of CET1 set at 4.5 per cent. in 2015 and for the
following years;
- the ongoing international debate on the harmonization
of accounting standards;
- the implementation of resolution mechanism both at the
national and European levels; and
- changes in the regulatory framework imposing an ever
more prudent treatment of the balance
sheet, including the management of indicators based on
the total balance sheet size, e.g.
the leverage ratio, the Minimum Required Eligible
Liabilities (MREL) from the European Bank
Recovery and Resolution Directive (BRRD), based on the
total liabilities and aimed at ensuring
a minimum level of eligible debt for a bail-in, Total
Loss Absorption Capacity (TLAC), as
well as contributions to the Single Resolution Fund or
the Bank Levy.
--------------------------------- ----------------------------------------------------------------
B.5 Description of group and Please refer to Elements B.14 and B.16.
Issuer's position within The Group includes Crédit Agricole CIB FS, which is
the group a consolidated subsidiary of Crédit
Agricole CIB. Crédit Agricole CIB FS has no
subsidiaries.
--------------------------------- ----------------------------------------------------------------
B.9 Profit forecast or Not Applicable. Crédit Agricole CIB FS does not make
estimate profit forecasts or estimates.
--------------------------------- ----------------------------------------------------------------
B.10 Qualifications in audit Not Applicable. There were no qualifications in the audit
report on historical report on historical financial information
financial information for Crédit Agricole CIB FS.
--------------------------------- ----------------------------------------------------------------
B.12 Selected key financial The following table shows Crédit Agricole CIB FS's
information and no selected key financial information
material adverse change as at and for the period ending 30 June 2018:
and no significant change Euros 30/06/2018 31/12/2017
statements (unaudited) (audited)
Total Balance Sheet 6,368,582,264 5,309,248,797
Share capital 225,000 225,000
Result carried forward 22,901 (19,872)
Net result 0 (3,029)
Not Applicable. There has been no significant change in
the financial or trading position
of Crédit Agricole CIB FS since 30 June 2018.There
has been no material adverse change
in the prospects of Crédit Agricole CIB FS since 31
December 2017.
The following table shows Crédit Agricole CIB FS's
selected key financial information
as at and for the period ending 31 December 2017:
Euros 31/12/2017 31/12/2016
(audited) (audited)
Total Balance Sheet 5,309,248,797 3,794,941,765
Share capital 225,000 225,000
Result carried forward (19,872) (21,469)
Net result (3,029) 1,597
Not Applicable. There has been no significant change in
the financial or trading position
of Crédit Agricole CIB FS since 30 June 2018. There
has been no material adverse change
in the prospects of Crédit Agricole CIB FS since 31
December 2017.
B.13 Recent events materially Not Applicable. There have been no recent events
relevant to evaluation of that are materially relevant to the evaluation
Issuer's solvency of the solvency of Crédit Agricole CIB FS.
B.14 Dependency of Issuer on Please refer to Elements B.5 and B.16.
other entities within the Crédit Agricole CIB FS is dependent on Crédit
group Agricole CIB.
B.15 Description of Issuer's Crédit Agricole CIB FS carries on business as a
principal activities finance company, issuing warrants, securities
and other financial instruments.
--------------------------------- ----------------------------------------------------------------
B.16 Description of whether the Crédit Agricole CIB is the immediate parent company
Issuer is directly of Crédit Agricole CIB FS with
or indirectly owned or a 99.64 per cent. stake and therefore controls
controlled and by whom and Crédit Agricole CIB FS.
nature of such control
--------------------------------- ----------------------------------------------------------------
B.18 A description of the The payment of all amounts due in relation to Securities
nature and scope of the are irrevocably and unconditionally
guarantee guaranteed by Crédit Agricole CIB pursuant to a
guarantee dated 9 May 2018 (the Guarantee).
--------------------------------- ----------------------------------------------------------------
B.19 Section B information Please see the Elements below regarding Crédit
about guarantor as if it Agricole CIB, as Guarantor.
were issuer of the same
type of security that
is the subject of the
guarantee. Therefore
provide such information
as required for a summary
for the relevant annex.
--------------------------------- ----------------------------------------------------------------
B19/ B.1 Legal and commercial name Crédit Agricole Corporate and Investment Bank -
of the guarantor Crédit Agricole CIB - CACIB (Crédit
Agricole CIB or the Guarantor)
--------------------------------- ----------------------------------------------------------------
B.19/ B.2 Domicile and legal form of Crédit Agricole Corporate and Investment Bank is a
the guarantor, legislation French Société Anonyme (joint
under which the guarantor stock company) with a Board of Directors governed by
operates and ordinary company law, in particular the
country of incorporation Second Book of the French Commercial Code (Code de
of guarantor commerce).
Crédit Agricole Corporate and Investment Bank's
registered office is located at 12 place
des États-Unis, CS 70052, 92 547 Montrouge Cedex,
France.
Crédit Agricole Corporate and Investment Bank is a
credit institution approved in France
and authorised to conduct all banking operations and
provide all investment and related services
referred to in the French Monetary and Financial Code
(Code monétaire et financier).
In this respect, Crédit Agricole CIB is subject to
oversight of the European and French
responsible supervisory authorities, particularly the
European Central Bank and the French
Prudential and Resolution Supervisory Authority (ACPR).
In its capacity as a credit institution
authorised to provide investment services, Crédit
Agricole Corporate and Investment Bank
is subject to the French Monetary and Financial Code
(Code monétaire et financier), particularly
the provisions relating to the activity and control of
credit institutions and investment
service providers.
