- 1 - Pricing Supplement dated 14 November 2017

Transcription

1 PROHIBITION OF SALES TO EEA RETAIL INVESTORS The Notes are not intended, from 1 January 2018, to be offered, sold or otherwise made available to and, with effect from such date, should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); (ii) a customer within the meaning of Directive 2002/92/EC ("IMD"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive 2003/71/EC (as amended, the "Prospectus Directive"). Consequently no key information document required by Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation. THE NOTES HAVE NOT BEEN REGISTERED WITH THE FINANCIAL SERVICES COMMISSION OF KOREA UNDER THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT OF KOREA. ACCORDINGLY, THE NOTES HAVE NOT BEEN AND WILL NOT BE OFFERED, DELIVERED, OR SOLD DIRECTLY OR INDIRECTLY IN KOREA OR TO OR FOR THE ACCOUNT OR BENEFIT OF ANY RESIDENT OF KOREA (AS DEFINED IN THE FOREIGN EXCHANGE TRANSACTIONS ACT OF KOREA AND THE REGULATIONS THEREUNDER) EXCEPT AS OTHERWISE PERMITTED UNDER APPLICABLE KOREAN LAWS AND REGULATIONS. IN ADDITION, THE NOTES MAY NOT BE TRANSFERRED TO ANY RESIDENT OF KOREA OTHER THAN A QUALIFIED INSTITUTIONAL BUYER (OR A "QIB", AS DEFINED IN THE REGULATION ON ISSUANCE, PUBLIC DISCLOSURE, ETC. OF SECURITIES OF KOREA) REGISTERED WITH THE KOREA FINANCIAL INVESTMENT ASSOCIATION (THE "KOFIA") AS A QIB, PROVIDED THAT (A) THE NOTES ARE DENOMINATED, AND THE PRINCIPAL AND INTEREST PAYMENTS THEREUNDER ARE MADE, IN A CURRENCY OTHER THAN KOREAN WON, (B) THE AMOUNT OF THE NOTES ACQUIRED BY SUCH QIBS IN THE PRIMARY MARKET IS LIMITED TO LESS THAN 20 PER CENT. OF THE AGGREGATE ISSUE AMOUNT OF THE NOTES, (C) THE NOTES ARE LISTED ON ONE OF THE MAJOR OVERSEAS SECURITIES MARKETS DESIGNATED BY THE FINANCIAL SUPERVISORY SERVICE OF KOREA, OR CERTAIN PROCEDURES, SUCH AS REGISTRATION OR REPORT WITH A FOREIGN FINANCIAL INVESTMENT REGULATOR, HAVE BEEN COMPLETED FOR OFFERING OF THE NOTES IN A MAJOR OVERSEAS SECURITIES MARKET, (D) THE RESTRICTION ON OFFERING, DELIVERING OR SELLING OF NOTES TO A KOREAN RESIDENT OTHER THAN A QIB IS EXPRESSLY STATED IN THE NOTES, THE RELEVANT UNDERWRITING AGREEMENT, SUBSCRIPTION AGREEMENT, AND THE OFFERING CIRCULAR AND (E) THE ISSUER AND THE DEALERS SHALL INDIVIDUALLY OR COLLECTIVELY KEEP THE EVIDENCE OF FULFILLMENT OF CONDITIONS (A) THROUGH (D) ABOVE AFTER HAVING TAKEN NECESSARY ACTIONS THEREFOR. Pricing Supplement dated 14 November 2017 KOREA MIDLAND POWER CO., LTD. Issue of SEK450,000, per cent. Senior Unsecured Notes due 2037 under the US$3,000,000,000 Euro Medium Term Note Programme Any person making or intending to make an offer of the Notes 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. PART A CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set forth in the Offering Circular dated 20 October 2017 (the "Offering Circular"). Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of this Pricing Supplement and the Offering Circular. The Offering Circular is available for viewing at the website of the Singapore Exchange ( and copies may be obtained from Korea Midland Power Co., Ltd., 160, Boryeongbuk-ro, Boryeong-si, Chungcheongnam-do, , Korea. 1. (i) Issuer: Korea Midland Power Co., Ltd

