NBF EM Step Down Autocallable (SEK) 2018 - Equity Autocallable Note in Swedish krona - Nordea
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Marketing material as of 17 September 20131
NBF EM Step Down Autocallable (SEK) 2018
Equity Autocallable Note in Swedish krona
1
This marketing material does not constitute any investment research or advice.
1
Return potential
The Note offers early redemption and payback of your nominal invested amount plus a Bonus Coupon of indicatively 10.00% times the
number of years passed since the Note was issued (which can be 1, 2, 3, 4 or 5 years). The Note will be redeemed and the Bonus
Coupon(s) paid, if on a Valuation Date all the Underlyings are at or above their Call Barrier Levels for that given Valuation Date. If the worst
performing of the Underlyings is below its Call Barrier Level on a Valuation Date, no Bonus Coupon(s) is paid and the Note is NOT early
redeemed. The Issuer is Nordea Bank Finland Plc.
Conditional risk protection
If the Note has not been redeemed after the first four years, the Note will be redeemed on the Maturity Date at 100% plus 5 times Bonus
Coupon (as descripted above under Return potential), assuming the worst performing of the Underlyings has not fallen by more than
40% from its Underlying Start Value. Your capital is only conditionally protected. If the Note has not been redeemed early after the first
four years, and the worst performing of the Underlyings has fallen by more than 40% from its Underlying Start Value, there will be a loss
to the nominal invested amount, corresponding to the decrease in the worst performing Underlying with the risk of the Redemption Price
to be zero. For more information and details on both return potential and conditional risk protection, see “How it Works” below.
Key Information Important Dates
Issuer Nordea Bank Finland Plc Issue Date 11 October 2013
Arranger Nordea Bank Danmark A/S Start Date The Issue Date
Distributor(s) Nordea Bank S.A. Valuation Date1 21 September 2014
Nordea Bank S.A., Luxemburg, Valuation Date2 21 September 2015
Zweigniederlassung Zürich Valuation Date3 21 September 2016
Offering Mode Public offer in Luxembourg and Valuation Date4 21 September 2017
Switzerland Final Valuation Date 21 September 2018
Subscription Period 18 September – 4 October 2013 Early Redemption Date1 2 November 2014
Issue Price 100% of the nominal amount inve- Early Redemption Date2 2 November 2015
sted in the Note Early Redemption Date3 2 November 2016
Currency of Denomination Swedish krona (“SEK”) Early Redemption Date4 2 November 2017
Denomination per Note SEK 10,000 Maturity Date 2 November 2018
Minimum Investment SEK 10,000
Brokerage Fee Up to 3% in brokerage fee on the
nominal amount invested may be
charged by the Distributors, in
addition to the Issue Price.
Figure 1 illustrates how, on each of the Valuation Dates, it is observed whether the Note should be redeemed
early or not, and subsequently what the Redemption Price would be. The numbers in brackets show the
Redemption Price based on the minimum possible Bonus Coupon of 9.00%.
Condition Redemption Redemption
Price Date
Year 1:
Worst performing Underlying at or above 100% + 1 x 10.00% Early Redemption
Yes
Call Barrier Level1 on Valuation Date1? (100% + 1 x 9.00%) Date1
No
Year 2:
Worst performing Underlying at or above 100% + 2 x 10.00% Early Redemption
Yes
Call Barrier Level2 on Valuation Date2? (100% + 2 x 9.00%) Date2
No
Year 3:
Worst performing Underlying at or above 100% + 3 x 10.00% Early Redemption
Yes
Call Barrier Level3 on Valuation Date3? (100% + 3 x 9.00%) Date3
No
Year 4:
Worst performing Underlying at or above 100% + 4 x 10.00% Early Redemption
Yes
Call Barrier Level4 on Valuation Date4? (100% + 4 x 9.00%) Date4
No
Year 5:
Worst performing Underlying at or above 100% + 5 x 10.00% Maturity
Yes
Call Barrier Level5 on Final Valuation Date? (100% + 5 x 9.00%) Date
Year 5:
Worst performing Underlying at or above
Barrier Level on Final Valuation Date?
