Base Prospectus Dated 7 November 2017 CITY of PARIS Debt-Notes
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Base Prospectus dated 7 November 2017 CITY OF PARIS Debt-notes issue programme (Euro Medium Term Note Programme) of 6,000,000,000 euros The City of Paris (the “Issuer”) may, under the Euro Medium Term Note Programme (the “Programme”), which is the subject of this base prospectus (the “Base Prospectus”) and with respect for applicable laws, regulations and directives, issue debt notes (the “Notes”) at any time. The total nominal amount of Notes in circulation cannot exceed 6,000,000,000 euros at any time (or the exchange value of this amount in other currencies calculated at the relevant issue date). In some circumstances, a request for admission into trading on Euronext Paris (“Euronext Paris”) may be made. Euronext Paris is a market regulated under Directive 2004/39/EC of 21 April 2004 (a “Regulated Market”). The Notes may also be granted admission into trading on another regulated market of the European Economic Area (EEA) or on a non-regulated market or not be granted admission into trading. The relevant Final Terms (as defined in the chapter “Terms and Conditions of the Notes” and of which the model features in this document), prepared in the framework of any issue of Notes, shall stipulate if these Notes are granted admission or not into trading and will indicate, if necessary, the Regulated Market concerned. This Base Prospectus has been submitted to the AMF (L’Autorité des marchés financiers, France’s financial-markets regulator), who marked it with their stamp of approval under no. 17-577 on 7 November 2017. The Notes can be issued in a dematerialised form (“Dematerialised Notes”) or a materialised form (“Materialised Notes”), as described in this Base Prospectus. The Dematerialised Notes shall be established in book entry form pursuant to articles L. 211-3 et seq. of the French Monetary and Financial Code. No document shall be issued to represent the Dematerialised Notes. At the Issuer’s discretion, the Dematerialised Notes may be (a) in bearer form, registered from the issue date in the books of Euroclear France (acting as the central custodian), who will credit the accounts of the Account Holders (as defined in the chapter “Terms and Conditions of the Notes - Form, Nominal Value, Ownership, Redenomination and Consolidation”), including Euroclear Bank S.A./N.V. (“Euroclear”) and the custodian bank for Clearstream Banking S.A. (“Clearstream”) or (b) in registered form and, in this case, at the discretion of the Holder concerned (as defined in the chapter “Terms and Conditions of the Notes - Form, Nominal Value, Ownership, Redenomination and Consolidation”), either in fully registered form, in which case they shall be established in book entry form with the Issuer or a registration agent (designated in the relevant Final Terms) on behalf of the Issuer, or in administered registered form, in which case they shall be established in book entry form with the Account Holder designated by the Holder concerned. Ville de Paris Prospectus EMTN 2017 The Materialised Notes shall be issued only in bearer form and shall only be issued outside of France. A Temporary Global Certificate in bearer form without an interest coupon attached (“Temporary Global Certificate”) rela- ting to Materialised Notes shall be issued initially. This Temporary Global Certificate shall be later exchanged for Materialised Notes represented by physical notes (“Physical Notes”) accompanied, if necessary, by interest coupons, at the earliest by a date around the fortieth calendar day after the issue date of the Notes (subject to carry-over, as described in the chapter “Temporary Global Certificates relating to Materialised Notes”) based on certification that the Notes are not held by United States persons, pursuant to the regulations of the United States Treasury, as described more precisely in this Base Prospectus. The Temporary Global Certificates shall be (a) in the case of a Tranche (as defined in the chapter “Terms and Conditions of the Notes”) for which clearing must be carried out by Euroclear and/or Clearstream, Luxembourg, deposited at the issue date with a custodian common to Euroclear and Clearstream, or (b) in the case of a Tranche for which clearing must be carried out through a clearing system that is different or complementary to Euroclear and/or Clearstream or delivered out- side of any clearing system, deposited in conditions agreed upon between the Issuer and the Dealer concerned (as defined below). The Programme has received an AA rating from Standard & Poor’s Rating Services and an AA rating from Fitch Ratings. The Notes issued as part of the Programme may be subject to a rating or not. If the Notes are rated, such a rating shall be specified in the relevant Final Terms. A rating is not a recommendation