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KBC IFIMA Warrant Programme Base Prospectus

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KBC IFIMA Warrant Programme Base Prospectus KBC IFIMA S.A. (Incorporated with limited liability in the Grand Duchy of Luxembourg) Unconditionally and irrevocably guaranteed by KBC Bank NV (Incorporated with limited liability in Belgium) EUR 1,000,000,000 Base Prospectus for the issue of Warrants Under this EUR 1,000,000,000 Warrant Programme (the “Programme”), KBC IFIMA S.A., a public limited liability company (société anonyme) incorporated under the laws of the Grand Duchy of Luxembourg, with registered office at 4, rue du Fort Wallis, L-2714 Luxembourg, Grand-Duchy of Luxembourg and registered with the trade and companies register (RCS Luxembourg) under number B193577 (the “Issuer” or “KBC IFIMA S.A.”) may from time to time issue warrants linked to either a specified single share, a specified index, a specified foreign exchange rate or a specified interest in an exchange traded fund or multiple exchange traded funds (each a “Reference Item”), or a basket thereof, in each case guaranteed by the Guarantor (as defined below) (the “Warrants”) with a warrant issue price (the “Warrant Issue Price”) in any currency agreed between the Issuer and the relevant Dealer(s) (as defined below). Any Warrants issued under the Programme on or after the date of this Base Prospectus are issued subject to the provisions herein. The payments and, where applicable, delivery of all amounts due in respect of the Warrants will be guaranteed by KBC Bank NV (the “Guarantor”) pursuant to a deed of guarantee dated 27 July 2020 as amended and/or supplemented and/or restated from time to time (the “Guarantee”) executed by the Guarantor. The Warrant Issue Price of all Warrants from time to time outstanding will not, in aggregate, exceed EUR 1,000,000,000 (or its equivalent in other currencies). The Warrants may be issued on a continuing basis to any Dealer appointed under the Programme from time to time, which appointment may be for a specific issue or on an ongoing basis and which may include KBC Bank NV acting in its capacity as a Dealer separate from that as a Guarantor (each a “Dealer” and together the “Dealers”). Application has been made to the Commission de surveillance du secteur financier (the “CSSF”) in its capacity as competent authority under Regulation (EU) 2017/1129 (the “Prospectus Regulation”) for the approval of this document as a base prospectus for the purposes of Article 8 of the Prospectus Regulation in respect of the issue by the Issuer of Non-Exempt Warrants (as defined below). Approval by the CSSF should not be considered as an endorsement of the Issuer, the Guarantor or the quality of the Warrants. Investors should make their own assessment as to the suitability of investing in the Warrants. According to Article 6 (4) of the Luxembourg act of 16 July 2019 on prospectuses for securities (the “Luxembourg Law on Prospectus”), the CSSF does not assume any responsibility as to the economical and financial soundness of the transaction or the quality or solvency of the Issuer and/or the Guarantor. The CSSF has neither reviewed nor approved the information contained in this Base Prospectus in relation to any issuance of any Warrants that are not to be listed on the regulated market of Euronext Brussels and admitted to trading on the regulated market of Euronext Brussels and for which a prospectus is not required in accordance with the Prospectus Regulation. In relation to any Warrants, this Base Prospectus must be read as a whole and together with the relevant Final Terms (as defined below). Any Warrants issued under the Programme on or after the date of this Base Prospectus are issued subject to the provisions described or incorporated by reference herein. Application has also been made to Euronext Brussels for Warrants issued under the Programme during the period of 12 months from the date of approval of this Base Prospectus to be admitted to trading on the Regulated Market of Euronext Brussels. References in this Base Prospectus to Warrants being “listed” (and all related references) shall mean that such Warrants are intended to be admitted to trading on Euronext Brussels’ Regulated Market and are intended to be listed on the Regulated Market of Euronext Brussels. Euronext Brussels’ regulated market is a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU, as amended (“MiFID II”). No certainty can be given that the application for the listing of any Warrants will be granted. Furthermore, admission of the Warrants to trading on the regulated market of Euronext Brussels is not an indication of the merits of the Issuer or the Warrants. Unlisted Warrants may also be issued pursuant to the Programme. The relevant Final Terms in respect of the issue of any Warrants