UCB launches public offering of 6-year fixed-rate notes at 5.20% in Belgium and Luxembourg | UCB

ADVERTISEMENT – This document is an advertisement for the purposes of the Prospectus Regulation (as defined below).

Brussels (Belgium), 7 November 2023 – 08:30 (CET) Regulated Information

Today, UCB SA/NV (UCB and on Publisher) announces the start of an offer to the public of notes with a maturity of 6 years for a minimum amount of EUR 100 million and a maximum amount of EUR 300 million ( Notes). The notes will be issued by way of public offering in Belgium and the Grand Duchy of Luxembourg under UCB’s recently updated Euro Medium Term Note programme, with a subscription period from 9 November 2023, 9am (CET) to 13 November 2023, 17:30 (CET) on (subject to early termination). Belfius Bank (NL/FR), BNP Paribas Fortis (NL/FR), ING Bank NV, Belgian Branch (NL/FR) and KBC Bank (NL/FR) will act as joint lead managers for this transaction (on Managers). An application will be made for the notes to be listed on Euronext Brussels and admitted to trading on the regulated market of Euronext Brussels from the date of issue.

The key features of the Notes are described below:

  1. A different commission may apply to Qualifying Investors, as specified in the Final Terms.

Risk warning

The notes represent unsecured and unguaranteed debt instruments. By subscribing to the notes, investors lend money to the issuer, which commits to pay interest and repay the principal amount of the notes on November 21, 2029. and risk losing all or part of their investment.

Investing in the notes involves certain risks and may not be an appropriate investment for all investors. Any prospective investor must carefully consider whether it is appropriate for that investor to invest in the Notes in light of its own knowledge and financial experience and should, if necessary, obtain professional advice. Prospective investors should read the Base Prospectus in its entirety, as amended by Supplement No. Appendix N1, before making an investment decision in order to fully understand the potential risks and rewards associated with a decision to invest in the Notes.


The minimum subscription and denomination is 1,000 euros. The subscription period will run from November 9, 2023 at 9:00 a.m. (CET) to November 13, 2023 at 5:30 p.m. (CET), subject to early termination, which may occur as early as November 9, 2023 at 5:00 p.m. :30am (CET) (which is the minimum selling period). All subscriptions validly entered into by retail investors with the Managers prior to the expiry of the minimum sales period will be taken into account in the allocation of Notes, bearing in mind that in the event of subscription a proportionate reduction may be applied. Retail investors are therefore encouraged to subscribe to the Notes on the first day of the subscription period before 5.30pm (CET).

To subscribe to the Notes or obtain more information, investors may contact Belfius Bank (NL/FR), BNP Paribas Fortis (NL/FR), ING Bank NV, Belgian branch (NL/FR) and KBC Bank (NL/FR).


All retail investors are charged a commission of 1.875% (which is included in the Issue Price of the Notes). Financial services in respect of the Notes will be provided free of charge by the Managers. Investors must inform themselves of the costs that their financial institutions may charge them.

Base prospectus, supplement N1 and closing conditions

The base prospectus has been approved by the Belgian Financial Services and Markets Authority (FSMA) as the competent authority under Regulation (EU) 2017/1129 (as amended, Prospectus Regulation) on October 17, 2023 (at Basic prospectus). Appendix no. 1 of the Base Prospectus was approved by FSMA on 24 October 2023 (at Appendix N1). FSMA approved only the Base Prospectus and Supplement No. Approval by FSMA should not be construed as an approval of UCB or the quality of the Notes. Investors should make their own judgment about the suitability of investing in the notes. Potential investors should, before making an investment decision, read the Base Prospectus, as supplemented by Supplement no. rewards associated with the decision to invest in the Notes.

The approval of the Base Prospectus and Supplement N1 has been notified by FSMA to Commission de Surveillance du Secteur Financier in its capacity as competent authority for the purposes of the Prospectus Regulation in relation to the public offer of the Notes in the Grand Duchy of Luxembourg.

The Base Prospectus, Appendix N1 and the final terms relating to the Notes (the Final terms), which includes the issue-specific summary in English, Dutch and French, can be consulted on the website of UCB and on the websites of Belfius Bank (NL/FR), BNP Paribas Fortis (NL/FR), ING Bank NV, Belgian branch (NL/FR) and KBC Bank (NL/FR).


If you want to file a complaint, you can contact:

Your local Belfius branch, your financial advisor or by email at angelts@belfius.be.
If you are not satisfied with the answer, you can contact Belfius Bank NV-SA, Negotiation (number 7913), Karel Rogierplein 11, 1210 Brussels or by email at negotiation@belfius.be.

Complaints Management Department of BNP Paribas Fortis, Warandeberg 3, 1000 Brussels, or by email at gestiondesplaintes@bnpparibasfortis.com.

ING, Customer Service, Sint-Michielswarande 60, 1040 Brussels or by email, klachten@ing.be.

You can contact your local KBC Bank branch.
If you think your suggestion or complaint cannot be answered by your
KBC Bank branch or if you are not satisfied with the proposed solution, please contact KBC Complaint Management, Brusselsesteenweg 100, 3000 Leuven, on telephone number 0800 62 084 or by e-mail at klachten@kbc.be.

If you do not find an immediate solution after contacting the services mentioned above, you can contact the Ombudsman for Financial Conflicts, North Gate II, Koning Albert II-laan 8, box 2, 1000 Brussels on telephone number 02 545 77 70, or via e -mail to ombudsman@ombudsfin.be.



This announcement does not constitute an offer to sell or subscribe for securities, or an invitation to make an offer to buy securities or to subscribe for securities, and the securities will not be sold or subscribed for in any jurisdiction in which such offer , solicitation, sale or subscription would be illegal without prior subscription or qualification under the financial laws of such jurisdiction. The issuance, subscription or purchase of securities is subject to special legal or regulatory restrictions in certain jurisdictions. UCB shall not be liable in the event of any violation of such restrictions by any person.

No public offering of the securities referred to herein will be made in the United States. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (at Securities Law) or the securities law of any state or jurisdiction in the United States and may not be offered or sold in the United States or to, or for the account or benefit of, US persons except pursuant to the exclusion from the registration requirements of the Securities Law. The terms used in this paragraph have the meanings given by Regulation C under the Securities Act. The securities referred to in this document have not been approved or disapproved by the SEC, any other state securities commission or any other regulatory body of the United States of America, nor have these authorities evaluated the suitability of this proposed offering or the appropriateness or accuracy of this document. Any misrepresentation is a crime in the United States.

This document is not an offering document or prospectus in connection with an offering of securities by UCB. Investors may not accept any offer of the securities referred to in this document or acquire them unless they do so based on the information contained in the Base Prospectus, as amended by Supplement no. 1 and the Final Terms. This document is an advertisement for the purposes of the Prospectus Regulation.

For questions about this press release or for additional information, contact UCB:

investor relations
Antje Witte
T +32 2 559 94 14

Julien Bayeux
T +32 2 559 95 80

Corporate communications
Laurent Schotts
T+32 2 559 92 64

About UCB
UCB, Brussels, Belgium (www.ucb.com) is a global biopharmaceutical company focused on the discovery and development of innovative medicines and life-transforming solutions for people living with severe diseases of the immune system or central nervous system. With approximately 8,700 people in approximately 40 countries, the company generated revenue of 5.5 billion in 2022. UCB is listed on Euronext Brussels (symbol: UCB). Follow us on Twitter: @UCB_news.

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