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LVMH MOËT HENNESSY LOUIS VUITTON LVMH MOËT · PDF file This Prospectus contains information relating to the issue by LVMH Moët Hennessy Louis Vuitton (“LVMH” or the “Issuer”)

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  • LVMH

    MOËT HENNESSY  LOUIS VUITTON LVMH MOËT HENNESSY LOUIS VUITTON

    GBP 400,000,000 1.00 per cent. Notes due June 2022

    Issue Price of the Notes: 99.783 per cent.

    issued under the Euro 10,000,000,000 Euro Medium Term Note Programme due from one month from the date of original issue

    This prospectus constitutes a prospectus (the “Prospectus”) for the purposes of Article 5.3 of the Directive 2003/71/EC of the European Parliament and of the Council dated

    4 November 2003, as amended (the “Prospectus Directive”) and the relevant implementing measures in France.

    This Prospectus contains information relating to the issue by LVMH Moët Hennessy Louis Vuitton (“LVMH” or the “Issuer”) of its GBP 400,000,000 1.00 per cent. Notes due

    June 2022 (the “Notes”) under the Issuer’s Euro 10,000,000,000 Euro Medium Term Note Programme (the “Programme”). This Prospectus incorporates by reference, inter alia,

    the 2016 Base Prospectus (as defined herein) relating to the Programme.

    Application has been made to the Luxembourg Stock Exchange for the Notes to be listed on the Official List of the Luxembourg Stock Exchange and admitted to trading on the

    regulated market of the Luxembourg Stock Exchange (Bourse de Luxembourg). The Luxembourg Stock Exchange’s regulated market is a regulated market for the purposes of

    Directive 2004/39/EC, as amended, appearing on the list of regulated markets issued by the European Securities Markets Authority (the “ESMA”) (each such market being a

    “Regulated Market”).

    Application has been made to the Commission de Surveillance du Secteur Financier (the “CSSF”) in its capacity as competent authority in Luxembourg for the purposes of the

    Luxembourg act dated 10 July 2005 relating to prospectuses for securities (loi du 10 juillet 2005 relative aux prospectus pour valeurs mobilières) as amended, for the purpose of

    approving this Prospectus. In accordance with the provisions of article 7 (7) of the loi relative aux prospectus pour valeurs mobilières dated 10 July 2005 as amended, the CSSF

    assumes no responsibility as to the economic and financial soundness of the transaction and the quality or solvency of the Issuer.

    The Notes will be issued on 14 June 2017 (the “Issue Date”).

    Interest on the Notes will accrue at a rate of 1.00 per cent. per annum from and including the Issue Date and will be payable annually in arrear on 14 June in each year,

    commencing on 14 June 2018. The Notes, unless redeemed or purchased and cancelled, will mature on 14 June 2022.

    The Notes will be issued in dematerialised bearer form (au porteur) in the denomination of GBP 1,000.Titles to the Notes will at all times be in book entry form in compliance

    with Articles L.211-3 and R.211-1 et seq. of the French Code monétaire et financier. No physical documents of title (including certificats représentatifs pursuant to Article R.211-

    7 of the French Code monétaire et financier) will be issued in respect of the Notes. The Notes will be inscribed as from the Issue Date in the books of Euroclear France (acting as

    central depositary) which shall credit the accounts of the Account Holders (as defined in “Terms and Conditions of the Notes – Form, Denomination(s), Title and

    Redenomination”) including Euroclear Bank S.A./N.V. (“Euroclear”) and the depositary bank for Clearstream Banking, société anonyme (“Clearstream, Luxembourg”).

    The Notes are rated A+ by Standard & Poor’s Ratings Services, a division of the McGraw-Hill Companies, Inc. (“S&P”). A rating is not a recommendation to buy, sell or hold

    securities and may be subject to suspension, change, or withdrawal at any time by the assigning rating agency. As at the date of this Prospectus, S&P is established in the

    European Union and registered under Regulation (EC) No. 1060/2009 on credit ratings agencies, as amended (the “CRA Regulation”) and included in the list of registered credit

    rating agencies published on the ESMA website (https://www.esma.europa.eu/supervision/credit-rating-agencies/risk).

