Crédit Agricole S.A. Issues TLAC-Eligible $2.3 Billion Notes Offering

January 12, 2017

Cleary Gottlieb represented Crédit Agricole S.A. in an offering of $1 billion 3.375 percent senior non-preferred notes due 2022, $300 million senior non-preferred floating rate notes due 2022 and $1 billion 4.125 percent senior non-preferred notes due 2027 pursuant to its $20 billion U.S. medium-term note program.

Following Crédit Agricole’s December 2016 issuance of €1.5 billion 1.875 percent senior non-preferred notes due 2026 under its euro medium-term note program, this transaction represents Crédit Agricole’s second issuance of securities under a new French law designed to facilitate the issuance of TLAC-eligible securities by French banks.

The new law, part of the French Sapin II legislation that entered into force on December 11, 2016, provides for the issuance of debt securities that are senior to subordinated securities and capital instruments, but that are junior to a preferred class of senior debt. The new instruments are intended to be eligible to count as part of the Total Loss-Absorbing Capacity (TLAC) of French banking groups. The TLAC concept is contained in a term sheet published by the Financial Stability Board in November 2015 and in a proposal published by the European Commission in November 2016. The new French law is consistent with the terms of the European Commission’s proposal.

The managers for the offering were Credit Agricole Securities (USA) Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Société Générale, TD Securities (USA) LLC and UniCredit Capital Markets LLC. The transaction closed on January 10, 2017.

Crédit Agricole S.A. is the lead bank of the Crédit Agricole Group, which is the largest banking group in France and one of the largest in the world.