2 2. (i) Series Number: 2 (ii) Tranche Number: 1 3. Specified Currency or Currencies: Swedish Krona ("SEK") 4. Aggregate Nominal Amount: (i) Series: SEK450,000,000 (ii) Tranche: SEK450,000, (i) Issue Price: 100 per cent. of the Aggregate Nominal Amount (ii) Net Proceeds: SEK448,875, (i) Specified Denominations: SEK1,000,000 (ii) Calculation Amount: SEK1,000, (i) Issue Date: 16 November 2017 (ii) Interest Commencement Date: Issue Date 8. Maturity Date: 16 November Interest Basis: per cent. Fixed Rate (further particulars specified below) 10. Redemption/Payment Basis: Subject to any purchase and cancellation or early redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their nominal amount. 11. Change of Interest or Redemption/Payment Basis: Not Applicable 12. Put/Call Options: Not Applicable 13. Listing: Singapore Exchange Securities Trading Limited 14. (i) Status of the Notes: Senior (ii) Date of Board approval for issuance of Notes obtained: 29 September Method of distribution: Non-syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 16. Fixed Rate Note Provisions Applicable (i) Rate of Interest: per cent. per annum payable in arrear on each Interest Payment Date (ii) Interest Payment Date(s): 16 November in each year up to and including the Maturity Date, subject to adjustment for payment purposes only in accordance with the Following Business Day Convention, and with London, Seoul, New York and Stockholm as Additional Business Centres. (iii) Fixed Coupon Amount: SEK23,550 per Calculation Amount - 2 -

3 (iv) Broken Amount(s): Not Applicable (v) Day Count Fraction: 30/360 (vi) Other terms relating to the method of calculating for Fixed Rate Notes: None 17. Floating Rate Note Provisions Not Applicable 18. Zero Coupon Note Provisions Not Applicable PROVISIONS RELATING TO REDEMPTION 19. Call Option Not Applicable 20. Put Option Not Applicable 21. Final Redemption Amount of each Note 22. Early Redemption Amount Par per Calculation Amount Par per Calculation Amount Early Redemption Amount(s) per Calculation Amount payable on redemption for taxation reasons or on event of default or other early redemption: GENERAL PROVISIONS APPLICABLE TO THE NOTES 23. Form of Notes: Registered Notes: 24. New Global Note: No Global Registered Note exchangeable for Individual Note Certificates on 30 days' notice and in the limited circumstances described in the Global Registered Note 25. Additional Financial Centre(s) or other special provisions relating to payment dates: 26. Talons for future Coupons to be attached to Definitive Notes (and dates on which such Talons mature): London, Seoul, New York and Stockholm No - 3 -

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5 PART B OTHER INFORMATION 1. LISTING AND ADMISSION TO TRADING Approval-in-principle has been received from the Singapore Exchange Securities Trading Limited (the "SGX-ST") for the listing and quotation of the Notes on the SGX-ST. The SGX-ST assumes no responsibility for the correctness of any of the statements made, opinions expressed or reports contained in this Pricing Supplement. Approval-in-principle from, admission to the Official List of, and the listing and quotation of the Notes on, the SGX- ST are not to be taken as an indication of the merits of the Issuer, the Programme or the Notes. 2. RATINGS The Notes to be issued are expected to be rated: Ratings: Moody's: Aa2 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE/OFFER Save for any fees payable to the Dealers, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer. The Dealers and their affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer and its affiliates in the ordinary course of business. 4. OPERATIONAL INFORMATION ISIN: XS Common Code: Delivery Names and addresses of additional Paying Agent(s) (if any): Delivery against payment Not Applicable 5. DISTRIBUTION (i) Method of distribution: Non-syndicated (ii) If syndicated: Not Applicable (iii) If non-syndicated, name and address of Dealer: Nomura International plc 1 Angel Lane London EC4R 3AB United Kingdom (iv) Indication of the overall amount of the underwriting commission and of the placing commission: 0.25 per cent. of the Aggregate Nominal Amount (v) US Selling Restrictions (Categories of potential investors to which the Notes are offered): Reg. S Compliance Category 2; TEFRA not applicable - 5 -