Euro 6,000,000,000 Euro Medium Term Note Programme Due from ...

More documents

Recommendations

Info

TEMPORARY GLOBAL CERTIFICATES ISSUED IN RESPECT OF MATERIALISED BEARER NOTES Temporary Global Certificates A Temporary Global Certificate, without interest Coupons, will initially be issued in connection with Materialised Bearer Notes. Upon the initial deposit of such Temporary Global Certificate with a common depositary for Euroclear and Clearstream, Luxembourg (the "Common Depositary"), Euroclear or Clearstream, Luxembourg will credit the accounts of each subscriber with a nominal amount of Notes equal to the nominal amount thereof for which it has subscribed and paid. The Common Depositary may also credit with a nominal amount of Notes the accounts of subscribers with (if indicated in the relevant Final Terms) other clearing systems through direct or indirect accounts with Euroclear and Clearstream, Luxembourg held by such other clearing systems. Conversely, a nominal amount of Notes that is initially deposited with any other clearing system may similarly be credited to the accounts of subscribers with Euroclear, Clearstream, Luxembourg or other clearing systems. Exchange Each Temporary Global Certificate issued in respect of Notes will be exchangeable, free of charge to the holder, on or after its Exchange Date (as defined below): (i) if the relevant Final Terms indicates that such Temporary Global Certificate is issued in compliance with the C Rules or in a transaction to which TEFRA is not applicable (as to which, see "General Description of the Programme - Selling Restrictions"), in whole, but not in part, for the Definitive Materialised Bearer Notes and (ii) otherwise, in whole but not in part upon certification if required under U.S. Treasury regulation section 1.163-5(c)(2)(i)(D)(3) (or any successor regulation under the U.S. Internal Revenue Code of 1986, as amended (the "Code") section 4701(b) of the Code containing rules similar to those applying under section 163(f)(2)(B) of the Code) as to non-U.S. beneficial ownership (a form of which shall be available at the specified offices of any of the Paying Agents) for Definitive Materialised Bearer Notes. While any Materialised Bearer Note is represented by a Temporary Global Certificate, any payment payable in respect of such Materialised Bearer Note prior to the Exchange Date (as defined below) will be made only to the extent that the certification described in (ii) above has been received by Euroclear and/or Clearstream, Luxembourg, and Euroclear and/or Clearstream, Luxembourg, as applicable, has given a like certification (based on the certification received) to the relevant Paying Agent. The holder of a Temporary Global Certificate will not be entitled to collect any payment due thereon on or after the Exchange Date unless, upon due certification as described above, exchange of the Temporary Global Certificate for an interest in Definitive Materialised Bearer Notes is improperly refused or withheld. Delivery of Definitive Materialised Bearer Notes On or after its Exchange Date, the holder of a Temporary Global Certificate may surrender such Temporary Global Certificate to or to the order of the Fiscal Agent. In exchange for any Temporary Global Certificate, the Issuer will deliver, or procure the delivery of, an equal aggregate nominal amount of duly executed and authenticated Definitive Materialised Bearer Notes. In this Base Prospectus, Definitive Materialised Bearer Notes means, in relation to any Temporary Global Certificate, the Definitive Materialised Bearer Notes for which such Temporary Global Certificate may be exchanged (if appropriate, having attached to them all Coupons and Receipts in respect of interest or Instalment Amounts that have not already been paid on the 66
Temporary Global Certificate and a Talon). Definitive Materialised Bearer Notes will be security printed in accordance with any applicable legal and Regulated Market requirements. Forms of such Definitive Bearer Materialised Notes shall be available at the specified offices of any of the Paying Agent(s). Exchange Date Exchange Date means, in relation to a Temporary Global Certificate, the day falling after the expiry of 40 days after its issue date, provided that, in the event any further Materialised Notes are issued prior to such day pursuant to Condition 13(a), the Exchange Date for such Temporary Global Certificate shall be postponed to the day falling after the expiry of 40 days after the issue of such further Materialised Notes. 67
Page 1 and 2:
(incorporated as a société anonym
Page 3 and 4:
This Base Prospectus does not const
Page 5 and 6:
RISK FACTORS RELATING TO THE ISSUER
Page 7 and 8:
1.4 Modification, waivers and subst
Page 9 and 10:
1.11 Currency Risk Prospective inve
Page 11 and 12:
2.3 Investors will not be able to c
Page 13 and 14:
DOCUMENTS INCORPORATED BY REFERENCE
Page 15 and 16: Information incorporated by referen
Page 17 and 18: SUPPLEMENT TO THE BASE PROSPECTUS I
Page 19 and 20: Fiscal Agent, Principal Paying Agen
Page 21 and 22: Notes: Inflation Linked Notes may b
Page 23 and 24: Rating: The Programme has been rate
Page 25 and 26: For the purpose of these Conditions
Page 27 and 28: country of the Specified Currency,
Page 29 and 30: (c) "Existing Security on After-Acq
Page 31 and 32: This Condition 4 shall not apply to
Page 33 and 34: included the Calculation Period, un
Page 35 and 36: "Interest Accrual Period" means the
Page 37 and 38: into the next calendar month, in wh
Page 39 and 40: Rate of Interest shall be the arith
Page 41 and 42: (b) CPI Monthly Reference Index M -
Page 43 and 44: (b) in the European Monetary Union
Page 45 and 46: other form and including, any inter
Page 47 and 48: 6 Redemption, Purchase and Options
Page 49 and 50: "Similar Security" means a referenc
Page 51 and 52: "IIR" being for the purpose of this
Page 53 and 54: or comply with one or more of its o
Page 55 and 56: the Noteholders given within 30 day
Page 57 and 58: (iii) Upon the due date for redempt
Page 59 and 60: case of Arrears of Interest, refere
Page 61 and 62: The Representative will be entitled
Page 63 and 64: may accrue with respect to the Note
Page 65: 14 Notices (a) Notices to the holde
Page 69 and 70: History of VINCI DESCRIPTION OF THE
Page 71 and 72: Organisational structure Concession
Page 73 and 74: deconstruction, drainage, earthwork
Page 75 and 76: type in the United States. East End
Page 77 and 78: The following press release was pub
Page 79 and 80: DOCUMENTS ON DISPLAY For so long as
Page 81 and 82: thereto to the public in that Relev
Page 83 and 84: (b) in any other circumstances wher
Page 85 and 86: amended by Directive 2010/73/EU) (t
Page 87 and 88: of the Notes: Decision of the Board
Page 89 and 90: 19. Zero Coupon Note Provisions: [A
Page 91 and 92: 24. Put Option: [Applicable/Not App
Page 93 and 94: - Inflation Index Ratio: [•] - Pa
Page 95 and 96: RESPONSIBILITY The Issuer accepts r
Page 97 and 98: [[None of [●], [●] and] [●] i
Page 99 and 100: 9. PLACING AND UNDERWRITING - DERIV
Page 101 and 102: Please refer to the section "EU Sav
Page 103 and 104: (1) Corporate authorisations GENERA
Page 105 and 106: PERSON RESPONSIBLE FOR THE INFORMAT
Page 107: Fiscal Agent, Principal Paying Agen
show all

Euro 6,000,000,000 Euro Medium Term Note Programme Due from ...

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?