    Prospective investors are invited to take into account the factors described under the section headed “Risk factors” in this Prospectus before deciding to invest in the

    Notes.

    Global Coordinator

    Deutsche Bank

    Joint Lead Managers

    Deutsche Bank MUFG Santander Global Corporate Banking

    Prospectus dated 12 June 2017

  • This Prospectus is to be read in conjunction with any document and/or information which is or may be

    incorporated herein by reference in accordance with Article 28 of the European Commission Regulation

    N°809/2004 dated 29 April 2004, as amended (see “Documents incorporated by Reference” below).

    LVMH confirms, to the best of its knowledge having taken all reasonable care to ensure that such is the case,

    that (i) this Prospectus contains or incorporates all information with respect to it and its consolidated

    subsidiaries and affiliates taken as a whole (together with LVMH, the “Group” or “LVMH Group”) and to the

    Notes that is material in the context of an issue and offering of the Notes and (ii) the statements contained in it

    relating to the Issuer, the Group and the Notes are, at the date of this Prospectus, in every material particular

    true and accurate and not misleading. The Issuer accepts responsibility accordingly.

    This Prospectus may only be used for the purposes for which it has been published.

    No person is or has been authorised to give any information or to make any representation other than those

    contained in this Prospectus in connection with the issue or sale of the Notes and, if given or made, such

    information or representation must not be relied upon as having been authorised by the Issuer or any of the

    Joint Lead Managers. Neither the delivery of this Prospectus nor any sale made in connection herewith shall,

    under any circumstances, create any implication that there has been no change in the affairs of the LVMH

    Group since the date hereof or that there has been no adverse change in the financial position of the Issuer or

    the LVMH Group since the date hereof or that any other information supplied in connection with the

    Programme is correct as of any time subsequent to the date on which it is supplied or, if different, the date

    indicated in the document containing the same.

    The distribution of this Prospectus and the offering or sale of the Notes in certain jurisdictions may be restricted

    by law. Persons into whose possession this Prospectus comes are required by the Issuer and the Joint Lead

    Managers to inform themselves about and to observe any such restriction.

    The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended

    (the “Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United

    States. Subject to certain exceptions, the Notes may not be offered or sold within the United States or to, or for

    the account or benefit of, U.S. persons. The Notes are being offered and sold outside of the United States of

    America to non-U.S. persons in reliance on Regulation S under the Securities Act (“Regulation S”). By

    accessing the Prospectus, you represent that you are a non-U.S. person that is outside of the United States. This

    Prospectus is not for publication, release or distribution in the United States.

    For a description of these, and certain further restrictions on offers, sales and transfers of Notes and on

    distribution of this Prospectus, see “Subscription and Sale” in the 2016 Base Prospectus (for which purpose,

    references therein to the “Base Prospectus” shall be deemed to include references to this Prospectus).

    This Prospectus does not constitute an offer of, or an invitation by or on behalf of the Issuer or the Joint Lead

    Managers to subscribe for, or purchase, any Notes.

    The Joint Lead Managers have not separately verified the information contained in this Prospectus. None of the

    Joint Lead Managers makes any representation, express or implied, or accepts any responsibility, with respect

    to the accuracy or completeness of any of the information contained or incorporated in this Prospectus, or any

    other information provided by the Issuer in connection with the issue and sale of the Notes. Neither this

    Prospectus nor any other information supplied in connection with the issue of the Notes (including any

    information incorporated by reference) is intended to provide the basis of any credit or other evaluation and

    should not be considered as a recommendation by any of the Issuer or the Joint Lead Managers that any

    recipient of this Prospectus or any other financial statements should purchase the Notes. Each prospective

    investor of Notes should determine for itself the relevance of the information contained in this Prospectus and

    its purchase of Notes should be based upon such investigation as it deems necessary. None of the Joint Lead

    Managers undertakes to review the financial condition or affairs of the Issuer or the LVMH Group after the

    date of this Prospectus nor to advise any investor or prospective investor in the Notes of any information that

    may come to the attention of any of

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