Obbligazioni perpetue e subordinate Tutto quello che avreste sempre voluto sapere sulle obbligazioni perpetue... - Cap. 3

New T2 Groupama

€€€ GROUPAMA ASSURANCES MUTUELLES 10Y TIER 2 - IPT MS+270a €€€

Issuer: Groupama Assurances Mutuelles
Status: Senior Subordinated Notes
Solvency treatment: Tier 2
Amount: EUR 500m (no-grow)
Issuer Default Rating: BBB+ (positive outlook) by Fitch
Issue Rating: BBB- by Fitch
Settlement Date: 24 September 2018(T+5)
Scheduled Maturity Date: 24 September 2028 (10-year bullet). Redemption subject to Conditions to Redemption and Purchase
Fixed Coupon: [●]%, payable annually in arrear, ACT/ACT (ICMA)
Redemption price: Par
Mandatory Interest Deferral:Deferral of Each Interest Payment Date on which a Regulatory Deficiency has occurred and is continuing (or is expected to continue) on such Interest Payment Date or that payment of all or part of any Interest Payment due on such Interest Payment Date would itself cause a Regulatory Deficiency, subject to exceptions as described in the Terms and Conditions
Regulatory Deficiency: (i) the own funds regulatory capital of the Issuer or of the Combined Regulatory Group is not sufficient to cover the capital requirement of the Issuer or the Combined Regulatory Group and either a deferral of interest is required or a redemption or repayment of principal is prohibited under the Solvency II Regulations in order for the Notes to qualify as "tier two" own funds (when the Issuer the Combined Regulatory Group fails to meet its Solvency Capital Requirement or Minimum Capital Requirement); or (ii) the Relevant Supervisory Authority has notified the Issuer in view of the financial condition of the Issuer and/or the Combined Regulatory Group that it must take specified action in relation to the Notes and/or any payments thereunder; or (iii) the Issuer admits it is or is declared unable to meet its liabilities as they fall due with its immediately disposable assets (cessation des paiements)
Arrears of Interest: May be paid in whole or in part at any time at the option of the Issuer (subject to the fulfilment of the Conditions to Payment) but shall become due and payable in full (whether or not the Conditions to Payment have been fulfilled) on whichever is the earliest of (i) the next Interest Payment Date which is a Compulsory Interest Payment Date; (ii) the date of any redemption of the Notes; or (iii) upon liquidation of the Issuer or the sale of the whole of the business subsequent to the opening of a judicial recovery procedure of the Issuer
Taxation: All payments in respect of the Notes shall be made free of withholding tax unless a withholding or deduction is required by law. If French law should require any such withholding or deduction in respect of the Notes and provided a Tax Alignment Event has occurred and is continuing, the Issuer shall, to the extent permitted by law, pay such additional amounts as may be necessary so that each Noteholder, after such withholding or deduction, will receive the full amount then due and payable on each Note in the absence of such withholding or deduction (except in certain limited circumstances), provided that no such additional amounts shall be payable prior to the Relevant Anniversary Date
Early Redemption Rights: At par with any accrued interest upon a Withholding Tax Event, Gross-Up Event, Tax Deductibility Event, Capital Disqualification Event, Rating Methodology Event, Accounting Event and Clean-up Call, in each case if Conditions to Redemption and Purchase are met
Conditions to Redemption (i) No Regulatory Deficiency having occurred and
and Purchase: being continuing (or would occur) except if (a) the Relevant Supervisory Authority has exceptionally approved such redemption or purchase, (b) the Notes have been exchanged for or converted into another basic own-fund item of the Issuer of at least Tier 2 own funds regulatory capital and (c) the MCR of the Issuer and the Combined Regulatory Group is complied with after the redemption or purchase, and (ii) no Insolvent Insurance Affiliate Winding-up having occurred and being continuing, and (iii) prior approval of the Relevant Supervisory Approval has been obtained Unless as otherwise provided in the Solvency II Regulations, the Notes may not be redeemed (i) prior to the 5th anniversary of the issuance upon the occurrence of a Tax Deductibility Event, a Ratings Methodology Event, an Accounting Event, a Capital Disqualification Event or pursuant to the Clean-up Call or (ii) prior to the Relevant Anniversary Date as a result of a Withholding Tax Event or a Gross-Up Event, in each case unless funded with equal or higher quality capital
Listing/Docs/Law: Euronext Paris/Standalone preliminary prospectus dated 17 September 2018/French law
Denominations: EUR100k
Form of the Notes: Dematerialised bearer form (au porteur)
ISIN/Common Code: FR0013365640 / 188157971
Selling Restrictions: France, No sales to EEA Retail Investors, Italy, US (Reg S), UK, Canada (Canadian wrapper available) as more fully described in the Preliminary Prospectus
Target Market/PRIIPS: Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA
Sole Structuring Agent: HSBC
Joint Bookrunners: BNP Paribas, Citi, Crédit Agricole CIB, HSBC (B&D), J.P. Morgan, Natixis
Fees: The Joint Bookrunners will be paid a fee in connection with the transaction
Timing: Books open. Today's business
 
*Bbva: price talk iniziale bond convertibili perpetui in area 6,375%

(END) Dow Jones Newswires

September 18, 2018 03:16 ET (07:16 GMT)
 

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