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FINALS TERMS CACIB 150M€ 2020
MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET
MARKET – Solely for the purposes or the manufacturer's approval process, the target market assessment in respect of the Notes, taking into account the five categories referred to in item 18 of the Guidelines on MIFID II product governance requirements published by ESMA dated 5 February 2018, has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in MIFID II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturers' target market assessment; however, a distributor subject to MIFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.
Final Terms dated 27 April 2020
REGIE AUTONOME DES TRANSPORTS PARISIENS
Issue of € 150,000,000 1.070 per cent. Notes (the “Notes”) under the Euro 6,000,000,000
Euro Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the base prospectus dated 20 December 2018 and the supplements to the base prospectus dated 28 May 2019 and 12 December 2019 which together constitute a base prospectus for the purposes of Directive 2003/71/EC, as amended or superseded (the "Prospectus Directive") (the "Base Prospectus"). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with such Base Prospectus. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus and the Final Terms are available for viewing at the office of the Fiscal Agent or each of the Paying Agents during normal business hours and on the websites of the Autorité des marchés financiers (www.amf-france.org) and the Issuer (http://www.ratp.fr/en/ratp/r_56856/legal-publications/) and hard copies may be obtained from the Issuer.
1. (i) Issuer: Régie Autonome des Transports Parisiens
2. (i) Series Number: 43
(ii) Tranche Number: 1
(iii) Date on which the Notes become Not Applicable fungible:
3. Specified Currency or Currencies: Euro (“€”)
4. Aggregate Nominal Amount of Notes:
(i) Series: € 150,000,000
(ii) Tranche: € 150,000,000
5. Issue Price: 100.00 per cent. of the Aggregate Nominal Amount
6. Specified Denominations: €100,000
7. (i) Issue Date: 28 April 2020
(ii) Interest Commencement Date: Issue Date
8. Maturity Date: 28 April 2050
9. Interest Basis: 1.070 per cent. Fixed Rate
(further particulars specified below)
10. Redemption/Payment Basis: Redemption at par
11. Change of Interest or Redemption/Payment Not Applicable Basis:
12. Put/Call Options: Not Applicable
13. (i) Status of the Notes: Senior
(ii) Date Board approval for issuance 29 November 2019 of Notes obtained:
14. Method of distribution Non syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
15. Fixed Rate Note Provisions Applicable
(i) Rate(s) of Interest: 1.070 per cent. per annum payable annually in arrear
(ii) Interest Payment Date(s): 28 April in each year from and including 28 April 2021 up to and including the Maturity Date
(iii) First Interest Payment Date: 28 April 2021
(iv) Fixed Coupon Amount(s): Not Applicable
(v) Broken Amount(s): Not Applicable
(vi) Day Count Fraction: Actual/Actual-(ICMA)
(vii) Determination Dates: 28 April in each year
16. Floating Rate Note Provisions Not Applicable
17. Zero Coupon Note Provisions Not Applicable
18. Fixed to Floating Rate Note Provisions Not Applicable
19. Dual Currency Note Provisions Not Applicable
PROVISIONS RELATING TO REDEMPTION
20. Call Option Not Applicable
21. Put Option Not Applicable
22. Final Redemption Amount of each Note € 100,000 per Note of € 100,000 Specified Denomination
23. Early Redemption Amount
(i) Early Redemption Amount(s) of € 100,000 per Note of € 100,000 Specified Denomination each Note payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required):
(ii) Redemption for taxation reasons Yes permitted on days other than
Interest Payment Dates:
(iii) Unmatured Coupons to become No void upon early redemption
(Bearer Notes only):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
24. Form of Notes: Dematerialised Notes
(i) Form of Dematerialised Notes: Bearer dematerialised form (au porteur)
(ii) Registration Agent: Not Applicable
(iii) Temporary Global Certificate: Temporary Global Certificate exchangeable for Definitive Materialised Notes on 2 June 2020 (the
"Exchange Date"), being 40 calendar days after the Issue Date subject to postponement as provided in the Temporary Global Certificate
25. Financial Centre(s) or other special TARGET
provisions relating to payment dates:
26. Talons for future Coupons or Receipts to No be attached to Definitive Notes (and dates on which such Talons mature):
27. Details relating to Partly Paid Notes: Not Applicable amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:
28. Details relating to Instalment Not Applicable
Notes:
29. Redenomination, renominalisation and Not Applicable reconventioning provisions:
30. Consolidation provisions: Not Applicable
31. Representation of holders of Notes/Masse: Condition 10 applies.
The Initial Representative shall be:
AETHER FINANCIAL SERVICES, 36 rue de Monceau, 75008 Paris.
The Representative will receive no remuneration from the Issuer.
The Representative will receive a remuneration of €350 (VAT excluded) per year.
DISTRIBUTION
32. (i) If syndicated, names of Dealers: Not Applicable
(ii) Stabilising Manager(s) (if any): Not Applicable
33. If non-syndicated, name of Dealer: Crédit Agricole Corporate and Investment Bank
34. Dealer's Commission: Not Applicable
35. U.S. Selling Restrictions: Reg. S Category 2; TEFRA D
36. Prohibition of Sales to EEA Retail Not Applicable
Investors:
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of the Issuer:
By: ……………………………………….
Duly authorised
PART B – OTHER INFORMATION
1. LISTING AND ADMISSION TO TRADING
(i) Listing: None
(ii) Admission to trading: Not Applicable.
(iii) Estimate of total expenses related to admission to trading: Not Applicable
(iv) Regulated markets or equivalent markets on which to the knowledge of the Issuer, securities of the same class of the securities to be offered or admitted to trading
are already admitted to trading: Not Applicable
2. RATINGS
Ratings: The Notes to be issued are expected to be rated:
Fitch: AA
Fitch is established in the European Union and registered under Regulation (EC) No 1060/2009, as amended by
Regulation (EU) No. 513/2011.
3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the offer of the Notes 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: €149,550,000
(iii) Estimated total expenses: Not Applicable
5. Fixed Rate Notes only – YIELD
Indication of yield: 1.070 per cent. per annum
The yield is calculated at the Issue Date on the basis of
the Issue Price. It is not an indication of future yield.
6. OPERATIONAL INFORMATION
ISIN Code: FR0013510054
Common Code: 216464362 Depositaries:
(a) Euroclear France to act as Common | |
Depositary: (a) Euroclear Bank and Clearstream Banking Société Anonyme to act as Common | Yes |
Depository: Any clearing system(s) other than Euroclear France, Euroclear Bank S.A./N.V. and Clearstream Banking Société Anonyme and the relevant identification | No |
number(s): | Not Applicable |
Delivery: | Delivery against payment |
Names and addresses of additional Paying Agent(s) (if any): 7. GENERAL | BNP Paribas Securities Services Grands Moulins de Pantin 9, rue du Débarcadère 93500 Pantin |
The aggregate principal amount of Notes has been translated into Euro at the rate of [●], producing a sum of (for Notes note denominated in Euro): | Not Applicable |