Banco Bilbao Vizcaya Argentaria SA AT1 Issuance for a total nominal amount (9890V)
November 09 2017 - 1:00AM
UK Regulatory
TIDMBVA
RNS Number : 9890V
Banco Bilbao Vizcaya Argentaria SA
08 November 2017
Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA"), in compliance
with the Securities Market legislation, and further to the relevant
information dated 7(th) November 2017, hereby proceeds to notify
the following:
RELEVANT INFORMATION
BBVA has agreed to carry out an issue of preferred securities
contingently convertible into newly issued ordinary shares of BBVA
with exclusion of pre-emptive subscription rights for shareholders
(the "Securities") for a total nominal amount of 1,000,000,000 US
Dollars (the "Issuance").
The remuneration of the Securities, whose payment is subject to
certain conditions and to the discretion of the Bank, has been set
at 6.125% on an annual basis for the first ten years. After that,
it will be reviewed in accordance with the applicable terms and
conditions of the Issuance by applying a margin of 387 basis points
on the 5-year Mid-Swap Rate.
BBVA will request that the Securities qualify as Additional Tier
1 Capital pursuant to Law 10/2014, of 26 June, on regulation,
supervision and solvency of credit entities and Regulation (EU) No.
575/2013 of the European Parliament and of the Council of 26 June
2013, on prudential requirements for credit institutions and
investment firms.
The Securities shall not be offered, distributed or sold in
Spain or to Spanish tax residents, without prejudice to the
additional sales restrictions set out in the terms and conditions
of the Issuance.
BBVA will request the listing of the Securities on the Global
Exchange Market of the Irish Stock Exchange plc.
Furthermore, BBVA informs that, for the purposes set out in
articles 414, 417 and 511 of the Corporate Enterprises Act, the
director's report and the report of the independent expert/auditor
of accounts different from BBVA's auditor, both related to the
Issuance, have been issued. These reports will be available to
shareholders through their publication on BBVA's website
(www.bbva.com) on the Issuance closing date (expected to take place
on 16(th) November 2017) and will be reported to the first General
Shareholders' Meeting to be held after the Issuance.
Madrid, 8 November 2017
Important information:
There are restrictions with respect to the offering of the
Securities in various jurisdictions, including the United Kingdom,
Spain, Japan, Singapore, Hong Kong, Canada, Switzerland and the
European Economic Area.
This document may not be distributed, directly or indirectly, in
any jurisdiction in which said distribution is contrary to
applicable laws.
This document is not a prospectus and is not an offer or a
solicitation to buy, sell, subscribe or exchange any securities
issued or to be issued by BBVA. No such offer in relation to the
Securities shall be conducted in any jurisdiction in which said
offer is not made in conformity with the applicable
legislation.
This document is not an offer for sale of securities in the
United States and the Securities may not be offered or sold in the
United States nor to, on behalf or for the benefit of, any citizen
of the United States, as defined in the Regulation S of the US
Securities Act of 1933, as amended ("US Securities Act"), unless
such Issuance is registered or falls under an exception of
registration pursuant the US Securities Act.
In relation with the Issuance, BBVA has filed a registration
statement (including a prospectus), and a prospectus supplement
with the US Securities and Exchange Commission (the "SEC"). Before
you invest, you should read the prospectus and prospectus
supplement included in that registration statement and the other
documents BBVA has filed with the SEC for more complete information
about BBVA and the Issuance. You may obtain these documents for
free by visiting the SEC web site at www.sec.gov.
This announcement is not a prospectus but rather is an
announcement, and investors should not subscribe for any Securities
except on the basis of the information contained in the prospectus,
the prospectus supplement and the other documents filed by BBVA
with the SEC that are incorporated by reference in the registration
statement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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