--------------------------------- ----------------------------------------------------------------
B.19/ B.4b Known trends affecting Known trends affecting the Guarantor and the companies of
guarantor and guarantor's the Crédit Agricole CIB Group
industries (the Group), as well as the sectors in which the Group
and the Guarantor operate, include:
- the continuing evolution of the global economic
environment (Brexit, European migrant crisis,
instability in the Middle East and elections in key
countries);
- the reform of the solvency ratios under Basel 3 (CRR /
CRD4), with the minimum requirement
of CET1 set at 4.5 per cent. in 2015 and for the
following years;
- the ongoing international debate on the harmonization
of accounting standards;
- the implementation of resolution mechanism both at the
national and European levels; and
- changes in the regulatory framework imposing an ever
more prudent treatment of the balance
sheet, including the management of indicators based on
the total balance sheet size, e.g.
the leverage ratio, the Minimum Required Eligible
Liabilities (MREL) from the European Bank
Recovery and Resolution Directive (BRRD), based on the
total liabilities and aimed at ensuring
a minimum level of eligible debt for a bail-in, Total
Loss Absorption Capacity (TLAC), as
well as contributions to the Single Resolution Fund or
the Bank Levy.
--------------------------------- ----------------------------------------------------------------
B19/ B.5 Description of group and Please refer to Elements B.19/B.14 and B.19/B.16.
guarantor's position Crédit Agricole CIB is directly owned by Crédit
within the group Agricole S.A., the listed entity
of the Crédit Agricole S.A. group (the Crédit
Agricole Group). Crédit Agricole
CIB is the parent company of the Group. The Group is the
corporate and investment banking
arm of the Crédit Agricole Group.
--------------------------------- ----------------------------------------------------------------
B.19/ B.9 Profit forecast or Not Applicable. Crédit Agricole CIB does not make
estimate profit forecasts or estimates.
--------------------------------- ----------------------------------------------------------------
B.19/ B.10 Qualifications in audit Not Applicable. There were no qualifications in the audit
report on historical report on historical financial information
financial information for Crédit Agricole CIB.
--------------------------------- ----------------------------------------------------------------
B.19/ B.12 Selected key financial The following table shows Crédit Agricole CIB's
information and no selected key financial information as
material adverse change at and for the period ending 31 December 2017:
and no significant change (consolidated data in 01/01/2017-31/12/2017
statements 01/01/2016-31/12/2016
millions of euros) (audited) (audited)
Income statement
Revenues 4,999 4,936
Gross operating income 1,814 1,856
Net income 1,165 1,196
Net income (group share) 1,156 1,182
--------------- ---------------
(consolidated data in 31/12/2017 31/12/2016
billions of euros) (audited) (audited)
Total liabilities and 488.6 524.3
shareholders' equity
Loans and advances to 161.3 170.1
banks and customers
Due to banks and customers 151.0 154.9
Equity, Group Share 18.9 19.5
--------------- ---------------
Total shareholders' equity 19.0 19.6
Ratios of Crédit Agricole 31/12/2017 (Basel 3)
31/12/2016 (Basel 3)
CIB (unaudited) (unaudited)
Core Tier 1 solvency ratio 12.0% 11.7%
Tier 1 solvency ratio 16.2% 15.6%
Total solvency ratio 19.0% 18.1%
Not Applicable. There has been no significant change in
the financial or the trading position
of Crédit Agricole CIB since 31 December 2017.There
has been no material adverse change
in the prospects of Crédit Agricole CIB since 31
December 2017.
--------------------------------- ----------------------------------------------------------------
Selected key financial information of Crédit
Agricole CIB
(consolidated data in 30/06/2018 30/06/2017
millions of euros)
----------- -----------
Income statement
Net Banking Income 2,833 2,573
Gross operating income 1,099 922
Net income 778 638
Net income (group share) 774 632
(consolidated data in 30/06/2018 30/06/2017
billions of euros)
----------- -----------
Total liabilities and
shareholders' equity 514.8 506.9
Loans and receivables
to banks and customers 155.1 161.2
Due to banks and customers 164.3 156.1
Equity, Group Share 19.1 19.1
Total shareholders'
equity 19.2 19.2
Ratios of Crédit 30/06/2018 30/06/2017
Agricole CIB
----------- -----------
Core Tier 1 solvency
ratio (Phased-in) 10.7% 12.1%
Tier 1 solvency ratio
(Phased-in) 14.7% 16.2%
Total solvency ratio
(Phased-in) 17.5% 19.0%
--------------------------------- ----------------------------------------------------------------
B.19/ B.13 Recent events materially 1. CHANGES IN TAX LEGISLATION IN FRANCE AND THE
relevant to evaluation of UNITED STATES
guarantor's solvency 1.1 Changes in French Tax Legislation
The first Amending Finance Act for 2017 was
adopted definitively by the National Assembly
on 14 November 2017. It was validated by the
Constitutional Council on 29 November 2017 and
published in the Official Journal of the French
Republic on 2 December 2017. The second for
2017 and the Finance Act for 2018 were adopted
in 21 December 2017 by the National Assembly
and published in the Official Journal of the
French Republic on 29 and 31 December 2017. The
changes related to the corporate income tax had
significant effects on the accounts of the
Crédit Agricole Group at 31 December 2017.
(a) Changes to the French Corporate Income Tax
Rate in 2019/2022
The Finance Act for 2018 includes in Article
219-1 of the French General Tax Code a gradual
lowering of the corporate income tax rate with
the aim of bringing it down gradually to 25
per cent. in 2022 for all companies. For the
financial years 2019, 2020, 2021 and 2022, the
maximum normal rate, including a social security
tax of 3.3 per cent., will be reduced to
32.023 per cent., 28.92 per cent., 27.37 per
cent. and 25.83 per cent.
As a result, the deferred tax assets and
liabilities at 31 December 2017 were measured at
the amount that is expected to be paid to or
received from the tax authorities having regard
to the dates of repayment or the recoverability
of the deferred tax bases.
The impact on the consolidated financial
statements of the Group of this change in
legislation
is an increase in the tax charge of EUR13
million.
(b) Exceptional Taxes on the Corporate Income
Tax of Large French Companies
Article 1 of the first Amending Finance Act for
2017 creates two corporate income taxes for
the financial years ended between 31 December
2017 and 31 December 2018:
(i) An exceptional tax equal to 15 per cent. of
the corporate income tax due (before any tax
credits or tax debts of any kind are charged) by
corporates with revenues above EUR1 billion.
