Reopening Supplement 1 to Pricing Supplement No. DRN-1
To the Underlying Supplement dated May 24, 2013,
Product Supplement No. RN-I dated May 24, 2013,
Prospectus Supplement dated March 23, 2012 and
Prospectus dated March 23, 2012
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Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-180300-03
November 8, 2013
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$5,000,000*
Daily Redeemable Notes (“DRNs”) Linked to the Performance of the S&P 500 VIX Futures Variable Long/Short Index TR – Short Term due June 4, 2018
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·
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The DRNs are designed for investors who seek exposure to the performance of the S&P 500 VIX Futures Variable Long/Short Index TR – Short Term (the “index”). Investors should be willing to forgo coupon payments and, if the index declines or does not increase sufficiently to offset the impact of fees and charges (as described below), be willing to lose up to 100% of their investment. Any payment on the DRNs is subject to our ability to pay our obligations as they become due.
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·
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The DRNs are senior medium-term notes of Credit Suisse AG, acting through its Nassau Branch, maturing June 4, 2018.**
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·
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The purpose of this Reopening Supplement 1 to Pricing Supplement DRN-1 is to offer additional DRNs with an aggregate principal amount of $5,000,000, which we refer to as the “reopened securities.” $11,676,000 aggregate principal amount of the DRNs were originally priced on June 3, 2013 (the “original issue trade date”) and issued on June 6, 2013, which we refer to as the “original securities.” The reopened securities will constitute a further issuance of, and will be consolidated with and form a single tranche with the original securities and will have the same CUSIP. Delivery of the securities in book-entry form only will be made through The Depository Trust Company (“DTC”). References to the “securities” will collectively refer to the reopened securities and the original securities.
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·
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The reopened securities priced on November 8, 2013 (the “reopening trade date”) and are expected to settle on November 14, 2013 (the “reopening settlement date”).
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The denomination and stated principal amount of each DRN is $1,000. Any future issuances of the DRNs may be issued at a price that is higher or lower than the stated principal amount, based on the most recent closing indicative value of the DRNs at that time.
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An investment in the DRNs involves significant risks and is not appropriate for every investor. Investing in the DRNs is not equivalent to investing directly in the index. Accordingly, the DRNs should be purchased only by knowledgeable investors who understand the terms of the investment in the DRNs and are familiar with the behavior of the index and volatility markets generally. Investors should consider potential transaction costs when evaluating an investment in the DRNs and should regularly monitor their holdings of the DRNs to ensure that they remain consistent with their investment strategies.
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The DRNs are subject to early redemption at your option (subject to the applicable early redemption charge) and at our option, in each case subject to the requirements specified below and in the accompanying product supplement.
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The DRNs are subject to a daily investor fee and investor fee factor specified below.
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Issuer:
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Credit Suisse AG (“Credit Suisse”), acting through its Nassau Branch
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CUSIP/ISIN:
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22547Q2V7/US22547Q2V77
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Index:
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The return on the DRNs will be based on the performance of the index during the term of the DRNs. The index is reported on Bloomberg under ticker symbol “SPVXVST <Index>.” The index provides a way of investing in volatility. In particular, it provides exposure to a variable volatility profile through a series of thirteen portfolios. Each portfolio is composed of a 2x long position (a “leveraged leg”) and an inverse position (an “inverse leg”) in the S&P 500 VIX Short-Term Futures™ Index ER (the “base index”), both of which rebalance daily. Once every quarter, each portfolio is rebalanced so that the leveraged leg is weighted at 1/3 of the portfolio and the inverse leg is weighted at 2/3 of the portfolio. As a result, upon each rebalancing day for a portfolio, the exposure to the base index in the leveraged leg initially offsets the exposure to the base index in the inverse leg.
The index is designed to achieve positive returns from trending decreases or increases in the prices futures contracts on the CBOE Volatility Index® (the “VIX Index”) with a constant weighted average maturity of one month. If the base index trend ups, the exposure in the leveraged position should increase and the exposure in the inverse position should decrease, resulting in a net increase in long exposure. If the base index trends down, the opposite should occur, with the result being a net increase in short exposure. This dynamic leads the net exposure to be increasing when the base index moves up and decreasing when the base index moves down. The weighted average of the performance of each portfolio’s leveraged leg and inverse leg will determine the change (which may be positive or negative) in the level of each portfolio on a given day.The weighted average of the performance of the thirteen portfolios will then determine the change (which may be positive or negative) in the level of the index on a given day. For more information on the index, see “The Index” in the accompanying underlying supplement.
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Redemption Amount:
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If your DRNs have not previously been redeemed by Credit Suisse, at maturity you will receive, for each DRN you hold, a cash payment equal to the closing indicative value of your DRNs on the final valuation date. Any payment on the DRNs is subject to our ability to pay our obligations as they become due.
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Closing Indicative Value:
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The closing indicative value for the DRNs on the reopening trade date was $969.60. The closing indicative value of the DRNs on each calendar day following the reopening trade date will be equal to (1)(a) the closing indicative value on the calendar day immediately preceding such calendar day times (b) the daily index factor on such calendar day minus (2) the daily investor fee on such calendar day. The closing indicative value will never be less than zero. If the closing indicative value is equal to zero on any trading day, the closing indicative value on that day, and on all future days, will be zero.
