Vontobel Holding AG Zurich, Switzerland (the "Guarantor") Bank Vontobel Europe AG Munich, Germany (the "Offeror")

Transcription

1 Supplement dated 20 January 2015 pursuant to Section 16 Para. 1 of the German Securities Prospectus Act (Wertpapierprospektgesetz) to the Base Prospectus dated 4 December 2014 for Constant Leverage Certificates as last supplemented by the supplement dated 14 January 2015 Vontobel Financial Products GmbH Frankfurt am Main, Germany (the "Issuer") Vontobel Holding AG Zurich, Switzerland (the "Guarantor") Bank Vontobel Europe AG Munich, Germany (the "Offeror")

2 Right of withdrawal of the investors According to Section 16 Para. 3 of the German Securities Prospectus Act (Wertpapierprospektgesetz) investors, who have already agreed to purchase or subscribe for the securities before this Supplement is published, have the right, exercisable within two working days after the publication of this Supplement, to withdraw their acceptances, provided that the new circumstance or the inaccuracy arose before the final closing of the offer and before delivery of the securities. The withdrawal has to be sent to the respective seller of the security. If Vontobel Financial Products GmbH is counterparty of the the acquisition, the withdrawal has to be sent to Vontobel Financial Products GmbH, Bockenheimer Landstraße 24, Frankfurt am Main, Federal Republic of Germany. This Supplement as well as the Base Prospectus and the supplements dated 9 December 2014, 11 December 2014 and 14 January 2015 is published on the Issuer's website at In addition, the supplements and the Base Prospectus will be available at the Issuer for free distribution. 2

3 SIGNIFICANT NEW CIRCUMSTANCES The Issuer announces the following changes which have occurred in relation to the already published Base Prospectus dated 4 December 2014 (the "Prospectus"): 1) The note on currency-references in Section V.7 of the Prospectus lacks a note on Danish kroner (DKK). 2) "Section 2 Definitions" of the Terms and Conditions as set out in Section VII. of the Prospectus is incorrect in the following respect: In the definition "Underlying" the option for Danish kroner (DKK) is missing under "Currency of the Underlying". Subsequently, the corresponding definition (mirrored from the Terms and Conditions) in the Form of Final Terms in Section XI. of the Prospectus is also incorrect. 3) The description of "Factor Indices linked to shares, securities representing shares and other dividend-bearing securities" in Section VIII.1 of the Prospectus is incorrect in the following respects: Definitions "Index Currency" and "Interest Rate" in the index definitions In the definition "Index Currency" the option for Danish kroner (DKK) is missing and in the definition "Interest Rate" the option for the DKK T/N interest rate is missing. Both options are relevant for Factor Indices linked to Reference Instruments denominated in Danish kroner (DKK). Reference Instrument List (shares, securities representing shares and other dividend-bearing securities) In the Reference Instrument List, the Reference Instrument UBS Group AG missing. Due to the mistakes mentioned above the Prospectus needs to be amended as follows: 3

4 AMENDMENTS OR ADDITIONS OF THE PROSPECTUS 1) Section "V.7 Note on currency references": The first paragraph of Section "V.7 Note on currency references" is supplemented on page 80 et seq. of the Prospectus as follows (supplemented parts in the paragraph are underlined): "References to "Euro" or "EUR" in this Base Prospectus and in the Final Terms are references to the currency introduced at the beginning of the third phase of the European Economic and Monetary Union pursuant to the Treaty establishing the European Community, as amended. All references to "US dollars" or "USD" refer to dollars of the United States of America, all references to "CHF" refer to francs of the Swiss Federation, all references to "JPY" refer to yen of Japan, all references to "HKD" refer to dollars of the Chinese special administrative region of Hong Kong, all references to "SGD" refer to dollars of the Republic of Singapore, all references to "GBP" refer to pounds of the United Kingdom of Great Britain and Northern Ireland, all references to "NOK" refer to Norwegian kroner of the Kingdom of Norway, all references to "SEK" refer to Swedish Kronor of the Kingdom of Sweden, all references to "DKK" refer to Danish kroner of the Kingdom of Denmark and all references to "AUD" refer to dollars of the Commonwealth of Australia." 2) Section "VII. Terms and Conditions" and Section "XI. Form of Final Terms": a) In "Section 2 Definitions" of Section "VII. Terms and Conditions" the definition "Underlying" is supplemented on page 98 of the Prospectus as follows (supplemented parts of the definition are underlined): "Underlying [insert name of Factor Index: ] [ISIN: ] Currency of the Underlying: [EUR][USD][CHF][JPY][HKD][SGD][GBP][NOK] [SEK][AUD][DKK] For the purposes of the Terms and Conditions, one index point corresponds to one unit of the Currency of the Underlying. The Index Concept on which the Underlying is based is derived from the index description as set out in number III. of the respective Final Terms." 4

5 b) In "Section 2 Definitions" of Section "XII. Form of Final Terms II. Terms and Conditions" the definition "Underlying" is supplemented on page 188 of the Prospectus as follows (supplemented parts of the definition are underlined): "Underlying [insert name of Factor Index: ] [ISIN: ] Currency of the Underlying: [EUR][USD][CHF][JPY][HKD][SGD][GBP][NOK][SEK][AUD][DKK]" 3) Section "VIII.1. Factor Indices linked to shares, securities representing shares and other dividend-bearing securities": a) In Subsection "1.1 Index description B) Index definitions" the definition "Index Currency" is supplemented on page 115 of the Prospectus as follows (supplemented parts of the definition are underlined): ""Index Currency" means [EUR][USD][CHF][JPY][HKD][SGD][GBP][NOK][SEK][AUD][DKK]." b) In Subsection "1.1 Index description B) Index definitions" in the definition "Interest Rate" the following option is added on page 116 of the Prospectus directly before the penultimate paragraph (starting with "If the Interest Rate is neither set nor published "): "[DKK T/N. The DKK T/N (Tomorrow/ Next) interest rate is an uncollateralised day-to-day interest rate for money-market lending calculated and published by Danmarks Nationalbank. The T/N market comprises lending starting on the first banking day after the transaction date and expiring on the second banking day after the transaction date. Calculation of the T/N interest rate is based on daily reports from the largest banks in the Danish money market. It is calculated as a turnover-weighted average of interest rates on actual lending. The Danish Bankers Association has the overall responsibility of the T/N interest rate.]" c) In Subsection "1.2 Reference Instrument List (shares, securities representing shares and other dividend-bearing securities)" the following row shall be added at the end of the table: Name Type Currency Company ISIN Bloomberg Reference Exchange Derivatives Exchange UBS Group AG, Bahnhofstr. 45, UBS Group AG Registered share CHF CH-8001 Zürich CH UBSG VX Equity SIX Swiss Exchange Eurex 5

6 SIGNATURES Frankfurt am Main, 20 January 2015 signed by Daniel Meister Vontobel Financial Products GmbH signed by Anton Hötzl Vontobel Financial Products GmbH Frankfurt am Main, 20 January 2015 signed by Heiko Geiger Bank Vontobel Europe AG signed by Andreas Blumenstein Bank Vontobel Europe AG Zurich, 20 January 2015 signed by Bruno Kohli Vontobel Holding AG signed by Florian Bättig Vontobel Holding AG S-1