This exceptional tax raises the effective tax
rate to 39.43 per cent.
(ii) An additional tax equal to 15 per cent. of
the corporate income tax due (before any
reductions,
tax credits or tax debts of any kind are
charged) by corporates with revenues above EUR3
billion.
This exceptional tax raises the effective tax
rate to 44.43 per cent.
The impact on the Group's net income is an
additional tax charge of EUR11.2 million.
1.2 Changes in United States Tax Legislation
Change in the Corporate Income Tax Rate in the
United States from 1 January 2018
The US tax reform law was signed in 22 December
2017 by President Trump and has therefore
been adopted definitively. Among other things,
this reform lowers the income tax rate for
US corporations from 35 per cent. to 21 per
cent. for financial years starting on or after
1 January 2018.
This reduction in the income tax rate has an
immediate effect on the deferred taxes of the
Group's US subsidiaries, mainly in the Large
Customers and Corporate and Investment Banking
business lines.
Factoring in the future reductions in the
corporate income tax in regard to the deferred
tax
assets and liabilities of the Group's North
American companies, these reductions had an
impact
of EUR70.5 million in 2017.
2. PRINCIPAL CHANGES IN THE SCOPE OF
CONSOLIDATION
2.1 Disposal by Crédit Agricole CIB of its
Stake in Banque Saudi Fransi
On 20 September 2017, of the 31.1 per cent. of
Banque Saudi Fransi securities held, CACIB
sold 16.2 per cent. to Kingdom Holding Company
for the amount of EUR1.3 billion. This disposal
entails a notable loss of influence, and the
securities retained were revalued at their fair
value under the classification as
available-for-sale securities.
The impact of this sale and of the revaluation
of the securities retained, net of the Saudi
and French taxes associated with them, amounted
to EUR102 million booked as a portion of net
income for the period of the equity-accounted
entities at 31 December 2017.
2.2 Acquisition of Wealth Management Activities
from Crédit Industriel et Commercial
in Singapore and Hong Kong
On 2 December 2017, Indosuez Wealth Management
finalised the acquisition of the private banking
activities of Credit Industriel et Commercial in
Singapore and all the share capital of CIC
Investors Services in Hong Kong.
This transaction is part of Credit Agricole's
Medium-Term Plan, "Strategic Ambition 2020".
It will boost the presence of Indosuez Wealth
Management in the Group's wealth management
activities in Asia.
3. AGREEMENT FOR THE ACQUISITION OF THE MAJORITY
OF THE SHARE CAPITAL OF BANCA LEONARDO
Indosuez Wealth Management signed an agreement
for the acquisition of the majority of the
share capital of Banca Leonardo, a top-ranking
independent player in the asset management
business in Italy.
This buyback is part of the Credit Agricole
Medium-Term Plan "Strategic Ambition 2020",
which
provides for targeted acquisitions for the
Group's Wealth Management activities. It
constitutes
a major step for Indosuez Wealth Management and
allows it to reinforce its footprint in Europe
thanks to the inclusion of an entity positioned
on the second domestic market of the Credit
Agricole Group.
The transaction, which will be subject to
approval by the competent supervisory
authorities,
should be finalised in the first half of 2018.
B.19/ B.14 Dependency of guarantor on Please refer to Elements B.19/B.5 and B.19/B.16.
other entities within the Crédit Agricole CIB is dependent on the performance
group of its subsidiaries and affiliates.
B.19/ B.15 Description of guarantor's The principal activities of Crédit Agricole CIB are
principal activities mainly:
Financing: The financing business combines structured
financing and commercial banking in
France and abroad. Banking syndication is involved in
both of these activities.Capital markets
and investment banking: This business includes capital
markets, as well as investment banking.
Wealth Management: The Wealth Management offers a
tailored approach allowing each individual
customer to manage, protect and transfer their assets in
a manner which best fits their aspirations.
Our teams offer expert and first class services for the
management of both private and business
assets.
--------------------------------- ----------------------------------------------------------------
B.19/ B.16 Description of whether the Crédit Agricole S.A. is the immediate parent company
guarantor is directly or of Crédit Agricole CIB with
indirectly owned or a 97.33 per cent. stake.
controlled and by
whom and nature of such
control
--------------------------------- ----------------------------------------------------------------
B.19/ B.17 Credit ratings assigned to Not Applicable. The Securities have not been rated.
the issuer or its debt
securities at the request
or with the cooperation
of the issuer in the
rating process
----------------------------------------------------------------
Section C - Securities
C.1 Type and class Type:
of Securities The securities (Securities) are notes (Notes) and are issued by the Issuer with the amount
being offered (if any) payable as interest being linked to a share (Linked Interest Securities) and the
amount payable on redemption being linked to a share (Linked Redemption Securities).
The Securities may also be referred to as Share Linked Securities if linked to a share.
Identification Code:
The Securities will be uniquely identified by the ISIN Code XS1850725331 and the Common Code
185072533.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.2 Currency Subject to compliance with all applicable laws, regulations and directives, Securities may
be issued in any currency agreed between the relevant Issuer and the relevant dealer at the
time of issue.
The Securities will be denominated in Euro (EUR) (the Specified Currency), interest amounts
(if any) will be payable in Euro (EUR) and any amount payable on redemption will be in Euro
(EUR).
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.5 Description of The free transfer of the Securities is subject to the selling restrictions of the United States
restrictions on and the European Economic Area (including Luxembourg, Belgium, Finland, France, Germany, Ireland,
free Italy, Portugal, Spain, Sweden and the United Kingdom), Australia, Brunei Darussalam, People's
transferability Republic of China, Chile, Japan, Hong Kong, Singapore, South Korea, Switzerland, Taiwan and
of the The Philippines.