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Listing:
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The securities will not be listed on any securities exchange. We may redeem the DRNs pursuant to the early redemption right at your option or our option, set forth below, but we will not purchase the DRNs in the secondary market.
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Price to Public
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Underwriting Discounts and Commissions
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Proceeds to Issuer
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Per DRN
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$970.00
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$0.00
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$970.00
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Total
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$4,850,000.00
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$0.00
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$4,850,000.00
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Title of Each Class of Securities Offered
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Maximum Aggregate Offering Price
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Amount of Registration Fee
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Notes
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$4,850,000.00
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$624.68
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November 8, 2013
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(cover continued on next page)
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Daily Index Factor:
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The daily index factor on any trading day will be equal to (1) the closing level of the index on such trading day divided by (2) the closing level of the index on the immediately preceding trading day. The daily index factor is deemed to be one on any day that is not a trading day.
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Daily Investor Fee:
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On any calendar day (each a “calculation day”), the daily investor fee will be equal to the product of (1) the closing indicative value on the immediately preceding calendar day times (2) the daily index factor on such calculation day times (3)(a) the investor fee factor divided by (b) 365.
Because the daily investor fee reduces the amount of your return at maturity or upon early redemption by Credit Suisse, the level of the index must increase by an amount sufficient to offset the impact of the daily investor fee (and the applicable early redemption charge for DRNs redeemed at your option, if you elect to have Credit Suisse redeem your DRNs prior to maturity, as described herein) in order for you to receive at least the principal amount of your investment at maturity or upon early redemption. If the level of the index decreases or does not increase sufficiently, you will receive less, and possibly significantly less, than the principal amount of your investment at maturity or upon early redemption.
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Investor Fee Factor:
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The investor fee factor is 1.25%.
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Early Redemption of the DRNs at Your Option:
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Subject to the requirements described below and in the accompanying product supplement, you may offer the applicable minimum number or stated principal amount of the DRNs (the “minimum early redemption quantity”) or more of your DRNs to Credit Suisse for early redemption on any business day during the term of the DRNs until May 25, 2018. The minimum early redemption quantity will be equal to $1,000 stated principal amount of DRNs (1 DRN) (for both the original securities and reopening securities). The trading day immediately succeeding the date you offer your DRNs for early redemption will be the valuation date applicable to such early redemption. If you elect to offer your DRNs for early redemption and the requirements for acceptance by Credit Suisse are met, you will receive, for each DRN you hold, a cash payment on the applicable early redemption date in an amount equal to the daily early redemption value. CSSU may charge investors the applicable early redemption charge for DRNs redeemed at the investor’s option.
Unless the scheduled early redemption date is postponed because it is not a business day or because there is a market disruption event on the scheduled valuation date, the final day on which Credit Suisse will redeem your DRNs at your option will be June 1, 2018. As such, you must offer your DRNs for early redemption no later than May 25, 2018.
Please see “Description of the DRNs—Early Redemption Procedures—Early Redemption at Your Option” in the accompanying product supplement for more information.
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Early Redemption Charge:
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On any valuation date, the early redemption charge will be equal to the product of (1) daily early redemption value times (2) the greater of (a) 1.25% times the number of calendar days remaining until June 3, 2014 divided by 365 and (b) 0.05%. If you elect to offer your DRNs for early redemption before June 3, 2014 and the requirements for acceptance by Credit Suisse are met, you should expect to pay the early redemption charge, which was $12.50 per $1,000 principal amount of DRNs on the original issue trade date. The early redemption charge on the reopening trade date is $7.09 per $1,000 principal amount of DRNs, which will decline on a straight-line basis to $0.50 per $1,000 principal amount of DRNs.
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Early Redemption of the DRNs at Our Option:
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We will have the right to redeem the DRNs, in whole but not in part, on any business day during the term of the DRNs. The trading day immediately succeeding the date of our notice of early redemption will be the valuation date applicable to such early redemption. Upon such early redemption, you will receive, for each DRN you hold, a cash payment on the applicable early redemption date in an amount equal to the daily early redemption value
Unless the scheduled early redemption date is postponed because it is not a business day or because there is a market disruption event on the scheduled valuation date, the final day on which we can deliver an early redemption notice is May 25, 2018.
Please see “Description of the DRNs—Early Redemption Procedures—Early Redemption at Our Option” in the accompanying product supplement for more information.
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Daily Early Redemption Value:
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With respect to any early redemption, for each DRN you hold, the daily early redemption value is the closing indicative value of the DRNs on the applicable valuation date.
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Valuation Date: †
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May 30, 2018 or, if such date is not a trading day, the next following trading day (the “final valuation date”), and any valuation date for an early redemption of the DRNs.
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Maturity Date: **
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June 4, 2018
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Early Redemption Date: **
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An early redemption date is the third business day following the applicable valuation date.
