Landesbank Baden-Württemberg
Issuer Rating (M/S&P/F):
Aa3 (stable) / - / A- (stable)
Instrument:
Write-down Non-cumulative Notes, which are intended to constitute Additional Tier 1 Instruments of the Bank
Issue Rating (M/S&P/F):
Ba1 / - / -
Status:
Direct, unsecured and subordinated obligations of the Issuer
Rank pari passu among themselves and other AT1 Instruments, Senior to common equity and junior to Tier 2 capital
Format:
RegS only, Bearer
Currency / Size:
EUR Benchmark
Maturity:
Perpetual non-call Apr-25
IPTs:
4.500% area annual coupon
Settlement Date:
6 November, 2019 (T+7)
Interest Payment Date:
15 April in each year, commencing 15 April 2020 (short first coupon)
Interest:
Annual coupons, fixed rate resettable
Fixed rate of [X]% per annum until the First Reset Date and thereafter reset every 5 years
to the then 5-Yr mid-swap (EUR), in each case, + Margin (non step-up)
Benchmark replacement applies to mid-swap based resets only
Cancellation of Interest:
Fully discretionary, non-cumulative
Mandatory cancellation of distributions:
to the extent that the distribution would exceed Available Distributable Items
to the extent that a competent authority orders the relevant distribution to be cancelled, or another prohibition on distribution is imposed by relevant rules (including, but not limited to, ensuring compliance with the Maximum Distributable Amount); or
if the Issuer is over-indebted or illiquid on the Interest Payment Date or to the extent that the relevant payment of interest would result in an over-indebtedness or illiquidity of the Issuer
Write-down:
Reduction of Current Nominal Amount by the amount of the relevant write-down, effected pro rata across all of the Issuer‘s AT1 instruments which provide for a write-down or a conversion upon the occurrence of a Trigger Event
Trigger Event equal to the CET1 Capital Ratio of the Issuer, determined on a consolidated or (if applicable) individual basis, falling below if below 5.125%
Write-up:
The Issuer may, at its sole discretion, reinstate any portion of the principal amount of the Notes which has been written down and which has not previously been written up
Subject to certain conditions including Maximum Write-up Amount and Maximum Distributable Amount
Issuer Optional Redemption:
Issuer option to redeem the Notes, in whole but not in part, on the First Reset Date and every Reset Date thereafter subject to regulatory approval and certain other conditions
The Issuer may exercise its optional redemption right pursuant to this provision only if any write-downs have been fully written up
Special Event Redemption:
The Issuer may redeem the Notes, in whole but not in part, at any time, subject to regulatory approval and certain other conditions if:
there is a change in the regulatory classification of the Notes that would be likely to result in (i) their exclusion in full or in part from the Issuer’s own funds under the CRR or (ii) a reclassification as a lower quality form of the Issuer’s own funds
as of the issue date; or
following a change in tax law, the loss of tax deductibility of interest or imposition of withholding tax that causes the issuer to pay additional amounts
Target Market:
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 the Notes are not available to retail in EEA. No
sales to retail clients in the EEA, as defined under MiFID II
Selling Restrictions:
Reg S only. Any sales of the Notes must be made in compliance with applicable selling restrictions: USA and its Territories, EEA, France, Italy, Japan, China, Hong Kong, Singapore, UK, Australia, Canada
Advertisement:
The final base prospectus is, and the Final Terms when published, will be, available on
Programme-LBBadenWurt - EUR 1 500 000 000 Additional Tier 1 Notes Programme - Luxembourg Stock Exchange
Stabilisation:
FCA/ICMA stabilisation
Governing Law:
German Law
Day Count Fraction:
Actual/Actual (ICMA)
Denomination:
EUR 200,000
ISIN / Common Code / WKN:
[•] / [•] / [•]
Listing:
Luxembourg Stock Exchange (regulated market)
Fee:
The Banks will be paid a fee by the Issuer in respect
of the placement of the securities. Details of the
fee may be made available to investors on request
from your usual sales contact
Structuring Agents:
J.P. Morgan / LBBW
Joint Lead Managers:
BofA Merrill Lynch / Barclays / Citi / HSBC (B&D) / J.P. Morgan / LBBW
Timing:
Books open , Today’s business
Issuer Rating (M/S&P/F):
Aa3 (stable) / - / A- (stable)
Instrument:
Write-down Non-cumulative Notes, which are intended to constitute Additional Tier 1 Instruments of the Bank
Issue Rating (M/S&P/F):
Ba1 / - / -
Status:
Direct, unsecured and subordinated obligations of the Issuer
Rank pari passu among themselves and other AT1 Instruments, Senior to common equity and junior to Tier 2 capital
Format:
RegS only, Bearer
Currency / Size:
EUR Benchmark
Maturity:
Perpetual non-call Apr-25
IPTs:
4.500% area annual coupon
Settlement Date:
6 November, 2019 (T+7)
Interest Payment Date:
15 April in each year, commencing 15 April 2020 (short first coupon)
Interest:
Annual coupons, fixed rate resettable
Fixed rate of [X]% per annum until the First Reset Date and thereafter reset every 5 years
to the then 5-Yr mid-swap (EUR), in each case, + Margin (non step-up)
Benchmark replacement applies to mid-swap based resets only
Cancellation of Interest:
Fully discretionary, non-cumulative
Mandatory cancellation of distributions:
to the extent that the distribution would exceed Available Distributable Items
to the extent that a competent authority orders the relevant distribution to be cancelled, or another prohibition on distribution is imposed by relevant rules (including, but not limited to, ensuring compliance with the Maximum Distributable Amount); or
if the Issuer is over-indebted or illiquid on the Interest Payment Date or to the extent that the relevant payment of interest would result in an over-indebtedness or illiquidity of the Issuer
Write-down:
Reduction of Current Nominal Amount by the amount of the relevant write-down, effected pro rata across all of the Issuer‘s AT1 instruments which provide for a write-down or a conversion upon the occurrence of a Trigger Event
Trigger Event equal to the CET1 Capital Ratio of the Issuer, determined on a consolidated or (if applicable) individual basis, falling below if below 5.125%
Write-up:
The Issuer may, at its sole discretion, reinstate any portion of the principal amount of the Notes which has been written down and which has not previously been written up
Subject to certain conditions including Maximum Write-up Amount and Maximum Distributable Amount
Issuer Optional Redemption:
Issuer option to redeem the Notes, in whole but not in part, on the First Reset Date and every Reset Date thereafter subject to regulatory approval and certain other conditions
The Issuer may exercise its optional redemption right pursuant to this provision only if any write-downs have been fully written up
Special Event Redemption:
The Issuer may redeem the Notes, in whole but not in part, at any time, subject to regulatory approval and certain other conditions if:
there is a change in the regulatory classification of the Notes that would be likely to result in (i) their exclusion in full or in part from the Issuer’s own funds under the CRR or (ii) a reclassification as a lower quality form of the Issuer’s own funds
as of the issue date; or
following a change in tax law, the loss of tax deductibility of interest or imposition of withholding tax that causes the issuer to pay additional amounts
Target Market:
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 the Notes are not available to retail in EEA. No
sales to retail clients in the EEA, as defined under MiFID II
Selling Restrictions:
Reg S only. Any sales of the Notes must be made in compliance with applicable selling restrictions: USA and its Territories, EEA, France, Italy, Japan, China, Hong Kong, Singapore, UK, Australia, Canada
Advertisement:
The final base prospectus is, and the Final Terms when published, will be, available on
Programme-LBBadenWurt - EUR 1 500 000 000 Additional Tier 1 Notes Programme - Luxembourg Stock Exchange
Stabilisation:
FCA/ICMA stabilisation
Governing Law:
German Law
Day Count Fraction:
Actual/Actual (ICMA)
Denomination:
EUR 200,000
ISIN / Common Code / WKN:
[•] / [•] / [•]
Listing:
Luxembourg Stock Exchange (regulated market)
Fee:
The Banks will be paid a fee by the Issuer in respect
of the placement of the securities. Details of the
fee may be made available to investors on request
from your usual sales contact
Structuring Agents:
J.P. Morgan / LBBW
Joint Lead Managers:
BofA Merrill Lynch / Barclays / Citi / HSBC (B&D) / J.P. Morgan / LBBW
Timing:
Books open , Today’s business