No
100% + Performance of Maturity
worst performing Date
Source: Nordea Bank Danmark A/S. Underlying
2
Investment Rationale and Suitability
This product (the “Note”) is suitable for investors The indicative value of the Bonus Coupon is 10.00%.
seeking an alternative to emerging markets equity The final and applicable value will be set after the
or corporate bond investments, and who: Subscription Period according to prevailing market
• expect that none of the Underlyings will fall by conditions. The indicative Bonus Coupon is the
more than 40% during the investment period, expected Bonus Coupon as of 17 September 2013
• are concerned about the risk of loss of capital as- based on the prevailing market conditions. If market
sociated with equity investments and thus value conditions do not allow the Bonus Coupon to be
the conditional principal protection at maturity, fixed at 9.00% or higher, the issue will be cancelled.
• hold SEK as a reference currency,
• plan to hold the product until maturity. If one or more Underlyings are below their Call
Barrier Levels as of a given Valuation Date, then the
As an alternative to a direct equity investment, the Note will continue until the next Valuation Date,
Note will have lower return potential but better one year later. The Calculation Agent will conti-
protection against loss of capital. nue to observe for early redemption on each of the
Valuation Dates, either until the Note is redeemed
As an alternative to a corporate bond investment, early, or until the Final Valuation Date is reached.
the Note will have higher return potential but a
higher probability of incurring loss of capital. The possible redemption schedule and redemp-
tion values are fully described under “Redemption
Your capital at risk is the entire amount invested. Price” below.
The product is a complex product, which requires The Note is only conditionally principal protected
specific knowledge about the product and its as- after five years if not already redeemed. If the worst
sociated risks. It is recommended that you obtain performing Underlying is below the Barrier Level
adequate information regarding the risks associated on the Final Valuation Date, a Barrier Event will
with the specific product before making an invest- occur. In this case, the entire decrease in the worst
ment decision. For more information on product performing Underlying will be accounted for as a
risks, please see “Risk Factors” below. loss in your investment, and the Redemption Price
will be 100% plus the Performance of the worst
How it Works: key product features performing Underlying. If the worst performing
The Maturity Date is 2 November 2018, with a pos- Underlying has fallen by 55%, for instance, the final
sibility of early redemption on either of the Early Redemption Price repaid at maturity will be 45%.
Redemption Dates, giving an investment period of If the worst performing Underlying has fallen to a
up to approximately 5 years. value of zero, the final Redemption Price repaid at
maturity will be zero and the entire amount in-
For each Underlying a Call Barrier Level is defined vested will be lost.
for each Valuation Date (see Product Summary
below). The Calculation Agent will observe on each
of the Valuation Dates (Valuation Date 1, 2, 3 and 4,
and the Final Valuation Date), unless the Note has
already been early redeemed, whether all Underly-
ings are at or above their Call Barrier Levels for that
given Valuation Date (each Underlying is valued
according to the definitions of “Underlying Values”
and “Underlying Start Values” as defined below).
If this is the case, the Note will be redeemed (cor-
respondingly on Early Redemption Date 1, 2, 3, 4
or on the Maturity Date) at a Redemption Price,
defined in per cent of the nominal invested amount,
of 100% plus the Bonus Coupon times the number
of years passed since the Note was issued. If the
worst performing Underlying is below its Call Bar-
rier Level on the relevant Valuation Date, no Bonus
Coupon(s) is paid and the Note is NOT early rede-
emed on the corresponding Early Redemption Date.
3Product Summary
Underlyings The following assets:
Name Type of asset Bloomberg Currency
”Ticker”
Hang Seng China Enterprises Index Equity Index HSCEI Index HKD
Russian Depositary Index (USD) Equity Index RDXUSD Index USD
CECE Composite Index (EUR) Equity Index CECEEUR Index EUR
iShares MSCI Brazil Capped ETF Equity ETF EWZ UP Equity USD
Underlying Start Values For each Underlying, the closing value of the Underlying on the Start Date.
Underlying Values For each Valuation Date (Valuation Date1, Valuation Date2, Valuation Date3, Valuation Date4 and the
Final Valuation Date) and for each Underlying, the closing value of the Underlying.
Bonus Coupon Indicatively 10.00%. The minimum possible value of the Bonus Coupon is 9.00%.
Call Barrier Levels For each Underlying a Call Barrier Level is defined for each Valuation Date as stated in the below
table.
