COMMERZBANK AKTIENGESELLSCHAFT
COMMERZBANK AKTIENGESELLSCHAFT
COMMERZBANK AKTIENGESELLSCHAFT
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Events (as defined herein) and may be also subject to Trigger Events (as defined herein) related to<br />
those Reference Entities (together "Credit Linkage Events").<br />
A credit event occurs if during the relevant Observation Period(s) certain circumstances occur, having<br />
economically adverse effects on a Reference Entity, in particular Bankruptcy, Failure to Pay,<br />
Restructuring, Obligation Acceleration, Repudiation/Moratorium as specified in the Final Terms<br />
("Credit Event").<br />
In addition, the Final Terms may provide for potential failure to pay. A potential failure to pay is not a<br />
Credit Event. However, it occurs if a Failure to Pay threatens to occur because a grace period under<br />
the payment obligation which has not expired by the end of the Observation Period has to be taken<br />
into account in accordance with the Final Terms ("Potential Failure to Pay"). If in this case a Failure<br />
to Pay eventually occurs upon expiry of a grace period and/or a corresponding extension period under<br />
the Notes (resulting from the corresponding Potential Failure to Pay), such Failure to Pay, in spite of<br />
having occurred only after the end of the relevant Observation Period is deemed to be a relevant<br />
Credit Event which can be notified to the Noteholders and thus may have effects on the Notes in<br />
accordance with the Final Terms. If the Final Terms do not provide for Potential Failure to Pay, the risk<br />
that a Failure to Pay occurs is even higher since grace periods (if any) under the payment obligation<br />
are not taken into account, e.g. a Failure to Pay would occur immediately if payments of a certain<br />
threshold amount are not made as they become due.<br />
A trigger event occurs if during the relevant Observation Period (i) the Credit Default Swap Spread<br />
linked to the Reference Entity or one of the Reference Entities is greater than a certain level, (ii) the<br />
weighted average of the Credit Default Swap Spreads linked to each of the Reference Entities is equal<br />
to or greater than a certain level, or (iii) the market price of the Notes falls below a certain level, each<br />
such level being specified in the Final Terms ("Trigger Event"). The Credit Default Swap Spread is the<br />
market offer price payable for a Hypothetical Credit Default Swap with a certain maturity and nominal<br />
amount (as specified in the Final Terms) providing for the respective credit protection.<br />
Upon the occurrence of a Credit Linkage Event, the Notes may cease to bear interest or interest may<br />
be payable on a reduced basis. With respect to Notes which do not provide for capital protection (the<br />
"Derivative Notes"), such Credit Linkage Events may, in addition, lead to a redemption at maturity or<br />
an early redemption (i) at a Cash Settlement Amount (following the occurrence of (a) Credit Event(s)),<br />
a Spread Cash Settlement Amount or a Trigger Cash Settlement Amount (following the occurrence of<br />
Trigger Events), as the case may be, (together the "Cash Settlement Amount") or (ii) by delivery of a<br />
certain number of bonds, loans or any other deliverable obligations of a Reference Entity<br />
("Deliverable Obligation") specified in the Final Terms and selected by the Issuer in its own<br />
discretion. Hence, by purchasing the Derivative Notes, prospective investors are also making an<br />
investment decision with respect to the Reference Entity or the Reference Entities, as the case may<br />
be. The determination of the Cash Settlement Amount may be based on the market value of certain<br />
Reference Obligations of the affected Reference Entity. The value of the Reference Obligation(s) or<br />
Deliverable Obligation(s) may after the occurrence of a Credit Event be significantly lower then their<br />
principal amount. Hence, repayments to be made at maturity may not be made at all or only on a<br />
reduced basis.<br />
If the Notes are linked to a portfolio of Reference Entities with respect to which the Final Terms provide<br />
for a continuous, computed cash settlement following each Credit Event that occurs with respect to the<br />
Reference Entities, the Notes will be subject to an adjustment of the (Early) Redemption Amount,<br />
which would be paid if no Credit Event occurred, taking into account the applicable Final Price for the<br />
relevant Reference Obligation.<br />
Upon occurrence of a Trigger Event, the Final Terms may provide that the calculation of the payable<br />
amount will generally be based on either (i) the current market value of the Notes or (ii) the<br />
performances of one or more Hypothetical Credit Default Swaps relating to the Reference Entities.<br />
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