FINAL TERMS FOR CERTIFICATES
FINAL TERMS DATED 24 APRIL 2024
BNP Paribas Issuance B.V.
(incorporated in The Netherlands)
(as Issuer)
Legal entity identifier (LEI): 7245009UXRIGIRYOBR48
BNP Paribas
(incorporated in France)
(as Guarantor)
Legal entity identifier (LEI): R0MUWSFPU8MPRO8K5P83
Issue of EUR 1,300,000 Callable Credit Linked Certificates due July 2034
under the Note, Warrant and Certificate Programme
of BNP Paribas Issuance B.V., BNP Paribas and BNP Paribas Fortis Funding
The Base Prospectus received approval no. 23-197 on 31 May 2023
Any person making or intending to make an offer of the Securities may only do so in circumstances in which no obligation arises for the Issuer, the Guarantor or any Manager to publish a prospectus pursuant to either of Article 3 of the Prospectus Regulation or Section 85 of the FSMA or to supplement a prospectus pursuant to Article 23 of the Prospectus Regulation, in each case, in relation to such offer.
None of the Issuer, the Guarantor or any Manager has authorised, nor do they authorise, the making of any offer of Securities in any other circumstances.
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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 31 May 2023, each Supplement to the Base Prospectus published and approved on or before the date of these Final Terms (copies of which are available as described below) and any other Supplement to the Base Prospectus which may have been published and approved before the issue of any additional amount of Securities (the "Supplements") (provided that to the extent any such Supplement (i) is published and approved after the date of these Final Terms and (ii) provides for any change to the Conditions of the Securities such changes shall have no effect with respect to the Conditions of the Securities to which these Final Terms relate) which together constitutes a base prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") (the "Base Prospectus"). This document constitutes the Final Terms of the Securities described herein for the purposes of the Prospectus Regulation and must be read in conjunction with the Base Prospectus to obtain all the relevant information. A summary of the Securities is annexed to these Final Terms. The Base Prospectus and any Supplements to the Base Prospectus and these
Final Terms are available for viewing at https://rates- globalmarkets.bnpparibas.com/gm/Public/LegalDocs.aspx and copies may be obtained free of charge at the specified offices of the Security Agents.
References herein to numbered Conditions are to the terms and conditions of the relevant series of Securities and words and expressions defined in such terms and conditions shall bear the same meaning in these Final Terms in so far as they relate to such series of Securities, save as where otherwise expressly provided.
These Final Terms relate to the series of Securities as set out in "Specific Provisions for each Series" below. References herein to "Securities" shall be deemed to be references to the relevant Securities that are the subject of these Final Terms and references to "Security" shall be construed accordingly.
SPECIFIC PROVISIONS FOR EACH SERIES
Series Number: | FICRT 15794 CI |
Tranche Number: | 1 |
Number of Securities issued: | 1,300 |
Number of Securities: | 1,300 |
ISIN: | XS2740842278 |
Common Code: | 274084227 |
Issue Price per Security: | 100.00 per cent. of the Notional Amount |
Redemption Date: | 04 July 2034 |
Relevant Jurisdiction: | Not applicable |
Share Amount/Debt Security Amount: | Not applicable |
Specified Securities pursuant to Section | No |
871(m): |
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GENERAL PROVISIONS
The following terms apply to each series of Securities:
1. | Issuer: | BNP Paribas Issuance B.V. | ||||
2. | Guarantor: | BNP Paribas | ||||
3. | Trade Date: | 04 April 2024 | ||||
4. | Issue Date and Interest Commencement | 24 April 2024 | ||||
Date: | ||||||
5. | Consolidation: | Not applicable | ||||
6. | Type of Securities: | (a) | Certificates | |||
(b) | The Securities are Credit Securities. | |||||
The provisions of Annex 12 (Additional Terms and | ||||||
Conditions for Credit Securities) shall apply. | ||||||
7. | Form of Securities: | Clearing System Global Security | ||||
8. | Business Day Centre(s): | The applicable Business Day Centres for the purposes | ||||
of the definition of "Business Day" in Condition 1 are | ||||||
London and T2 | ||||||
9. | Settlement: | Settlement will be by way of cash payment (Cash | ||||
Settled Securities). | ||||||
10. | Rounding | Convention | for | Cash | Not applicable | |
Settlement Amount: |
11. Variation of Settlement:
Issuer's option to vary settlement: | The Issuer does not have the option to vary settlement | |
in respect of the Securities. | ||
12. | Final Payout | Not applicable |
Payout Switch: | Not applicable | |