Securities Securities offered and sold outside the United States to non-U.S. persons in reliance on Regulation
S under the U.S. Securities Act of 1933, as amended must comply with selling restrictions.
Securities held in a clearing system must be transferred in accordance with the rules, procedures
and regulations of that clearing system.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.8 Description of The Securities are issued in a series (a Series) having terms and conditions relating to,
the rights amongst other matters, the following.
attaching to Guarantee:
the Securities The payment of nominal and interest in respect of the Securities is unconditionally and irrevocably
including guaranteed by the Guarantor pursuant to the Guarantee.
ranking and
including any
limitations to
those rights
Secured Securities:
Not Applicable. The Securities are not secured.
Fair Market Value Redemption Amount:
The Fair Market Value Redemption Amount in respect of a Security will be, in summary, equal
to the fair market value of the Securities as at (or about) the date of early redemption,
taking into account, without limitation, the deduction of the Hedge Amount but disregarding
any collateral which has been, or is required to be, delivered in connection with the Securities
and (only in case of a payment event of default under the Securities or an insolvency of the
relevant Issuer and/or the Guarantor) the financial condition of the relevant Issuer and/or
the Guarantor.
If a Fair Market Value Redemption Amount has been determined for any reason other than the
occurrence of a payment event of default under the Securities or an insolvency of the relevant
Issuer and/or the Guarantor (the Pre-Default FMVRA) and is unpaid on the date on which a payment
event of default under the Securities or an insolvency occurs with respect to the relevant
Issuer and/or the Guarantor (the Post-Default FMVRA Determination Date), then the Pre-Default
FMVRA will be deemed to be equal to the Fair Market Value Redemption Amount determined as
of the Post-Default FMVRA Determination Date (the Post-Default FMVRA) and the Post-Default
FMVRA shall disregard the financial condition of the relevant Issuer and/or the Guarantor.
Hedge Amounts represent the losses or costs (expressed as a positive number) to the relevant
Issuer or any affiliate thereof that are incurred or gains (expressed as a negative number)
of the relevant Issuer or any affiliate thereof that are realised in unwinding any hedging
arrangements entered into in respect of the relevant Securities (whether by the Issuer, the
Guarantor or indirectly through an affiliate), provided that the determination of the Hedge
Amount shall (only in case of a payment event of default with respect of the Securities or
insolvency of the relevant Issuer and/or the Guarantor) disregard the financial condition
of the relevant Issuer and/or the Guarantor.
Events of Default:
Following the occurrence of one or more of the following events (each, an Event of Default):
1. default in the payment of any nominal or interest due on the Securities or the due date
and such default continues for a specified time after written notice is received by the Issuer;
2. non-performance or non-observance by the Issuer or Guarantor of any of their other respective
obligations and such default continues for a specified time after written notice (except where
such failure is incapable of remedy when no notice will be required) is received by the Issuer
or Guarantor (as the case may be); or
3. if the Issuer becomes the subject of certain prescribed insolvency or administration type
proceedings; or
4. the Guarantee ceases to be, or is claimed by the Guarantor not to be, in full force and
effect,
the Securities will become due and payable upon notice being given by the Securityholder.
Withholding tax:
All payments of nominal and interest by or on behalf of the Issuer or the Guarantor in respect
of the Securities will be made without withholding or deduction for or on account of any present
or future taxes or duties of whatever nature imposed or levied by or on behalf of France unless
such withholding or deduction is required by law or other laws to which the Issuer, the Guarantor
or its agents agree to be subject and neither the Issuer nor the Guarantor will be liable
for any taxes or duties of whatever nature imposed or levied by such laws, regulations, directives
or agreements.
Meetings:
The terms of the Securities contain provisions for calling meetings of holders of the Securities
to consider matters affecting their interests generally. These provisions permit defined majorities
to bind all holders, including holders who did not attend and vote at the relevant meeting
and holders who voted in a manner contrary to the relevant majority.
Governing Law:
The Securities are governed by English law.
Ranking (status):
The Securities constitute direct, unsubordinated and unsecured obligations of the Issuer.
Limitation of rights:
Prescription
The Securities will become void unless claims in respect of nominal and/or interest are made
within a period of 10 years (in the case of nominal) and five (5) years (in the case of interest)
after the date on which the relevant payment first becomes due, except that, if the full amount
of the moneys payable has not been duly received by the principal paying agent or the registrar,
as the case may be, on or prior to such due date, it means the date on which, the full amount
of such moneys having been so received, notice to that effect is duly given to the Securityholders
in accordance with General Condition 9 (Prescription)
Redemption following a Scheduled Payment Currency Cessation Event:
A Scheduled Payment Currency Cessation Event means that the Specified Currency ceases to exist
at any time as a lawful currency for any reason whatsoever, as determined by the Calculation
Agent in its sole and absolute discretion.
Following the occurrence of a Scheduled Payment Currency Cessation Event, the relevant Issuer,
in its sole and absolute discretion, may redeem all, but not some only, of the Securities
early on a date to be specified by the Issuer, each Security being redeemed at its Fair Market
Value Redemption Amount denominated at any currency selected by the Calculation Agent or the
currency then adopted in France.
Redemption for FATCA Withholding:
The Issuer may redeem any or all FATCA Affected Securities and, in circumstances where the
Issuer elects not to redeem a FATCA Affected Security, the holder of such FATCA Affected Securities
can subsequently request the Issuer to redeem such FATCA Affected Securities. The Securities
will be redeemed at the Fair Market Value Redemption Amount.
A FATCA Affected Security means a Security in respect of which (i) the Issuer or Guarantor
(if it were required to make a payment under the Guarantee) has or will become obliged to
make any withholding or deduction pursuant to an agreement described in Section 1471(b) of
the U.S. Internal Revenue Code of 1986, as amended (the Code) or any withholding or deduction
otherwise imposed pursuant to Sections 1471 through 1474 of Code, or any fiscal or regulatory
legislation, rules or practices adopted pursuant to any intergovernmental agreement entered
into in connection with the implementation of such sections of the Code and (ii) such obligation
cannot be avoided by the Issuer or the Guarantor taking reasonable measures available to it.
