SFINAL TERMS
8 March 2024
ARION BANK HF
Legal Entity Identifier (LEI): RIL4VBPDB0M7Z3KXSF19
Issue of ISK 2,160,000,000 Inflation Linked Covered Bonds due November 2030
under the €3,000,000,000 Covered Bond Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the Conditions) set forth in the Base Prospectus dated 9 February 2012, 23 August 2013, 5 December 2014, 18 December 2015, 23 December 2016, 5 January 2018, 8 January 2019, 9 January 2020, 16 July 2021 and 12 October 2022 which are incorporated by reference in the Base Prospectus dated 14 December 2023. This document constitutes the Final Terms of the Covered Bonds described herein for the purposes of the Prospectus Regulation and must be read in conjunction with the Base Prospectus dated 14 December 2023 [and the supplement to it dated [date]] which [together] constitute[s] a base prospectus for the purposes of the Prospectus Regulation, including the Conditions incorporated by reference in the Base Prospectus, in order to obtain all the relevant information. Copies of such Base Prospectus and Final Terms are available for viewing at Borgartúni 19, 105 Reykjavík, Iceland and on the Luxembourg Stock Exchange's website at https://www.luxse.com/ and copies may be obtained from the registered office of the Issuer and from the specified office of the Agent in London.
1. (a) Series Number:
- Tranche Number:
- Series which Covered Bonds will be consolidated and form a single Series with:
- Date on which the Covered Bonds will be consolidated and form a single Series with the Series specified above:
13
5
ISK 6,000,000,000 Inflation Linked Covered Bonds due November 2030 issued on 5 July 2023
Issue Date
(e) | Trade Date: | 6 March 2024 | |
2. | Specified Currency or Currencies: | ISK |
3. Aggregate Nominal Amount:
(a) | Tranche: | 2,160,000,000 | |
(b) | Series: | 18,980,000,000 | |
4. | Issue Price: | 96.4959% of the Aggregate Nominal Amount | |
5. | (a) | Specified Denominations: | ISK 20,000,000 |
(b) | Calculation Amount | ISK 20,000,000 | |
6. | (a) | Issue Date: | 11 October 2023 |
(b) | Interest Rate: | Inflation Linked | |
(c) | Interest Commencement Date: | Issue Date | |
7. | Maturity Date: | Interest Payment Date falling on or nearest to 5 | |
November 2030 | |||
8. | Extended Final Maturity Date: | Interest Payment Date falling in or nearest to 5 | |
November 2033 | |||
Subject to Condition 8.1, the Extended Maturity | |||
Date is the Interest Payment Date falling in or | |||
nearest to 5 November 2033. | |||
9. | Interest Basis: | ||
See paragraph 20 below |
10. Redemption/Payment Basis:
Inflation linked redemption in accordance with | ||
item 16 below, and Conditions 6.3 and 8.3. | ||
11. | Change of Interest Basis: | Not applicable |
12. | Put/Call Options: | Not Applicable |
13. | Date of Board approval for issuance of | 21 June 2023 |
Covered Bonds obtained: | ||
14. | Method of distribution: | Non-syndicated |
15. | Name and address of the Calculation | Arion Bank hf. |
Agent | Borgartún 19, 105 Reykjavík, Iceland | |
PROVISIONS RELATING TO INFLATION LINKED COVERED BONDS
16. Inflation Linked Covered Bond Not Applicable Provisions
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
17. | Fixed Rate Covered Bond Provisions | Not Applicable |
- Floating Rate Covered Bond Not Applicable
Provisions - Zero Coupon Covered Bond Not Applicable Provisions1
20. Inflation Linked Non-AmortisingApplicable
Covered Bond Provisions
(a) | Rate(s) of Interest: | 2.75 per cent. per annum payable semi-annually | |
in arrear | |||
(b) | Interest Payment Date(s): | 5 May and 5 November in each year up to and | |
including the Final Maturity Date | |||
(c) | Base Index: | 591.267, being the value of the CPI on 5 July | |
2023 | |||
(d) | Day Count Fraction: | 30/360 | |
PROVISIONS RELATING TO REDEMPTION | |||
21. | Issuer Call | Not Applicable | |
22. | Investor Put: | Not Applicable |
23. Final Redemption Amount of each In accordance with Condition 8.4 per Covered
Covered Bond | Bond of ISK 20.000.000 Specified Denomination |
24. | Early Redemption Amount of each | As set out in Condition 8.7 (b) |
Covered Bond payable on redemption | ||
for taxation reasons: | ||
25. | Relevant Percentage: | As at the Issue Date, 2.6 per cent. |
GENERAL PROVISIONS APPLICABLE TO THE COVERED BONDS
26. Form of Covered Bonds:
CSD Covered Bonds
CSD Covered Bonds issued in uncertificated and dematerialised book entry form. See further item 7 of Part B below.