will specify whether or not such Warrants will be listed on and admitted to trading on the regulated market of Euronext Brussels (or any other stock exchange). This Base Prospectus is valid for 12 months from its date in relation to Warrants which are to be admitted to trading on a regulated market in the European Economic Area (the “EEA”) and will expire with respect to such Warrants on 27 July 2021. The obligation to supplement this Base Prospectus in the event of a significant new factor, material mistake or material inaccuracy does not apply when this Base Prospectus is no longer valid. The final terms to this Base Prospectus in respect of the issue of any Non-Exempt Warrants (as defined below) (the “Final Terms”), which will complete the applicable terms and conditions of the Warrants, will be filed with the CSSF. Copies of the Final Terms in relation to Non-Exempt Warrants to be admitted to trading and listed on the official list of Euronext Brussels will also be published on the website of Euronext Brussels at www.euronext.com. The Programme provides that Warrants may be listed or admitted to trading, as the case may be, on such other or further stock exchanges or markets as may be agreed between the Issuer and the relevant Dealer(s). In the case of Warrants which are (i) to be admitted to trading on a regulated market (as defined in the Prospectus Regulation) of a European Economic Area Member State other than the regulated market of Euronext Brussels (a “Host Member State”), or (ii) offered to the public in a Host Member State, the Issuer will request that the CSSF delivers to the competent authority of the Host Member State a certificate of approval pursuant to Article 25 of the Prospectus Regulation attesting that the Base Prospectus has been drawn up in accordance with the Prospectus Regulation and, if so required by the relevant Host Member State, a translation of the summary set out in this Base Prospectus. Warrants to be issued under the Programme during the period of twelve months from the date of this Base Prospectus which are (a) offered to the public in the European Economic Area in circumstances which require the publication of a prospectus under the Prospectus Regulation whether or not such Warrants are listed and admitted to trading on any market or (b) admitted to trading on a regulated market as defined under MiFID II (including the regulated market of Euronext Brussels) are hereinafter referred to as the “Non-Exempt Warrants”. The Issuer may also issue unlisted Warrants and/or Warrants not admitted to trading on any regulated market within the European Economic Area which does not require the publication of a prospectus under the Prospectus Regulation (“Exempt Warrants”). The Warrants of each Tranche will be represented by (i) a permanent global warrant (a “Permanent Global Warrant”) which will be delivered on or prior to the issue date thereof to, and held by, Interprofessionele Effectendeposito- en Girokas SA/NV (Euroclear Belgium) (“Euroclear Belgium”) or Euroclear Nederland as central securities depositary and securities settlement system (the “Central Securities Depositary and Securities Settlement System”) or by (ii) a temporary global warrant (a “Temporary Global Warrant”) which will be delivered on or prior to the issue date thereof to a common safekeeper (the “Common Safekeeper”) or a common depositary (the “Common Depositary”), as the case may be, in either case for Euroclear Bank SA/NV (“Euroclear”) and Clearstream Banking, S.A. (“Clearstream, Luxembourg”), and/or any other agreed clearing system which will be exchangeable, as specified in the applicable Final Terms, for a Permanent Global Warrant upon certification as to non-U.S. beneficial ownership as required by U.S. Treasury regulations. A Permanent Global Warrant will be exchangeable for a definitive warrant only upon the occurrence of an Exchange Event, all as further described in “Form of the Warrants” below. Warrants issued under the Programme will not be rated. Prospective purchasers of Warrants should ensure that they understand the nature of the relevant Warrants and the extent of their exposure to risks and that they consider the suitability of the relevant Warrants as an investment in the light of their own circumstances and financial condition. Certain issues of Warrants involve a high degree of risk and potential investors should be prepared to sustain a loss of all or part of their investment. It is the responsibility of prospective purchasers to ensure that they have sufficient knowledge, experience and professional advice to make their own legal, financial, tax, accounting and other business evaluation of the merits and risks of investing in the Warrants and are not relying on the advice of the Issuer, the Guarantor or any Dealer in that regard.
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