Aggregation: | Not applicable | |
13. | Relevant Asset(s): | Not applicable |
14. | Entitlement: | Not applicable |
15. | Exchange Rate / Conversion Rate: | Not applicable. |
16. | Settlement Currency: | The settlement currency for the payment of the Cash |
Settlement Amount is Euro ("EUR"). | ||
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17. | Syndication: | The Securities will be distributed on a non-syndicated |
basis. | ||
18. | Minimum Trading Size: | EUR 1,000 |
19. Agent(s):
(a) Principal Security Agent: | BNP Paribas Financial Markets S.N.C. | ||||
(b) Security Agent(s): | Not applicable | ||||
20. | Registrar: | Not applicable | |||
21. | Calculation Agent: | BNP Paribas | |||
10 Harewood Avenue, London NW1 6AA | |||||
22. | Governing law: | English law | |||
23. | Masse provisions (Condition 9.4): | Not applicable | |||
PRODUCT SPECIFIC PROVISIONS | |||||
24. | Hybrid Securities: | Not applicable | |||
25. | Index Securities: | Not applicable | |||
26. | Share Securities: | Not applicable | |||
27. | ETI Securities | Not applicable | |||
28. | Debt Securities: | Not applicable | |||
29. | Commodity Securities: | Not applicable | |||
30. | Inflation Index Securities: | Not applicable | |||
31. | Currency Securities: | Not applicable | |||
32. | Fund Securities: | Not applicable | |||
33. | Futures Securities: | Not applicable | |||
34. | Credit Security Provisions: | Applicable | |||
(a) | Type of Credit Securities: | ||||
(i) | Single Reference | Entity | Applicable | ||
Credit Securities: | |||||
(ii) | Nth-to-Default | Credit | Not applicable | ||
Securities: | |||||
(iii) | Basket Credit Securities: | Not applicable |
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(iv) | Tranched | Credit Not applicable |
Securities: |
- Credit Linkage:
(i) | Reference Entity(ies): | ASSICURAZIONI GENERALI - SOCIETA PER |
AZIONI | ||
(ii) | Transaction Type: | Standard Subordinated European Insurance Corporate |
(iii) | Reference Entity Notional | As per the Credit Security Conditions |
Amount/Reference Entity | ||
Weighting: |
- Reference Obligation(s): Applicable
Standard | Reference | Applicable |
Obligation: | ||
Seniority Level: | Subordinated Level |
- Credit Linked Interest Not applicable Only:
- Credit-LinkedPrincipal Not applicable Only:
- Terms relating to Credit Event Settlement
(i) | Settlement Method: | Auction Settlement |
Fallback Settlement Method: Cash Settlement | ||
(ii) | Credit Unwind Costs | Not applicable |
(iii) | Settlement at Maturity: | Not applicable |
(iv) | Settlement Currency | EUR |
- Miscellaneous Credit Terms
(i) | Merger Event: | Not applicable |
(ii) | Credit Event Backstop | The date that is 60 calendar days prior to the Trade |
Date: | Date | |
(iii) | Credit Observation Period | Applicable: 20 June 2034 |
End Date: | ||
(iv) | CoCo Supplement: | Not applicable |
(v) | LPN Reference Entities: | Not applicable |
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(vi) | NTCE Provisions: | As per the Transaction Type | |||||||
(vii) | Accrual | of Interest upon | Accrual to: Interest Payment Date | ||||||
Credit Event: | |||||||||
(viii) | Interest | following | Not applicable | ||||||
Scheduled Redemption: | |||||||||
(ix) | Hybrid Credit Securities: | Not applicable | |||||||
(x) | Bonus | Coupon | Credit | Not applicable | |||||
Securities: | |||||||||
(xi) | Additional | Credit | Applicable | ||||||
Security | Disruption | Change in Law: Applicable | |||||||
Events: | |||||||||
Hedging Disruption: Applicable | |||||||||
Increased Cost of Hedging: Applicable | |||||||||
Disruption redemption basis: Fair Market Value | |||||||||
(xii) | Change | in | Standard | Applicable | |||||
Terms | and | Market | |||||||
Conventions: | |||||||||
(xiii) | Hedging Link Provisions: | Applicable | |||||||
(xiv) | Calculation | and | Applicable | ||||||
Settlement Suspension: | |||||||||
(xv) | Additional | Credit | Not applicable | ||||||
Provisions: | |||||||||
35. | Underlying | Interest | Rate | Not applicable | |||||
Securities: | |||||||||
36. | Preference Share Certificates: | Not applicable | |||||||
37. | OET Certificates: | Not applicable | |||||||
38. | Illegality (Security Condition 7.1) | Illegality: redemption in | accordance | with | Security | ||||
and Force | Majeure | (Security | Condition 7.1(d) | ||||||
Condition 7.2): | Force | Majeure: redemption | in accordance | with | Security | ||||
Condition 7.2(b)
39. Additional Disruption Events and Optional Additional Disruption Events:
- Additional Disruption Events: Not applicable
-
The following Optional Additional Disruption Events apply to the Securities:
Administrator/Benchmark Event
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(c) Redemption:
Delayed Redemption on Occurrence of an
Additional Disruption Event and/or Optional
Additional Disruption Event: Not applicable
40. | Knock-in Event: | Not applicable |
