RNS Number : 7370L
QNB Finance Ltd
04 May 2020
Final Terms
PROHIBITION OF SALES TO EEA 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 European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); (ii) a customer within the meaning of Directive 2002/92/EC ("IMD"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC, as amended, (the "Prospectus Directive"). 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.
Final Terms dated 1 May 2020
QNB Finance Ltd
(LEI: 549300MY0DXTHQEX5O57)
Issue of CNY 130,000,000 Fixed Rate Notes due 5 May 2025
Guaranteed by Qatar National Bank (Q.P.S.C.)
under the U.S.$17,500,000,000
Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions (the "Conditions") set forth to the Base Prospectus dated 18 March 2020 and the Base Prospectus supplement dated 14 April 2020, which together constitutes a base prospectus (the "Prospectus") for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation"). This document constitutes the Final Terms of the Notes described herein for the purposes of the Prospectus Regulation and must be read in conjunction with the Prospectus in order to obtain all the relevant information. The Prospectus and the supplement(s) thereto are available for viewing at the market news section of the London Stock Exchange website (https://clicktime.symantec.com/385tRZxLP8Cb9t9wUVADwbT7Vc?u=www.londonstockexchange.com%2Fexchange%2Fnews%2Fmarket-news%2Fmarket-news-home.html) and during normal business hours at the registered offices of the Issuer at c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, and copies may be obtained from the registered offices of the Fiscal Agent at One Canada Square, London E14 5AL, United Kingdom.
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1
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(a) Issuer:
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QNB Finance Ltd
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(b) Guarantor:
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Qatar National Bank (Q.P.S.C.)
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2
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(a) Series Number:
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268
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(b) Tranche Number:
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Not Applicable
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3
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Specified Currency or Currencies:
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Chinese Renminbi ("CNY")
* Purchasers of the CDs should note that the Renminbi is not a freely convertible currency. All payments in respect of the CDs will be made solely by transfer to a Renminbi bank account maintained in Hong Kong in accordance with prevailing rules and regulations. The Issuer cannot be required to make payment by any other means (including in currency or by transfer to a bank account in the PRC). In addition, there can be no assurance that access to Renminbi funds for the purposes of making payments on the CDs or generally may not remain or become restricted.
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4
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Aggregate Nominal Amount of
Notes:
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(a) Series:
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CNY 130,000,000
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(b) Tranche:
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CNY 130,000,000
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5
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Issue Price:
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100 per cent. of the Aggregate Nominal Amount
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6
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(a) Specified Denominations:
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CNY 1,000,000
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(b) Calculation Amount:
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CNY 1,000,000
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7
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(a) Issue Date:
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5 May 2020
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(b) Interest Commencement Date:
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5 May 2020
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8
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Maturity Date:
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5 May 2025
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9
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Interest Basis:
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4.00 per cent. per annum Fixed Rate
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(further particular specified below)
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10
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Redemption/Payment Basis:
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Redemption at par
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11
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Change of Interest or Redemption/Payment Basis:
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Not Applicable
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12
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Put/Call Options:
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Not Applicable
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13
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(a) Status of the Notes:
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Senior
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(b) Status of the Guarantee:
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Senior
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(c) Board approval for issuance of Notes and Guarantee obtained:
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N/A
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PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
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14
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Fixed Rate Note Provisions:
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Applicable
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(a) Rate(s) of Interest:
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4.00 per cent. per annum payable annually in arrear
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(b) Interest Payment Date(s):
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The first Coupon Payment Date is 5 May 2021. The subsequent coupon payment dates are on 5th of May of each year with the Final Coupon Payment Date falls on the Maturity Date, subject to adjustment and in accordance with the Modified Following Business Day Convention
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(c) Fixed Coupon Amount[(s)]:
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Each Fixed Coupon Amount shall be calculated by multiplying the product of the Rate of Interest and the Calculation Amount by the Day Count Fraction and rounding the resultant figure to the nearest CNY0.01, CNY0.005 being rounded upwards
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(d) Broken Amount(s):
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Not Applicable
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(e) Day Count Fraction:
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Actual/365 (Fixed)
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(f) Determination Dates:
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Not Applicable
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(g) Other terms relating to the method of calculating interest for Fixed Rate Notes:
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Not Applicable
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15
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Floating Rate Note Provisions:
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Not Applicable
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16
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Zero Coupon Note Provisions:
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Not Applicable
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PROVISIONS RELATING TO REDEMPTION
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17
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Call Option:
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Not Applicable
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18
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P
utOption:
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Not Applicable
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19
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Change of Control Put:
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Not Applicable
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20
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Final Redemption Amount of each Note:
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CNY 1,000,000 per Calculation Amount
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21
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Early Redemption Amount:
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Not Applicable
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Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions):
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GENERAL PROVISIONS APPLICABLE TO THE NOTES
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22
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Form of Notes:
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Bearer Notes:
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Temporary Global Note exchangeable for a Permanent Global Note which is exchangeable for Definitive Notes in the limited circumstances specified in the Permanent Global Note
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23
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Financial Centre(s) or other special provisions relating to payment dates:
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New York, London and Hong Kong
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24
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Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature):
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No
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25
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Prohibition
of Sales to EEA Retail Investors:
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Applicable
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Signed on behalf of QNB Finance Ltd:
By: ............................................
Duly authorised
Signed on behalf of Qatar National Bank (Q.P.S.C.):
By: .............................................
Duly authorised
PART B - OTHER INFORMATION
1 | Listing | |
| (a) Listing: | London |
| (b) Admission to trading: | Application is expected to be made by the Issuer (or on its behalf) for the Notes to be admitted to trading on the London Stock Exchange's Regulated Market with effect from 6 May 2020. |
| (c) Estimate of total expenses related to admission to trading: | GBP 600 |
2 | Ratings | The Notes to be issued have been rated: S&P: A |
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3 | Interests of Natural and Legal Persons Involved in the Issue/Offer |
| "Save as discussed in "Subscription and Sale/General Information", so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer." |
4 | Reasons for the Offer, Estimated Net Proceeds and Total Expenses |
| (a) Reasons for the offer: | General business purpose |
| (b) Estimated net proceeds: | CNY 130,000,000 |
| (c) Estimated total expenses: | Not Applicable |
5 | [Fixed Rate Notes only - Yield | |
| Indication of yield: | The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield. |
6 | Operational Information | |
| ISIN: | XS2168615743 |
| Common Code: | 216861574 |
| CFI: | Not Applicable |
| FISN: | Not Applicable |
| Any clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking S.A. and the relevant identification number(s): | Not Applicable |
| Names and addresses of initial Paying Agent(s): | The Bank of New York Mellon, acting through its London Branch
One Canada Square
London E14 5AL
United Kingdom |
| Names and addresses of additional Paying Agent(s) (if any): | Not Applicable |
7 | Distribution | |
| (a) Method of distribution: | Non-syndicated |
| (b) If syndicated, names of Managers: | Not Applicable |
| (c) Stabilising Manager(s) (if any): | Not Applicable |
| (d) If non-syndicated, name of Dealer: | Standard Chartered Bank |
| (e) US Selling Restrictions: | Reg. S Compliance Category 2 TEFRA D |
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END
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