Regulatory Redemption or Compulsory Resales:
The Issuer shall have certain rights to redeem or require the sale of Securities at the expense
and risk of the holder of any Securities held by or on behalf of a U.S. person who is not
a qualified purchaser (as defined in Section 2(a)(51) of the U.S. Investment Company Act of
1940 and the rules thereunder) at the time it purchases such Securities.
Redemption for Illegality and Force Majeure:
The Issuer has the right to terminate the Securities in the case of illegality or force majeure.
C.11 An indication Application has been made by the Issuer (or on its behalf) for the Securities to be admitted
as to whether to trading on the London Stock Exchange's regulated market with effect from or as soon as
the securities practicable after the Issue Date..
offered are or
will be the
object of an
application
for admission
to trading on a
regulated
market
C.15 Description of Linked Interest Securities: The Securities are Linked Interest Securities, they will bear
how the value interest on the basis of the Linked Interest Rate which is calculated in accordance with the
of your below and expressed as a percentage, where, the Underlying Value reflects the price, level
investment is or rate of the Underlying (being an Ordinary Share of RENAULT SA) (without regard to any currency
affected by the of denomination of such price, level or rate, as the case may be) at the relevant time on
value of the the relevant Observation Date.
underlying An interest amount calculated in accordance with an Interest Payoff is a Linked Interest Amount.
assets Standard Multi Fixed Digital Interest is applicable for all Interest Accrual Periods.
The Linked Interest Rate is calculated as (a) if the Underlying Value is, on the relevant
Interest Observation Date, equal to or greater than 70.00 per cent. of the Underlying Value
on the Trade Date, being 0.50%; (b) otherwise being 0.00 per cent.
For the avoidance of doubt, on the Trade Date (i.e. 27 September 2018) the Underlying Value
was EUR 74.63
Interest Observation Date means, in respect of an Interest Payment Date(i) , the corresponding
Interest Observation Date(i) specified in the table below: i Interest Observation Interest Payment
Date(i) Date(i)
1 29 October 2018 05 November
2018
--------------------- -----------------
2 27 November 04 December
2018 2018
--------------------- -----------------
3 27 December 04 January
2018 2019
--------------------- -----------------
4 28 January 2019 04 February
2019
--------------------- -----------------
5 27 February 04 March 2019
2019
--------------------- -----------------
6 27 March 2019 04 April 2019
--------------------- -----------------
7 29 April 2019 06 May 2019
--------------------- -----------------
8 27 May 2019 04 June 2019
--------------------- -----------------
9 27 June 2019 04/July 2019
--------------------- -----------------
10 29 July 2019 05 August 2019
--------------------- -----------------
11 27 August 2019 04 September
2019
--------------------- -----------------
12 27 September 04 October
2019 2019
--------------------- -----------------
13 28 October 2019 04 November
2019
--------------------- -----------------
14 27 November 04 December
2019 2019
--------------------- -----------------
15 27 December 06 January
2019 2020
--------------------- -----------------
16 27 January 2020 04 February
2020
--------------------- -----------------
17 27 February 04 March 2020
2020
--------------------- -----------------
18 27 March 2020 06 April 2020
--------------------- -----------------
19 27 April 2020 04 May 2020
--------------------- -----------------
20 27 May 2020 04 June 2020
--------------------- -----------------
21 29 June 2020 06 July 2020
--------------------- -----------------
22 27 July 2020 04 August 2020
--------------------- -----------------
23 27 August 2020 04 September
2020
--------------------- -----------------
24 28 September 05 October
2020 2020
--------------------- -----------------
25 27 October 2020 04 November
2020
--------------------- -----------------
26 27 November 04 December
2020 2020
--------------------- -----------------
27 28 December 04 January
2020 2021
--------------------- -----------------
28 27 January 2021 04 February
2021
--------------------- -----------------
29 01 March 2021 04 March 2021
--------------------- -----------------
30 29 March 2021 06 April 2021
--------------------- -----------------
31 27 April 2021 04 May 2021
--------------------- -----------------
32 27 May 2021 04 June 2021
--------------------- -----------------
33 28 June 2021 05 July 2021
--------------------- -----------------
34 27 July 2021 04 August 2021
--------------------- -----------------
35 27 August 2021 06 September
2021
--------------------- -----------------
36 27 September 04 October
2021 2021
--------------------- -----------------
37 27 October 2021 04 November
2021
--------------------- -----------------
38 29 November 06 December
2021 2021
--------------------- -----------------
39 27 December 04 January
2021 2022
--------------------- -----------------
40 27 January 2022 04 February
2022
--------------------- -----------------
41 28 February 04 March 2022
2022
--------------------- -----------------
42 28 March 2022 04 April 2022
--------------------- -----------------
43 27 April 2022 04 May 2022
--------------------- -----------------
44 27 May 2022 06 June 2022
--------------------- -----------------
45 27 June 2022 04 July 2022
--------------------- -----------------
46 27 July 2022 04 August 2022
--------------------- -----------------
47 29 August 2022 05 September
2022
--------------------- -----------------
48 27 September 04 October
2022 2022
--------------------- -----------------
49 27 October 2022 04 November
2022
--------------------- -----------------
50 28 November 05 December
2022 2022
--------------------- -----------------
51 27 December 04 January
2022 2023
--------------------- -----------------
52 27 January 2023 06 February
2023
--------------------- -----------------
53 27 February 06 March 2023
2023
--------------------- -----------------
54 27 March 2023 04 April 2023
--------------------- -----------------
55 27 April 2023 04 May 2023
--------------------- -----------------
56 29 May 2023 05 June 2023
--------------------- -----------------
57 27 June 2023 04 July 2023
--------------------- -----------------
58 27 July 2023 04 August 2023
--------------------- -----------------
59 28 August 2023 04 September
2023
--------------------- -----------------
60 27 September 04 October
2023 2023
--------------------- -----------------
Linked Redemption Securities: The Securities are Linked Redemption Securities. The amount
payable on early redemption following an Early Redemption Trigger will be on the basis of
the Redemption Payoff which is calculated in accordance with Standard Digital to Participation
Redemption and expressed as a percentage.