Call Barrier Level1 Defined for Valuation Date1 100% of Underlying Start Value
Call Barrier Level2 Defined for Valuation Date2 90% of Underlying Start Value
Call Barrier Level3 Defined for Valuation Date3 80% of Underlying Start Value
Call Barrier Level4 Defined for Valuation Date4 70% of Underlying Start Value
Call Barrier Level5 Defined for the Final Valuation Date 60% of Underlying Start Value
Barrier Level For each Underlying, 60% of Underlying Start Value.
Performance For each Underlying, on a given Valuation Date, calculated as
Underlying Value
-1
Underlying Start Value
Barrier Event If the Note has not been redeemed early and if, for any Underlying, the Underlying Value is determined
to be below the Barrier Level on the Final Valuation Date, a Barrier Event will have happened.
Redemption Price The Redemption Price, in per cent of the nominal invested amount, will be determined by the
Calculation Agent as follows:
(A)
If the Note has not already ...on... ...then the Note will ...and the Redemption
been redeemed, and if, for be redeemed on ... Price, in per cent of
all the Underlyings, the nominal invested amount,
Underlying Value is at or will be...
above
Call Barrier Level1 Valuation Early Redemption 100% + 1 x Bonus Coupon
Date1 Date1
Call Barrier Level2 Valuation Early Redemption 100% + 2 x Bonus Coupon
Date2 Date2
Call Barrier Level3 Valuation Early Redemption 100% + 3 x Bonus Coupon
Date3 Date3
Call Barrier Level4 Valuation Early Redemption 100% + 4 x Bonus Coupon
Date4 Date4
Call Barrier Level5 Final Valuation Maturity Date 100% + 5 x Bonus Coupon
Date
(B)
If the Note has not been redeemed early, and if a Barrier Event has happened on the Final Valuation
Date, the Redemption Price will be 100% plus Performance of the worst performing Underlying as of
the Final Valuation Date with the risk for the Redemption Price to be zero.
Please notice that the Performance of the worst performing Underlying in this case (B) will be
negative.
4Listing Application for listing will be made to the Luxembourg Stock Exchange.
Clearing Euroclear
ISIN XS0972798028
Information about the Issuer Nordea Bank Finland Plc is a Finnish limited liability company with head office in Helsinki. Nordea
Bank Finland Plc is licensed to conduct banking operations, including capital markets transactions,
and is under supervision by the Finnish Financial Supervisory Authority.
Nordea Bank Finland Plc is rated Aa3 by Moody’s Investors Service, Inc., AA- by Standard & Poor’s
Financial Services LLC, and AA- by Fitch. A credit rating does not constitute a recommendation to
buy, sell or hold on to the investment and it may be changed or withdrawn at any time whatsoever.
The credit rating does not mirror the risk related to the Notes.
For more information about Nordea Bank Finland Plc, please see the Legal Documentation and
www.nordea.com under Investor Relations.
Legal Documentation A full description of the terms and conditions of the Note follows from the Issuer’s Structured Note
Programme dated 16 April 2013 as supplemented from time to time (base prospectus),
and the applicable final terms for the issue.
Prospective investors in Switzerland should consider carefully all the information set forth in the
simplified prospectus and carefully consider the information set forth in the final terms and the base
prospectus, as supplemented from time to time, which may be obtained free of charge from:
Nordea Bank S.A. Luxemburg, Zweigniederlassung Zürich, Mainaustrasse 21-23, CH-8008 Zurich,
Tel +41 (0)44 421 42 42.
The base prospectus is also available for viewing on www.nordea.com under Investor Relations
(http://www.nordea.com/Investor+Relations/Debt+rating/Prospectuses/Nordea+Bank+AB+publ+
Nordea+Bank+Finland+Plc+Structure+Note+Programme/1625312.html).
Investors are urged to read the Legal Documentation before investing in the Note. If investor has any
additional questions to the Legal Documentation, Nordea recommends that investor seeks advice from
relevant advisors.
Cost in connection with the Issue Information on total cost to the Issuer in connection with issuing the Notes is included in the Legal
Documentation. The Distributors may receive distribution payments from the Issuer in addition to these
total costs.
Governing Law The terms of the Note are governed by Danish law.
Calculation Agent The Issuer.
