51 Stassinos Street Ayia Paraskevi, Strovolos
2002 Nicosia Cyprus
(the Issuer)
€650,000,000 Series 2 Floating Rate Covered Bonds due 2026(Common Code: 071867331; ISIN: XS0718673311)
issued by the Issuer (the Series 2 Covered Bonds and the holders thereof the Covered Bondholders) constituted by a Trust Deed dated 18 July 2011 as amended by supplemental trust deeds dated 17 January 2012, 6 June 2014, 11 November 2014, 29 September 2015, 19 November 2015, 21 December 2016, 24
May 2018, 6 June 2018, 28 May 2021, 9 August 2022 and 27 April 2026 between the Issuer and BNY Mellon Corporate Trustee Services Limited (the Trustee) and issued under the Issuer's Global Covered Bond Programme established on 18 July 2011 (the Programme)
27 April 2026
PUBLICATION OF NOTICE - AMENDMENT TO THE FINAL TERMS IN RESPECT OF THE SERIES 2 COVERED BONDSTerms used and not defined herein shall have the same meanings given thereto in the Prospectus issued by the above named Issuer and dated 24 May 2018.
NOTICE IS HEREBY GIVEN THAT:At the request of the Issuer and with the consent of the Trustee (acting at the direction of 100 per cent. of the Covered Bondholders), the following amendments have been made to the Conditions set out in the Final Terms dated 9 December 2011 and as amended and restated on 6 June 2014, 29 September 2015, 6
June 2018, 28 May 2021, 9 August 2022 and 27 April 2026 (in the form set out in Schedule 1 hereto) in respect of the Series 2 Covered Bonds:
the response to Part A - Contractual Terms, Item 7(i) (Final Maturity Date) of the Final Terms of the Series 2 Covered Bonds, is amended from:
"Interest Payment Date falling in or nearest to December 2026" to:
"Interest Payment Date falling in or nearest to December 2033";
the Extended Final Maturity Date in response to Part A - Contractual Terms, Item 7(ii) (Extended Final Maturity Date) of the Final Terms of the Series 2 Covered Bonds, is amended from:
"Interest Payment Date falling in or nearest to December 2080" to:
"Interest Payment Date falling in or nearest to December 2087"; and
the response to Part A - Contractual Terms, Item 8 (Interest Basis) of the Final Terms of the
Series 2 Covered Bonds, is amended from:
"3 month EURIBOR + 1.25 per cent. per annum Floating Rate from and including the Issue Date to but excluding the Final Maturity Date.
From and including the date on which the Covered Bonds become Pass Through Covered Bonds, 1 month EURIBOR plus 1.25 per cent. per annum.
(Further Particulars specified below)"; to:
"3 month EURIBOR + 1.00 per cent. per annum Floating Rate from and including the Issue Date to but excluding the Final Maturity Date.
From and including the date on which the Covered Bonds become Pass Through Covered Bonds, 1 month EURIBOR plus 1.00 per cent. per annum.
(Further Particulars specified below)"'
the Reference Rate in the response to Part A - Contractual Terms, Item 10 (Change of Interest Basis or Redemption/ Payment Basis) of the Final Terms of the Series 2 Covered Bonds, is amended from:
"Reference Rate: 1 Month EURIBOR plus 1.25 per cent. per annum from but excluding the Final Maturity Date or, if earlier, the date on which the Covered Bonds become Pass Through Covered Bonds to but excluding the Extended Final Maturity Date."
to:
"Reference Rate: 1 Month EURIBOR plus 1.00 per cent. per annum from but excluding the Final Maturity Date or, if earlier, the date on which the Covered Bonds become Pass Through Covered Bonds to but excluding the Extended Final Maturity Date."; and
the response to Part A - Contractual Terms, Item 15(xi) (Margin(s)) of the Final Terms of the Series 2 Covered Bonds, is amended from:
"1.25% per annum" to:
"1.00% per annum".