Where the Underlying Value reflects the price, level or rate of the relevant Underlying (without
regard to any currency of denomination of such price, level or rate, as the case may be) at
the relevant time and the Redemption Determination Date is 27 September 2023.
Underlying(s): Ordinary Share of RENAULT SA
Standard Digital to Participation Redemption is applicable for Redemption Determination Date
for the purposes of determining the Final Redemption Amount.
The Redemption Payoff is calculated on the Redemption Determination Date as either (a) if
the Underlying Value(xy) is, on the Redemption Observation Date, equal to or greater than
50.00 per cent. of Underlying(Observation2) , being 100.00% of the aggregate outstanding nominal
amount. or (b) otherwise, being the result of Leverage multiplied by Underlying(Observation1)
divided by Underlying(Observation2) multiplied by the aggregate outstanding nominal amount.
Redemption Observation Date is 27 September 2023.
Leverage means 1.
Underlying(Observation) (1) means the Underlying Value(xy) on the Redemption Observation Date.
Underlying(Observation) (2) means EUR 74.63
Additional Disruption Events:
Upon the occurrence of an additional disruption event, the Securities may be subject to adjustment
or may be early redeemed at the Fair Market Value Redemption Amount.
The occurrence of a hedging disruption, a change of law or an increased cost of hedging affecting
the Issuer, the Guarantor and/ or any of their respective affiliates (as the case may be),
as determined by the Calculation Agent or the Issuer (as the case may be), will constitute
an additional disruption event.
Market Disruption Events:
With respect to an Ordinary Share of RENAULT SA (the Underlying), upon the occurrence of a
market disruption event, the relevant observation date relating to the Underlying may be subject
to postponement, the relevant payment date for interest or redemption may be subject to postponement,
the Securities may be early redeemed or the Calculation Agent may determine its good faith
estimate of the level of the Underlying.
Other events that have a material effect on the Securities:
If any other event, other than a market disruption event and an additional disruption event,
occurs which the Calculation Agent determines, acting in good faith, has a material effect
on the Securities, the Securities may be subject to adjustment or may be early redeemed at
the Fair Market Value Redemption Amount.
Payoff Features which may apply to interest amounts:
Memory Interest Payoff Feature is applicable. The interest amount payable on an interest payment
date shall be equal to, if the interest amount payable in respect of an interest accrual period
calculated in accordance with the Linked Interest and applicable conditions, prior to application
of the Memory Interest Payoff Feature is (i) greater than 0, then at the amount payable in
respect of the relevant interest accrual period calculated using the Linked Interest multiplied
by 1 plus the number (if any) of previous consecutive interest accrual periods (a) for which
the interest amount was equal to zero and (b) which have not been taken into account for the
calculation of interest amounts paid before such interest payment date or (ii) less than or
equal to 0, then 0.
Linked Interest: Standard Multi Fixed Digital Interest
Knock-out Early Redemption Trigger: Knock-out Early Redemption Trigger is applicable. If on
any Knock-out Observation Date, a Knock-out Trigger occurs, the Issuer will redeem all of
the Securities at the amount determined in accordance with the relevant Redemption Method
(as defined below) (the Early Redemption Amount) with accrued interest, if any, on the Early
Redemption Date (being each Early Redemption Date(i) as specified in the table below). i Knock-out Observation Early Redemption
Date (i) Date (i)
6 27 March 2019 04 April 2019
----------------------- ------------------
7 29 April 2019 06 May 2019
----------------------- ------------------
8 27 May 2019 04 June 2019
----------------------- ------------------
9 27 June 2019 04/July 2019
----------------------- ------------------
10 29 July 2019 05 August 2019
----------------------- ------------------
11 27 August 2019 04 September
2019
----------------------- ------------------
12 27 September 04 October
2019 2019
----------------------- ------------------
13 28 October 04 November
2019 2019
----------------------- ------------------
14 27 November 04 December
2019 2019
----------------------- ------------------
15 27 December 06 January
2019 2020
----------------------- ------------------
16 27 January 04 February
2020 2020
----------------------- ------------------
17 27 February 04 March 2020
2020
----------------------- ------------------
18 27 March 2020 06 April 2020
----------------------- ------------------
19 27 April 2020 04 May 2020
----------------------- ------------------
20 27 May 2020 04 June 2020
----------------------- ------------------
21 29 June 2020 06 July 2020
----------------------- ------------------
22 27 July 2020 04 August 2020
----------------------- ------------------
23 27 August 2020 04 September
2020
----------------------- ------------------
24 28 September 05 October
2020 2020
----------------------- ------------------
25 27 October 04 November
2020 2020
----------------------- ------------------
26 27 November 04 December
2020 2020
----------------------- ------------------
27 28 December 04 January
2020 2021
----------------------- ------------------
28 27 January 04 February
2021 2021
----------------------- ------------------
29 01 March 2021 04 March 2021
----------------------- ------------------
30 29 March 2021 06 April 2021
----------------------- ------------------
31 27 April 2021 04 May 2021
----------------------- ------------------
32 27 May 2021 04 June 2021
----------------------- ------------------
33 28 June 2021 05 July 2021
----------------------- ------------------
34 27 July 2021 04 August 2021
----------------------- ------------------
35 27 August 2021 06 September
2021
----------------------- ------------------
36 27 September 04 October
2021 2021
----------------------- ------------------
37 27 October 04 November
2021 2021
----------------------- ------------------
38 29 November 06 December
2021 2021
----------------------- ------------------
39 27 December 04 January
2021 2022
----------------------- ------------------
40 27 January 04 February
2022 2022
----------------------- ------------------
41 28 February 04 March 2022
2022
----------------------- ------------------
42 28 March 2022 04 April 2022
----------------------- ------------------
43 27 April 2022 04 May 2022
----------------------- ------------------
44 27 May 2022 06 June 2022
----------------------- ------------------
45 27 June 2022 04 July 2022
----------------------- ------------------
46 27 July 2022 04 August 2022
----------------------- ------------------
47 29 August 2022 05 September
2022
----------------------- ------------------
48 27 September 04 October
2022 2022
----------------------- ------------------
49 27 October 04 November
2022 2022
----------------------- ------------------
50 28 November 05 December
2022 2022
----------------------- ------------------
51 27 December 04 January
2022 2023
----------------------- ------------------
52 27 January 06 February
2023 2023
----------------------- ------------------
53 27 February 06 March 2023
2023
----------------------- ------------------
54 27 March 2023 04 April 2023
----------------------- ------------------
55 27 April 2023 04 May 2023
----------------------- ------------------
56 29 May 2023 05 June 2023
----------------------- ------------------
57 27 June 2023 04 July 2023
----------------------- ------------------
58 27 July 2023 04 August 2023
----------------------- ------------------
59 28 August 2023 04 September
2023
----------------------- ------------------
A Knock-out Early Redemption Trigger occurs if the Underlying Value of the Underlying(r) is
greater than or equal to the Lower Limit and lower than the Upper Limit.