Secondary Market The Arranger of the Note endeavours under normal market conditions to keep open a secondary
market in the Note, but does not commit to do so.
5Risk Factors Currency Risk
All investments are associated with a number of Where a Note is denominated in a currency other
risks. Below are listed some of the most significant than the investor’s reference currency, or where
risks associated with investing in this product. shares, shares comprising an index, or instruments
However, there may be other risks associated with invested into by an underlying fund are denomina-
investing in the product, and neither the Issuer, the ted in a different currency than such index or fund,
Arranger nor the Distributors claim or warrant that investors holding the Note may incur an additional
the below points constitute a complete and exhaus- currency risk. Changes in exchange rates may have
tive description of all such possible risks. Investors an adverse effect on the value of the investment.
are therefore urged to take note of the Risk Factors,
as described in the Legal Documentation. Market Risk
The price of the Note can fluctuate above or below
Pricing Risk the Issue Price during its lifetime.
The final and applicable Bonus Coupon will be set
after the Subscription Period, according to prevai- Assets such as the Underlyings of this Note can be
ling market conditions, and could turn out to be very volatile, and such volatility may be expected
higher or lower than the indicative Bonus Coupon in future. Adverse movements in the value of the
of 10.00%. Underlyings may result in a decline in the market
value of the Note and will negatively impact the
Credit Risk Redemption Price.
Investors assume a credit risk on the Issuer. This
means that the possibility of receiving payment Liquidity Risk
under the Note depends on the Issuer’s ability The Note is not a liquid instrument. The Arranger
to fulfil its obligations to repay the redemption is not obliged to establish a secondary market for
amount, which in turn depends on the development the Note, and no assurance can be given that any
of the Issuer’s business and financial performance. trading market for the Note will be liquid. There
Investors are therefore urged to take note of the may be periods when there is a lack of liquidity,
Risk Factors, as described in the Legal Documenta- or low trading volume, in the market for the Note,
tion, which may affect the Issuer’s ability to fulfil its which could result in a decrease in its market value.
repayment obligations under the Note. There is no Investors should be prepared to hold the Note until
absolute certainty for repayment of the redemption maturity. If the investor wishes to sell the Note be-
amount. fore maturity, the investor may not receive the entire
amount invested.
6Contact details to the Distributor(s):
Nordea Bank S.A. Nordea Bank S.A., Luxemburg
562 rue de Neudorf Zweigniederlassung Zürich
L-2220 Luxembourg Mainaustrasse 21-23
Luxembourg CH-8008 Zürich
Tel +352 43 88 77 77 Switzerland
Fax +352 42 44 95 Tel +41 44 421 42 42
www.nordeaprivatebanking.com Fax +41 44 421 42 82
www.nordeaprivatebanking.com
Nordea Bank S.A., R.C.S. Luxembourg No. B14157, Reg.no. CH – 0520.9.001.063-7 Zürich subject to the
is subject to the supervision of the CSSF supervision of the Swiss Financial Market Supervisory Authority
(“Commission de Surveillance du Secteur Financier”).
Reservations
The terms and conditions stated in this marketing material are indicative only and subject to immediate change at any time until the Issue Date.
The Arranger reserves the right to cancel the issue fully, or partly, if:
• incidents of an economic, financial or political nature occur that, in the Arranger’s judgement, could jeopardise the launch of the Note;
• the subscribed amount is less than SEK 20,000,000 or above SEK 50,000,000;
If it is not possible to achieve a Bonus Coupon of 9.00% or higher, the issue will be cancelled.
This marketing material has been prepared by the Arranger of the Note. It constitutes marketing material, and it has not been prepared in accordance
with legal requirements designed to promote the independence of investment research, neither is it subject to any prohibition on dealing
ahead of the dissemination of investment research. The material has been prepared for the purpose of informing of the factual and indicative terms
of the transaction only; it does not constitute an offer to sell, or an invitation to invest, nor does it constitute investment advice. The information contained
herein is subject to, and qualified by, the Legal Documentation as defined above. In case of any discrepancies the Legal Documentation should prevail.
As to the purchase, holding, exchange, redemption or disposal of any investments, prospective investors should seek their own legal and fiscal advice.
This document may not be reproduced, distributed or published for any purpose without the prior written consent from the Arranger of the Note.