27. | New Global Covered Bond: | Not Applicable |
28. | Additional Financial Centre(s): | Not Applicable |
29. | Talons for future Coupons or Receipts to | No |
be attached to definitive Covered Bonds |
in bearer form (and dates on which such Talons mature):
30. | Details relating to Instalment Covered | Not Applicable | ||||
Bonds; amount of each instalment, date | ||||||
on which each payment is to be made: | ||||||
31. | Redenomination: | Redenomination not applicable | ||||
DISTRIBUTION | ||||||
32. | (a) | If | syndicated, | names | of | Not Applicable |
Managers: | ||||||
(b) | Date | of | Subscription | Not Applicable | ||
Agreement: | ||||||
(c) | Stabilisation Manager(s) | (if | Not Applicable | |||
any): | ||||||
33. | If non-syndicated, name of Dealer: | Arion Bank hf. | ||||
34. | U.S. Selling Restrictions: | Reg. S Category 2; TEFRA C |
- Prohibition of Sales to EEA Retail Not Applicable Investors
- Prohibition of Sales to UK Retail Applicable Investors
- Prohibition of Sales to Belgian Applicable Consumers:
38. | Relevant Benchmark: | Not Applicable |
39. | European Covered Bonds (Premium) | Yes |
PART B - OTHER INFORMATION | ||
1. | ADMISSION TO TRADING | Application has been made by the Issuer (or on |
its behalf) for the [Covered Bonds/CSD Covered |
Bonds] to be admitted to trading on [the
Regulated Market of the Nasdaq Iceland Main
Marketwith effect from or prior to the first
Interest Payment Date.
Estimate of total expenses related to 115,000 admission to trading:
2. RATINGS
Ratings: | The Covered Bonds to be issued have not been |
rated |
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save for any fees payable to the /Dealers, so far as the Issuer is aware, no person involved in the issue of the Covered Bonds has an interest material to the offer. The Dealersand theiraffiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business
REASONS FOR THE OFFER AND ESTIMATED NET PROCEEDS
(i) | Reasons for the offer | See "Use of Proceeds" in the Base Prospectus |
(ii) | Estimated net proceeds: | 2,084,311,440 |
YIELD (FIXED RATE COVERED BONDS ONLY) | ||
Indication of yield: | 3.37% |
PERFORMANCE OF FORMULA/CPI, EXPLANATION OF EFFECT ON VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE UNDERLYING (INFLATION LINKED COVERED BONDS AND INFLATION LINKED NON AMORTISING COVERED BONDS ONLY)
Not Applicable
OPERATIONAL INFORMATION
(i) | ISIN Code: | IS0000035343 |
- Common Code:
(iii) | CFI: | DBFSFR, as updated, as set out on the website of |
the Association of National Numbering Agencies | ||
(ANNA) or alternatively sourced from the | ||
responsible National Numbering Agency that | ||
assigned the ISIN | ||
(iv) | FISN: | ARION BANKI HF/2.75 BD 20301105, as |
updated, as set out on the website of the | ||
Association of National Numbering Agencies | ||
(ANNA) or alternatively sourced from the | ||
responsible National Numbering Agency that | ||
assigned the ISIN |
-
Any clearing system(s) other than Euroclear Bank S.A./N.V.
and Clearstream Banking, société anonyme (together with the address of each such clearing system) and the relevant identification number(s):
Nasdaq CSD Iceland /Verðbréfamiðstöð Íslands CSD (the CSD). The Issuer shall be entitled to obtain certain information from the register maintained by the CSD for the purpose of performing its obligations under the issue of CSD Covered Bonds. The CSD Agent shall be entitled to obtain such information as is required to perform its duties under the Conditions of the Covered Bonds and rules and regulations of, and applicable to, the CSD.
- Delivery:
- Names and addresses of additional Paying Agent(s) (if any) or, in the case of CSD Covered Bonds, the CSD Agent:
- Deemed delivery of clearing system notices for the purposes of Condition 14 (Notices):
Delivery free of payment
Arion Bank hf.
Borgartún 19, 105 Reykjavík
Any notice delivered to Covered Bondholders through the clearing systems will be deemed to have been given on the second business day after the day on which it was given to Euroclear, and Clearstream, Luxembourg and CSD.
(ix) | Intended to be held in a manner No. | |
which would allow Eurosystem | ||
eligibility: | ||
Signed on behalf of the Issuer: | ||
By: | _________________________ |
Duly authorised signatory
Undirritunarsíða
Kristín Erla Jónsdóttir | Eiríkur Dór Jónsson |
Undirritað af: | Undirritað af: |
Kristín Erla Jónsdóttir | Eiríkur Dór Jónsson |
0206862279 | 1404754919 |
Dags: 11.03.2024 | Dags: 11.03.2024 |
Tími: 10:40:10 | Tími: 10:38:32 |
Ástæða: Samþykkt | Ástæða: Samþykkt |
Signet ID: 3afd8fda-79bc- | Signet ID: 3afd8fda-79bc- |
4333-8d78-87f6ea949369 | 4333-8d78-87f6ea949369 |
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Disclaimer
Arion banki hf. published this content on 11 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 March 2024 17:09:10 UTC.