FIRST ABU DHABI BANK MIFID II product governance / Professional investors and ECPs only target market - There are no manufacturers for the purposes of Directive 2014/65/EU (as amended, "MiFID II"). Any person subsequently offering, selling or recommending the Notes (a "MiFID II distributor") should consider:
- the target market for the Notes to be eligible counterparties and professional clients only, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients to be appropriate. However, a MiFID II 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 target market assessment) and determining appropriate distribution channels.
UK MIFIR product governance / Professional investors and ECPs only target market - Solely for the purposes of each manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is only eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook, and professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("UK MiFIR"); 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 manufacturers' target market assessment; however, a distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturers' target market assessment) and determining appropriate distribution channels.
FINAL TERMS
Final Terms dated 20 January 2023
First Abu Dhabi Bank PJSC
Legal entity identifier (LEI): 2138002Y3WMK6RZS8H90 Issue of U.S.$600,000,000 4.375 per cent. Notes due 2028 under the U.S.$20,000,000,000
Euro Medium Term Note Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 7 July 2022, the first supplemental Base Prospectus dated 28 July 2022 and the second supplemental Base Prospectus dated 27 October 2022, which together constitute a base prospectus (the "Base Prospectus") for the purposes of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"). This document constitutes the Final Terms relating to the issue of Notes described herein for the purposes of the UK Prospectus Regulation and must be read in conjunction with the Base Prospectus in order to obtain all the relevant information.
The Base Prospectus is available for viewing at the market news section of the London Stock Exchange website (http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html) and during normal business hours at the registered offices of the Bank at FAB Building, Khalifa Business Park - Al Qurm District, P.O. Box 6316, Abu Dhabi, United Arab Emirates and the Fiscal Agent at Citigroup Centre, Canada Square, Canary Wharf, London, E14 5LB, United Kingdom.
0013035-0001724 DBO1: 2003245448.2 | 1 |
1. | Issuer: | First Abu Dhabi Bank PJSC | |
2. | (i) | Series Number: | 141 |
(ii) | Tranche Number: | 1 | |
(iii) | Date on which the Notes | Not Applicable | |
become fungible: | |||
3. | Specified Currency or Currencies: | U.S. dollars ("U.S.$") |
4. Aggregate Nominal Amount:
(i) | Series: | U.S.$600,000,000 | |
(ii) | Tranche: | U.S.$600,000,000 | |
5. | Issue Price: | 99.339 per cent. of the Aggregate Nominal | |
Amount | |||
6. | (i) | Specified Denominations: | U.S.$200,000 and integral multiples of |
U.S.$1,000 thereafter | |||
(ii) | Calculation Amount: | U.S.$1,000 | |
7. | (i) | Issue Date: | 24 January 2023 |
- Interest Commencement Date: Issue Date
8. | Maturity Date: | 24 April 2028 | |
9. | Interest Basis: | 4.375 per cent. Fixed Rate | |
10. | Redemption/Payment Basis: | Subject to any purchase and cancellation or early | |
redemption, the Notes will be redeemed on the | |||
Maturity Date at 100 per cent. of their nominal | |||
amount. | |||
11. | Change of Interest or | Not Applicable | |
Redemption/Payment Basis: | |||
12. | Put/Call Options: | Not Applicable | |
13. | (i) | Status of the Notes: | Senior |
- Date Board approval for Not Applicable issuance of Notes obtained:
-
Date UAE Central Bank Not Applicable approval for issuance of
Subordinated Notes obtained:
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PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14. | Fixed Rate Note Provisions | Applicable | |
(i) | Rate of Interest: | 4.375 per cent. per annum payable semi-annually | |
in arrear | |||
(ii) | Interest Payment Date(s): | 24 April and 24 October in each year | |
commencing on 24 October 2023, subject to | |||
adjustment in accordance with the Business Day | |||
Convention set out in (viii) below | |||
There will be a long first interest period (the | |||
"Long First Interest Period") in respect of the | |||
period beginning on (and including) the Interest | |||
Commencement Date and ending on (but | |||
excluding) the Interest Payment Date falling on | |||
24 October 2023. | |||
(iii) | First Interest Payment Date: | 24 October 2023 | |
(iv) | Fixed Coupon Amount: | U.S.$21.875 per Calculation Amount other than | |
in respect of the Long First Interest Period | |||
(v) | Broken Amount(s): | In respect of the Long First Interest Period, | |
U.S.$32.8125 per Calculation Amount, payable | |||
on the Interest Payment Date falling on 24 | |||
October 2023 | |||
(vi) | Day Count Fraction: | 30/360 | |
(vii) | Determination Dates: | Not Applicable | |
(viii) | Business Day Convention: | Following Business Day Convention | |
15. | Floating Rate Note Provisions | Not Applicable | |
16. | Zero Coupon Note Provisions | Not Applicable | |
PROVISIONS RELATING TO REDEMPTION | |||
17. | Call Option | Not Applicable | |
18. | Put Option | Not Applicable | |
19. | Final Redemption Amount of each Note | 100 per cent. of their nominal amount | |
20. | Early Redemption Amount | Applicable | |
Early Redemption Amount(s) of each | U.S.$1,000 per Calculation Amount | ||
Note payable on redemption for taxation | |||
reasons or on event of default: |
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GENERAL PROVISIONS APPLICABLE TO THE NOTES
21. | Form of Notes: | Registered Notes: |
Global Registered Note exchangeable for | ||
Individual Registered Notes in the limited | ||
circumstances specified in the Global Registered | ||
Note. | ||
22. | Additional Financial Centre(s): | London and New York |
23. | Talons for future Coupons or Receipts to | No |
be attached to Definitive Notes (and | ||
dates on which such Talons mature): | ||
24. | RMB Settlement Centre(s): | Not Applicable |
25. | RMB Currency Event: | Not Applicable |
26. Relevant Currency for Condition Not Applicable 11(k)/12(d):
27. | Relevant Spot Rate Screen Pages for | (i) Relevant Spot Rate Screen Page (Deliverable |
Condition 11(k)/12(d): | Basis): Not Applicable | |
(ii) Relevant Spot Rate Screen Page (Non- | ||
deliverable Basis): Not Applicable | ||
28. | Party responsible for calculating the | Not Applicable |
Spot Rate for Condition 11(k)/12(d): |
29. THIRD PARTY INFORMATION Not Applicable
0013035-0001724 DBO1: 2003245448.2 | 4 |
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First Abu Dhabi Bank PJSC published this content on 24 January 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 January 2023 14:18:03 UTC.