To view the full document, please visit the website of the Luxembourg Stock Exchange (https://www.bourse.lu).
At the request of the Issuer, in accordance with Clause 13(z) of the Trust Deed, the OC Percentage to be applied on and from 27 April 2026 with respect to the Cover Pool will be twenty five per cent. (25%). For the avoidance of doubt, the OC Percentage includes any Supervisory Over-collateralisation. Such percentage shall apply until such time as the Issuer sends further notice in accordance with the terms of Clause 13(z) of the Trust Deed or until such date on which no Covered Bonds are outstanding with respect to the Cover Pool.
For further information please contact:
Christina Georgiadou Kypri
Bank of Cyprus Public Company Limited 51 Stassinos Street
Ayia Paraskevi, Strovolos 2002 Nicosia
Cyprus
Telephone: +357 2212 2703
Fax: +357 2212 0284
Email: christina.kyprigeorgiadou@bankofcyprus.com
DISCLAIMER - INTENDED ADDRESSEESPlease note that the information contained in the Final Terms may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Final Terms) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Final Terms is not addressed. Prior to relying on the information contained in the Final Terms you must ascertain from the Final Terms whether or not you are part of the intended addressees of the information contained therein.
In particular, the Final Terms do not constitute an offer of securities for sale in the United States. This is not for distribution in the United States. The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the Securities Act), or under any relevant securities laws of any state of the United States of America and are subject to U.S. tax law requirements. Subject to certain exceptions, the securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons or to persons within the United States of America, as such terms are defined in Regulation S under the Securities Act. There will be no public offering of the securities in the United States.
Your right to access this service is conditional upon complying with the above requirement.
SCHEDULE 1 FINAL TERMS(as amended and restated on 6 June 2014, 29 September 2015, 6 June 2018, 28 May 2021, 9 August 2022 and 27
April 2026)
9 December 2011
BANK OF CYPRUS PUBLIC COMPANY LIMITEDIssue of €650,000,000 Series 2 Floating Rate Covered Bonds due 2026
Under the €3 billion
Covered Bond ProgrammeThe Base Prospectus referred to below (as completed by this Final Terms) has been prepared on the basis that any offer of Covered Bonds in any Member State of the European Economic Area which has implemented the Prospectus Directive (Directive 2003/71/EC) (each, a Relevant Member State) will be made pursuant to an exemption under the Prospectus Directive, as implemented in that Relevant Member State, from the requirement to publish a prospectus for offers of the Covered Bonds. Accordingly any person making or intending to make an offer in that Relevant Member State of the Covered Bonds may only do so in circumstances in which no obligation arises for the Issuer or any Dealer to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. Neither the Issuer nor any Dealer has authorised, nor do they authorise, the making of any offer of Covered Bonds in any other circumstances.
PART A - CONTRACTUAL TERMSTerms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions set forth in the Base Prospectus dated 18 July 2011 and the supplement to the Base Prospectus dated 6 December 2011 which together constitute a base prospectus (the Base Prospectus) for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the Prospectus Directive). This document constitutes the final terms of the Covered Bonds described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Base Prospectus. Full information on the Issuer and the offer of the Covered Bonds is only available on the basis of the combination of this Final Terms and the Base Prospectus. Copies of the Base Prospectus are available free of charge to the public at the registered office of the Issuer and from the specified office of each of the Paying Agents.
Issuer: Bank of Cyprus Public Company Limited
Cover Pool Cypriot Cover Pool
Series Number: 2
Description Pool:
of relevant Cover Primary assets comprising residential loans on properties located in Cyprus, certain derivative financial instruments including but not limited to Hedging Agreements and Complementary Assets in the form of deposits with credit institutions or eligible investments (including any cash flows deriving therefrom) in accordance with the Covered Bond Legislation
Additional Cypriot Eligibility Criteria/Greek Eligibility Criteria:
Not Applicable
4903-7474-2423v.5