Underlying Value is the price, level or rate of the relevant Underlying (without regard to
any currency of denomination of such price, level or rate, as the case may be) at the relevant
time. Underlying(r) Knock-out Upper Limit: Lower Limit:
: Observation
Date:
Share: In relation Infinity 90.00 per
Ordinary to an Early cent. of
Share of Redemption the Underlying
RENAULT Date(i) Value on
SA , the corresponding the Trade
Knock-out Date (i.e.
Observation 27 September
Date(i) 2018)
as specified For the
in the table avoidance
above of doubt,
the Underlying
Value on
the Trade
Date
is equal
to EUR 74.63
--------------------- ------------- ----------------
Redemption Method:
Unless previously redeemed or purchased and cancelled, each Security will be finally redeemed
by the Issuer, in cash, at its Final Redemption Amount on 04 October 2023 (the Redemption
Date). The aggregate outstanding nominal amount in respect of the Securities is at the Issue
Date EUR 1,380,000. The Final Redemption Amount will be calculated in accordance with the
Growth Redemption method for determining the amount due in respect of redemption of the Securities
(the Redemption Method).
The redemption amount in respect of early redeemed Securities (the Early Redemption Amount)
will be calculated in accordance with the Standard Redemption method.
Redemption Unwind Costs will be zero (0).
Standard Redemption means the Redemption Method corresponding to the Early Redemption Amount.
The Early Redemption Amount applicable to the Securities is calculated as (i) the Redemption
Unwind Costs subtracted from (ii) the Reference Price multiplied by the aggregate outstanding
nominal amount.
Reference Price means 100.00 per cent.
Growth Redemption means the Redemption Method corresponding to the Final Redemption Amount
is Growth Redemption. The Final Redemption Amount applicable to the Securities is calculated
as (i) the Redemption Unwind Costs subtracted from (ii) the result of the Reference Price
multiplied by the Redemption Payoff calculated using Standard Redemption Payoff multiplied
by the aggregate outstanding nominal amount.
Reference Price means 100.00 per cent.
Standard Redemption Payoff means Standard Digital to Participation Redemption.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.16 The expiration Subject to compliance with all relevant laws, regulations and directives, the final redemption
or maturity date of the Securities is 04 October 2023.
date of
derivative
Securities -
the exercise
date or final
reference
date.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.17 Settlement Securities will be delivered on 11 October 2018against payment of the issue price (i.e. 99.75
procedure per cent. of the aggregate nominal amount) of the Securities.
The Securities are cleared through Euroclear/Clearstream, Luxembourg and settlement will be
in accordance with the procedures and local practices relevant to such clearing system.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.18 Procedure on The value of an underlying will affect whether the Securities redeem early and, the amount
return on paid on the redemption as set out in more detail in Element C.8 and C.15.
Securities
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.19 Final reference The final value of the underlying is calculated by looking at the price, level or rate of
price of the underlying (without regard to any currency of denomination of such price, level or rate,
underlying as the case may be) at the relevant time on the Redemption Determination Date (being 27 September
asset 2023), as calculated by the Calculation Agent.
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
C.20 Type of The Underlying is a share (Ordinary Share of RENAULT SA).Information relating to it can be
underlying found at Bloomberg Ticker RNO FP.
asset
---------------------- ----------------------------------------------------------------------------------------------------------------------------------------------
Section D - Risks
D.2 Key risk factors relating to the Issuers The following key risk factors relating to
the Crédit Agricole CIB FS as Issuer,
its
activities, the market in which it operates,
and its structure may affect the capacity of
the Issuer to fulfil its obligations under
the Securities issued under the Programme:
- Creditworthiness of the Issuer and the
Guarantor
The Securities constitute general and
unsecured contractual obligations of the
Issuer and
of no other person and the Guarantee
constitutes general and unsecured contractual
obligations
of the Guarantor and of no other person,
which will rank equally with all other
unsecured
contractual obligations of the Issuer and the
Guarantor, respectively, and behind preferred
liabilities, including those mandatorily
preferred by law. Securityholders rely upon
the creditworthiness
of the relevant Issuer and, as the case may
be, the Guarantor and no other person.
- Credit risk
Credit risk is the risk that a customer or
counterparty will be unable or unwilling to
meet
a commitment that it has entered into with
Crédit Agricole CIB FS.
- Liquidity risk
Liquidity risk is the risk that Crédit
Agricole CIB FS will encounter difficulty in
realising
assets or otherwise raising funds to meet
commitments.