41. | Knock-out Event: | Not applicable |
42. EXERCISE, VALUATION AND REDEMPTION
(a) | Notional Amount of each | EUR 1,000 | ||
Certificate: | ||||
(b) | Partly Paid Certificates: | The Certificates are not Partly Paid Certificates | ||
(c) | Interest: | Applicable | ||
Coupon Switch:Not applicable | ||||
(i) | Interest Period(s): | As specified in the Conditions | ||
(ii) | Interest | Period | End | 04 July 2034 |
Date(s): |
- Business Day Convention None for Interest Period End Date(s):
- Interest Payment Date(s): 04 July 2034
- Business Day Convention Following for Interest Payment
Date(s):
-
Party responsible for Calculation Agent calculating the Rate(s) of
Interest Amount(s) (if not the Calculation Agent):
(vii) | Margin(s): | Not applicable | |
(viii) Minimum Interest Rate: | As per the Conditions | ||
(ix) | Maximum Interest Rate: | Not applicable | |
(x) | Day | Count | Not applicable |
Fraction: | |||
(xi) | Determination | Not applicable | |
Dates: | |||
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(xii) Accrual to Redemption: | Not applicable | |||
(xiii) | Rate of Interest: | Fixed Rate | ||
(xiv) | Coupon Rate: | Not applicable | ||
(d) | Fixed Rate Provisions: | Applicable | ||
(i) Fixed Rate of Interest: | 65.40 per cent. | |||
(ii) | Fixed | Coupon | Not applicable | |
Amount: |
- Floating Rate Provisions: Not applicable
(f) | Linked | Interest Not applicable |
Certificates: |
- Payment of Premium Not applicable Amount(s):
(h) | Index | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(i) | Share | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(j) | ETI | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(k) | Debt | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(l) | Commodity | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(m) | Inflation | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(n) | Currency | Linked | Not applicable |
[Interest/Premium | |||
Amount] Certificates: | |||
(o) | Fund | Linked | Not applicable |
[Interest/Premium |
Amount] Certificates:
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(p) FuturesLinked Not applicable [Interest/Premium
Amount] Certificates:
-
Underlying Interest Rate Not applicable
LinkedInterest Provisions:
(r) | Instalment Certificates: | The Certificates are not Instalment Certificates | |
(s) | Issuer Call Option: | Applicable | |
(i) | Optional | Redemption | As set forth in Item 42(s)(iii) below |
Date(s): |
(ii) Optional Redemption
Valuation Date(s):
(iii) Optional Redemption Amount(s):
Optional | Optional Redemption Amount |
Redemption | |
Date | |
4 July 2024 | Outstanding Notional Amount x 101.40 |
per cent. | |
4 July 2025 | Outstanding Notional Amount x 107.80 |
per cent. | |
6 July 2026 | Outstanding Notional Amount x 114.20 |
per cent. | |
5 July 2027 | Outstanding Notional Amount x 120.60 |
per cent. | |
4 July 2028 | Outstanding Notional Amount x 127.00 |
per cent. | |
4 July 2029 | Outstanding Notional Amount x 133.40 |
per cent. | |
4 July 2030 | Outstanding Notional Amount x 139.80 |
per cent. | |
4 July 2031 | Outstanding Notional Amount x 146.20 |
per cent. | |
5 July 2032 | Outstanding Notional Amount x 152.60 |
per cent. | |
4 July 2033 | Outstanding Notional Amount x 159.00 |
per cent. |
- Minimum Notice Period: 5 Business Days
(v) | Maximum Notice Period: Not applicable |
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(t) | Holder Put Option: | Not applicable | |
(u) | Automatic | Early | Not applicable |
Redemption: | |||
(v) | Strike Date: | Not applicable | |
(w) | Strike Price: | Not applicable | |
(x) | Redemption | Valuation | Not applicable |
Date: | |||
(y) | Averaging: | Not applicable | |
(z) | Observation Dates: | Not applicable | |
(aa) | Observation Period: | Not applicable |
- Settlement Business Day: Not applicable
(cc) | Cut-off Date: | Not applicable | |
(dd) | Security Threshold on the | Not applicable | |
Issue Date: | |||
(ee) | Identification information | Not applicable | |
of Holders as provided by | |||
Condition 29: | |||
DISTRIBUTION AND US SALES ELIGIBILITY | |||
43. | U.S. Selling Restrictions: | Not applicable | |
44. | Additional U.S. Federal income | The Securities are not Specified Securities for the purpose of | |
tax considerations: | Section 871(m) of the U.S. Internal Revenue Code of 1986 | ||
45. | Registered broker/dealer: | Not applicable |
46. TEFRA C or TEFRA Not TEFRA Not Applicable Applicable:
47. | Non-exempt Offer: | Not applicable |
48. Prohibition of Sales to EEA and UK Investors:
- Prohibition of Sales to Not applicable EEA Retail Investors:
- Prohibition of Sales to Not applicable Belgian Consumers:
(c) Prohibition of Sales to UK Not applicable Retail Investors:
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BNP Paribas SA published this content on 27 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2024 08:50:03 UTC.