to purchase, sell or hold notes and can, at any time, be suspended, modified or withdrawn by the rating agency concerned. The Issuer has received ratings of AA and A-1+ Stable Outlook from Standard & Poor’s Rating Services and AA and F1+ Stable Outlook from Fitch Ratings concerning its long-term debt and short-term debt respectively. At the date of this Base Prospectus, each credit-rating agency is established in the European Union, registered pursuant to Regulation (EC) no. 1060/2009 of the European Parliament and Council of 16 September 2009 as amended by Regulation (EU) no. 513/2011 (the “CRA Regulation”) and registered in the list of credit-rating agencies published on the website of the European Securities and Markets Authority (http://www.esma.europa. eu/page/List-registered-and-certified-CRAs) pursuant to the CRA Regulation. Investors are asked to take into consideration the risks described in the chapter “Risk factors” before making a decision to invest in the Notes issued as part of this Programme. This Base Prospectus will be published on the websites of (i) the AMF (www.amf-france.org) and (ii) the Issuer (http://www.paris.fr/investisseurs). Documents incorporated by reference in the Base Prospectus are published on the AMF website (www.amf-france.org). Arranger HSBC Dealers BNP Paribas Citigroup Barclays Crédit Agricole CIB HSBC Natixis 2 Ville de Paris Prospectus EMTN 2017 This Base Prospectus (and any supplement relating to it) constitutes a base prospectus pursuant to Article 5.4 of Directive 2003/71/EC of the European Parliament and Council dated 4 November 2003, as modified (the “Prospectus Directive”), and contains or incorporates by reference any useful information about the Issuer that enables investors to assess, with full knowledge, the Issuer’s assets, activity, financial situa- tion, results and prospects, as well as the rights associated with the Notes, and especially the information required by Appendices V, XIII, XVI and XX of Regulation no. 809/2004/EC and Appendices XXII and XXX of Regulations no. 486/2012/EU and no. 862/2012/EU. Each Tranche (as defined in the chapter “Terms and Conditions of the Notes”) of Notes shall be issued pursuant to the provisions featuring in the chapter “Terms and Conditions of the Notes” of this Base Prospectus, as completed by the provisions of the relevant Final Terms, agreed upon between the Issuer and the Dealers concerned (as defined on the last page of this Base Prospectus) upon issue of said Tranche. Together, the Base Prospectus (and any supplement relating to it) and the Final Terms constitute a prospectus as defined by Article 5.1 of the Prospectus Directive. In the issue or sale of the Notes, no person is authorised to pass on any information or to make any decla- rations other than those contained or incorporated by reference into this Base Prospectus. If passed on or made, any such information or declaration must not be considered as having been authorised by the Issuer, the Arranger or any of the Dealers (as defined on the last page of this Base Prospectus). Under no circums- tances may delivery of this Base Prospectus, or any sale based on it, imply that there has been no adverse change in the Issuer’s financial situation since the date of this document or since the date of the most recent additional clause or supplement of this document, or that any other information supplied as part of the Programme is correct at any time subsequent to the date on which it is supplied or, if different, the date indicated in the document containing it. The distribution of this Base Prospectus and the offering or sale of the Notes may be subject to legal restric- tions in some countries. Neither the Issuer nor the Dealers guarantee that this Base Prospectus shall be dis- tributed in application of the law or that the Notes shall be offered in application of the law, in compliance with all applicable registrations or with any other requirements a jurisdiction might have, or by virtue of an exemption that might be applicable to it, and they may not be held responsible for having facilitated such a distribution or such an offering. In particular, neither the Issuer nor the Dealers have undertaken any action through which the Notes can be offered to the public or through which this Base Prospectus can be distri- buted within any jurisdiction that might require such action. Consequently, the Notes may not be offered or sold, directly or indirectly, and this Base Prospectus or any other offering document may not be distributed or published in a jurisdiction unless it is compliant with all applicable laws and regulations. Any persons who come into possession of this Base Prospectus or the Notes are required to take into full consideration said restrictions regarding distribution of this Base Prospectus or the offering or sale of the Notes, and to observe them.