- Interest rate risk
Exposure to interest rate risk is the risk
that arises when there is an imbalance
between
rate and non-rate sensitive assets,
liabilities and off balance sheet items.
- Foreign currency risk
Foreign currency risk is the risk that the
value of a financial instrument will
fluctuate
because of changes in foreign exchange rates.
Crédit Agricole CIB FS foreign exchange
exposure arises from issuing debt in
currencies other than Euro.
---------------------------------------------------- ----------------------------------------------------
D.6 Risk warning that investors may lose value of The Securities involve a high degree of risk.
entire investment and key risk factors Investors should recognise that their
relating Securities
to the Securities may mature worthless and should be prepared
to sustain a total loss of the purchase price
of their Securities. This risk reflects the
nature of a Security as an asset which, other
factors held constant, tends to decline in
value over time and which may become
worthless
when it matures. Investors should be
experienced with respect to options and
option transactions,
should understand the risks of transactions
involving the Securities and should reach an
investment
decision only after careful consideration,
with their advisers, of the suitability of
such
Securities in light of their particular
financial circumstances.
Early redemption
Certain events or circumstances may lead to
the Securities being redeemed prior to their
scheduled
redemption date. In such circumstances,
Securityholders may not be able to reinvest
the redemption
proceeds so as to receive the return they
might receive on the Securities.
Potential losses arising on redemption
Investors should be aware that the Final
Redemption Amount may be less than the
nominal amount
of the Securities. The Redemption Method
applicable to the Final Redemption Amount may
be
different to the Redemption Method applicable
to the Early Redemption Amount.
Payments linked to an underlying asset
The Linked Interest Amounts and Redemption
Payoff in respect of the Securities is linked
to
the value of the Underlying. Investors should
therefore appreciate that they are taking a
view on the value of the Underlying as it is
used for the purposes of determining the
Linked
Interest Amounts and Redemption Payoff.
Investors should be aware that:
(i) the market price of the Securities may be
volatile;
(ii) movements in the Underlying(s) may
adversely affect the amount of nominal and
interest
to be paid on the Securities and may also
affect the market value of the Securities;
(iii) they may receive no interest;
(iv) payment of nominal or interest may occur
at a different time or in a different
currency
than expected;
(v) the amount of nominal to be repaid may be
less than the stated nominal amount of the
Securities
or may even be zero;
(vi) the Underlying may be subject to
significant fluctuations that may not
correlate with
changes in interest rates, currencies or
other indices;
(vii) if the Underlying is applied to
Securities in conjunction with a multiplier
greater
than one or contains some other leverage
factor, the effect of changes in the
Underlying on
nominal or interest payable likely will be
magnified; and
(viii) the timing of changes in the
Underlying may affect the actual yield to
investors, even
if the average level is consistent with their
expectations. In general, the earlier the
change
in the Underlying, the greater the effect on
yield.
Amounts payable determined by reference to a
formula
Amounts payable in respect of the Securities
are determined by reference to formulae, as
described
in the Elements above. The Securities
therefore entail significant risks not
associated with
similar investments in a conventional debt
security. Investors should fully understand
the
basis on which payments in respect of the
Securities will be determined in accordance
with
the applicable Conditions and should
appreciate that neither the current nor the
historical
value of the Underlying should be taken as an
indication of future performance of
Underlying.
Ranking of the Securities
The Securities and the Guarantee each
constitute general, unsecured, contractual
obligations
of the Issuer and, as the case may be, the
Guarantor and of no other person. Any person
who
purchases such Securities is relying upon the
creditworthiness of the Issuer and the
Guarantor
and has no rights under the Conditions
against any other person.
Conflicts of interest
Certain potential conflicts of interest exist
or may arise between Securityholders and
certain
other parties, which have the potential to
adversely affect Securityholders.
Compounding of risks
Various risks relating to the Securities may
be correlated or compounded and such
correlation
and/or compounding may result in increased
volatility in the value of the Securities
and/or
in increased losses for Securityholders.
Legal and tax risks
Certain risks arise as a result of applicable
law (including applicable tax law) which have
the potential to adversely affect
Securityholders.
Trading Securities in the secondary market
Securities may have no established trading
market when issued, and one may never
develop.
If a market does develop, it may not be very
liquid. Therefore, investors may not be able
to sell their Securities easily or at prices
that will provide them with their anticipated
yield or a yield comparable to similar
investments that have a developed secondary
market.
Credit ratings
Credit rating agencies may assign credit
ratings to the Securities. The ratings may
not reflect
the potential impact of all the risks and
other factors that may affect the value of
the Securities.
A reduction in the rating, if any, accorded
to the Securities, or of the outstanding debt
securities of the Issuer or the Guarantor
could result in a reduction in the trading
value
of the Securities.
Payments in a specified currency
The Issuer will pay nominal and interest on
the Securities and the Guarantor will make
any
payments under the Guarantee in the Specified
Currency. This presents certain risks
relating
to currency conversions if an investor's
financial activities are denominated
principally
in a different currency.
---------------------------------------------------- ----------------------------------------------------
Section E - Offer
E.2b Reasons for offer and use of proceeds when Not Applicable. The reasons for the offer and
different from making profit and/or hedging the net proceeds of the issue are for making
certain profit and hedging certain risks.
risks
--------------------------------------------------- ----------------------------------------------------
E.3 Terms and conditions of offer The Securities are not offered to the public
in the European Economic Area.
E.4 Interest material to issue including Not Applicable. So far as the Issuer is
conflicting interests aware, no person (other than Credit Agricole
Corporate
and Investment Bank as dealer and any
distributor) involved in the offer of the
Securities
has an interest material to the offer,
including conflicting interests.
E.7 Estimated expenses charged to investor Not Applicable. There are no expenses charged
to the investor by the Issuer.
--------------------------------------------------- ----------------------------------------------------
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
PFTLIFEAIELFFIT
(END) Dow Jones Newswires
October 22, 2018 06:01 ET (10:01 GMT)
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