Final Terms dated 11 July 2023

MiFID II product governance / Professional investors and ECPs only target market - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes, taking into account the five (5) categories referred to in item 18 of the Guidelines published by the European Securities and Markets Authority ("ESMA") on 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 Directive 2014/65/EU on markets in financial instruments, as amended ("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 manufacturer's 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 manufacturer's target market assessment) and determining appropriate distribution channels.

PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and, with effect from such date, should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or both) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; or

  1. a customer within the meaning of Directive (EU) 2016/97 on insurance distribution, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

PROHIBITION OF SALES TO UK RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom ("UK"). For these purposes, a retail investor means a person who is one (or both) of: (i) a retail client, as defined in point (8) of Article 2 of Commission Delegated Regulation (EU) No 2017/565 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"); or (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement the Insurance Distribution Directive, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA. Consequently no key information document required by the PRIIPs Regulation as it forms part of UK domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

KLEPIERRE

Issue of €50,000,000 0.625 per cent. Notes due 1 July 2030

(the "Notes")

(to be assimilated (assimilées) and form a single series with the existing €600,000,000 0.625 per cent. Notes due 1 July 2030 issued on 1 July 2019 as Tranche 1 of Series 13 and €50,000,000 0.625% Notes due 1 July 2030 issued on 26 June 2023 as Tranche 2 of Series 13

(the "Existing Notes")

issued under the €7,000,000,000 Euro Medium Term Note Programme of Klépierre

Issue Price: 75.4961970 per cent. plus accrued interest

Series no.: 13

Tranche no.: 3

SOCIETE GENERALE CORPORATE & INVESTMENT BANKING

as Dealer

PART A - CONTRACTUAL TERMS

Terms used herein shall be deemed to be defined as such for the purposes of the conditions (the "Conditions") which are the 2019 Conditions which are incorporated by reference in the base prospectus dated 12 April 2023 which received approval number 23-114 from the Autorité des marchés financiers ("AMF") in France on 12 April 2023, as supplemented by the first supplement to the base prospectus dated 15 May 2023 which received approval number 23-162 from the AMF on 15 May 2023 and the second supplement to the base prospectus dated 5 June 2023 which received approval number 23-203 on 5 June 2023 which together constitute a base prospectus for the

purposes of the Prospectus Regulation (the "Base Prospectus"). The expression "Prospectus Regulation" means

Regulation (EU) 2017/1129, as amended.

This document constitutes the final terms of the Notes (the "Final Terms") described herein for the purposes of the Prospectus Regulation and must be read in conjunction with such Base Prospectus (including the 2019 Conditions incorporated by reference therein) in order to obtain all the relevant information. The Base Prospectus and these Final Terms are available for viewing on the websites of (a) the AMF (www.amf-france.org)and (b) the Issuer (www.klepierre.com), where copies may be obtained.

1.

Issuer:

Klépierre

2.

(i)

Series Number:

13

(ii)

Tranche Number:

3

(iii)

Date on which the Notes become fungible

The Notes will be assimilated

(assimilées) and form a single series

with the Existing Notes as from the

date of assimilation which is expected

to be on or about 40 days after the

Issue Date (the "Assimilation Date")

of this Tranche.

3.

Specified Currency or Currencies:

Euro ("")

4. Aggregate Nominal Amount of Notes:

(i)

Series:

€700,000,000

(ii)

Tranche:

€50,000,000

5.

Issue Price:

75.4961970 per cent. of the Aggregate

Nominal Amount of the Tranche plus

an amount of accrued interest of

€10,245.90 for the period from, and

including, 1 July 2023 to, but

excluding, 13 July 2023.

6.

Specified Denomination:

€100,000

7.

(i)

Issue Date:

13 July 2023

(ii)

Interest Commencement Date:

1 July 2023

8.

Maturity Date:

1 July 2030

9.

Interest Basis:

0.625 per cent. per annum Fixed Rate

(Further particulars specified below)

Page 1

  1. Redemption/Payment Basis:
  2. Change of Interest or Redemption/Payment Basis:
  3. Put/Call Options:
  4. Date of corporate authorisations for issuance of Notes:

Redemption at par

Not Applicable

Make-Whole Redemption

Residual Maturity Call Option

Clean-up Call Option

(Further particulars specified below)

Decisions of Jean-Marc Jestin, Chairman of the Executive Board (Directoire) / Stéphane Tortajada, Chief Financial Officer (Directeur Financier) and member of the Executive Board (Directoire) of the Issuer dated 10 July 2023

14.

Method of distribution:

Non-syndicated

PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE

15.

Fixed Rate Notes Provisions:

Applicable

(i)

Rate(s) of Interest:

0.625 per cent. per annum payable

annually in arrear

(ii)

Interest Payment Date(s):

1 July in each year commencing on 1

July 2024 up to and including the

Maturity Date

(iii)

Fixed Coupon Amount:

€625 per Note of €100,000 in

Specified Denomination

(iv)

Broken Amount(s):

Not Applicable

(v)

Day Count Fraction:

Actual/Actual-ICMA

(vi)

Determination Date(s):

1 July in each year

16.

Floating Rate Notes Provisions:

Not Applicable

17.

Inverse Floating Rate Notes Provisions:

Not Applicable

18.

Fixed/Floating Rate Notes Provisions:

Not Applicable

19.

Zero Coupon Notes Provisions:

Not Applicable

PROVISIONS RELATING TO REDEMPTION

20.

Call Option:

Not Applicable

21.

Make-Whole Redemption:

Applicable

(i)

Make-Whole Redemption Margin:

+0.15 per cent. per annum

Page 2

(ii)

Make-Whole Redemption Rate:

Reference Dealer Quotation

(iii)

Reference Screen Rate:

Not Applicable

(iv)

Reference Security

0.25 per cent. Federal Government

Bond of Bundesrepublik Deutschland

due February 2029, with ISIN

DE0001102465

(v)

Reference Dealers:

As set out in the Conditions

(vi)

Calculation Agent:

Société Générale - Société Générale

Securities Services

  1. If redeemable in part:

(a)

Minimum Redemption Amount:

€5,000 per Note of €100,000

Specified Denomination

(b)

Maximum Redemption Amount:

€100,000 per Note of €100,000

Specified Denomination

22.

Residual Maturity Call Option:

Applicable

(i)

Optional Redemption Dates:

As from 1 April 2030

(ii)

Optional Redemption Amount of each Note:

Final Redemption Amount (as

specified in paragraph 25 below)

23.

Clean-up Call Option:

Applicable

(i)

Optional Redemption Amount of each Note:

Final Redemption Amount (as

specified in paragraph 25 below)

(ii)

Optional Redemption Amount of each Note:

25 per cent.

24.

Put Option:

Not Applicable

25.

Final Redemption Amount of each Note:

€100,000 per Note of €100,000

Specified Denomination, subject to

any partial redemption pursuant to

paragraph 21(vii)

26. Early Redemption Amount:

Early Redemption Amount of each Note payable on redemption for taxation reasons (Condition 6(e)) or for illegality (Condition 6(h)) or on event of default (Condition 9) or other early redemption:

GENERAL PROVISIONS APPLICABLE TO THE NOTES

€100,000 per Note of €100,000 Specified Denomination, subject to any partial redemption pursuant to paragraph 21(vii)

27.

Form of Notes:

Dematerialised Notes

(i)

Form of Dematerialised Notes:

Bearer form (au porteur)

(ii)

Registration Agent:

Not Applicable

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Klépierre SA published this content on 20 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 September 2023 08:20:02 UTC.