Tax disclaimer
Regarding the investor’s individual tax situation, it is recommended that the investor obtains advice about potential taxation in Luxembourg/Switzerland
and in his/her country of residence, from external sources. The information in this marketing material is intended to give general guidelines only and the
Issuer, Arranger and Distributors cannot accept responsibility for any tax consequences resulting from actions taken on the basis of the information in
this publication, or from any errors or omissions contained herein.
US disclaimer
The Notes have not been and will not be registered under the U.S. Securities Act of 1933 as amended (the “Securities Act”) and, subject to certain
exceptions, Notes may not be offered, sold or delivered within the United States or to U.S. persons.
Swiss disclaimer
The Notes are not a collective investment scheme within the meaning of the Swiss Act on Collective Investment Schemes and are not subject to ap-
proval or supervision by the Swiss Financial Market Supervisory Authority (FINMA) and an investor is not protected in any way by the specific investor
protection provisions stipulated for investments in collective investment schemes under the Swiss Act on Collective Investment Schemes. This marketing
material does not constitute a simplified prospectus in the sense of article 5 of the Swiss Act on Collective Investment Schemes.
External sources
This material may be based on sources other than the Arranger. To the extent that this publication is based on or contains information emanating from
sources other than the Arranger, the Arranger has deemed such sources to be reliable, although the Arranger cannot guarantee the accuracy, adequacy
or completeness of such external information.
Other selling restrictions
There are other selling restrictions for persons resident in certain jurisdictions. Investors are urged to read the Legal Documentation for further details.
Language and prevailing versions
This marketing material may exist in several languages. Where any discrepancies arise, the English version shall prevail.
Index Disclaimers
The mark and name ”Hang Seng China Enterprises Index” is proprietary to Hang Seng Data Services Limited (”HSDS”) which has licensed its compi-
lation and publication to Hang Seng Indexes Company Limited (”HSIL”). HSIL and HSDS have agreed to the use of, and reference to, the Hang Seng
China Enterprises Index by Nordea Bank Finland plc (”the Issuer”) in connection with the NBF Asian Buffer (NOK) 2016 (the ”Product”). However,
neither HSIL nor HSDS warrants, represents or guarantees to any person the accuracy or completeness of the Hang Seng China Enterprises Index, its
computation or any information related thereto and no warranty, representation or guarantee of any kind whatsoever relating to the Hang Seng China
Enterprises Index is given or may be implied. Neither HSIL nor HSDS accepts any responsibility or liability for any economic or other loss which may be
directly or indirectly sustained by any person as a result of or in connection with the use of and/or reference to the Hang Seng China Enterprises Index
by the Issuer in connection with the Product, or any inaccuracies, omissions or errors of HSIL in computing the Hang Seng China Enterprises Index. Any
person dealing with the Product shall place no reliance whatsoever on HSIL and/or HSDS nor bring any claims or legal proceedings against HSIL and/
or HSDS in any manner whatsoever. For the avoidance of doubt, this disclaimer does not create any contractual or quasi-contractual relationship bet-
ween any broker, holder or other person and Hang Seng Indexes Company Limited and/or Hang Seng Data Services Limited and must not be construed
to have created such relationship.
The index Russian Depositary Index (RDX) is calculated and published by Vienna Stock Exchange and therefore represents its intellectual property. The
designation “RDX“ is a registered trademark of Vienna Stock Exchange. The index description as well as its rules and composition are online available on
www.indices.cc. In order to use the index for this issue a license was granted to the issuer.
The CECE® Index (CECE Composite Index) was developed and is real-time calculated and published by Wiener Börse AG. The abbreviation of the
index is protected by copyright law as trademarks. The CECE index description, rules and composition are available online on www.indices.cc - the
index portal of Wiener Börse AG. A non-exclusive authorization to use the CECE in conjunction with financial products by Issuer was granted upon the
conclusion of a license agreement with Wiener Börse AG.
iShares is a registered mark of BlackRock Institutional Trust Company, N.A. (“BTC”) and is used under license. BTC makes no representations or war-
ranties regarding the advisability of investing in any product or service offered by Nordea Bank Finland Plc. BTC has no obligation or liability in connec-
tion with the operation, marketing, trading or sale of any product or service offered by Nordea Bank Finland Plc.
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