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Further Issuances: ***
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We may, without your consent, issue and sell additional DRNs after the reopening trade date at our sole discretion. Any further issuances of DRNs will form a single tranche with the offered DRNs, will have the same CUSIP number and will be fungible with the offered DRNs of such tranche upon settlement.
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Calculation Agent:
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Credit Suisse International
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Hypothetical Examples
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PS-1
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Selected Risk Considerations
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PS-3
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Supplemental Use of Proceeds and Hedging
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PS-8
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Historical Information
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PS-9
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Material U.S. Federal Income Tax Considerations
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PS-10
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Supplemental Plan of Distribution (Conflicts of Interest)
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PS-11
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Annex A
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A-1
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·
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Underlying supplement dated May 24, 2013:
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·
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Product supplement No. RN-1 dated May 24, 2013:
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Prospectus supplement and Prospectus dated March 23, 2012:
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A
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B
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C
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D
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E
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Year
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Index
Level
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Closing
Indicative Value
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Annualized
Index Return
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Annualized
Product Return
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0
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350.00
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$1,000.00
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n/a
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n/a
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1
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385.00
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$1,086.34
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10.00%
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8.63%
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2
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423.50
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$1,180.13
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10.00%
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8.63%
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3
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465.85
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$1,282.02
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10.00%
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8.63%
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4
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512.44
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$1,392.71
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10.00%
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8.63%
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5
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563.68
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$1,512.95
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10.00%
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8.63%
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A
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B
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C
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D
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E
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Year
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Index
Level
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Closing
Indicative Value
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Annualized
Index Return
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Annualized
Product Return
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0
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350.00
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$1,000.00
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n/a
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n/a
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1
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354.62
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$1,000.61
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1.32%
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0.06%
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2
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363.01
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$1,011.56
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2.37%
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1.09%
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3
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372.28
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$1,024.51
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2.55%
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1.28%
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4
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382.49
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$1,039.53
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2.74%
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1.47%
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5
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399.73
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$1,072.89
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4.51%
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3.21%
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A
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B
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C
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D
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E
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Year
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Index
Level
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Closing
Indicative Value
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Annualized
Index Return
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Annualized
Product Return
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0
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350.00
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$1,000.00
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n/a
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n/a
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1
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345.87
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$975.92
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-1.18%
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-2.41%
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2
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341.39
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$951.32
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-1.30%
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-2.52%
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3
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336.52
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$926.10
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-1.43%
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-2.65%
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4
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331.24
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$900.24
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-1.57%
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-2.79%
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5
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325.52
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$873.70
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-1.73%
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-2.95%
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A
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B
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C
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D
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E
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Year
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Index
Level
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Closing Indicative Value
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Annualized
Index
Return
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Annualized
Product
Return
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0
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350.00
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$1,000.00
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n/a
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n/a
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1
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375.33
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$1,059.05
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7.24%
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5.91%
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2
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394.61
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$1,099.62
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5.14%
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3.83%
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3
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407.98
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$1,122.76
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3.39%
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2.10%
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4
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421.87
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$1,146.56
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3.40%
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2.12%
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5
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433.41
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$1,163.29
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2.74%
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1.46%
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A
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B
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C
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D
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E
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Year
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Index
Level
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Closing
Indicative Value
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Annualized
Index Return
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Annualized
Product Return
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0
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350.00
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$1,000.00
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n/a
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n/a
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1
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315.00
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$888.82
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-10.00%
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-11.12%
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2
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283.50
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$790.00
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-10.00%
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-11.12%
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3
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255.15
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$702.17
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-10.00%
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-11.12%
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4
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229.64
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$624.11
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-10.00%
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-11.12%
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5
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206.68
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$554.74
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-10.00%
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-11.12%
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·
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the DRNs are not linked to the VIX Index;
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we cannot give you any assurance that future market conditions will be favorable to the index;
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the index is rebalanced daily and is exposed to path dependency risk and market volatility risk;
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past performance of the index is no guide to future performance, and the index, the base index and VIX futures have limited historical information;
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concentration risks associated with the base index may adversely affect the value of your DRNs;
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trading and other transactions by us, our affiliates, or third parties with whom we transact, in securities or financial instruments related to the index may impair the value of your DRNs;
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suspension or disruptions of market trading in futures contracts may adversely affect the value of your DRNs;
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the DRNs do not give you rights in the underlying futures or the component securities of the S&P 500® Index;
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the calculation agent may modify the index; and
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the policies of the index sponsor or the Chicago Board Options Exchange and changes that affect the S&P 500® Index, the VIX Index, the base index or the index could affect the applicable redemption amount of your DRNs and their value.
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the time remaining to the maturity of the DRNs;
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our early redemption right, which is likely to limit the value of the DRNs;
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interest and yield rates in the market generally;
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the volatility of any option or futures contracts relating to the index, the base index, the VIX Index, the S&P 500® Index, the component securities of the S&P 500® Index or the underlying futures;
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the liquidity of any option or futures contracts relating to the Index, the base index, the VIX Index, the S&P 500® Index, the component securities of the S&P 500® Index or the underlying futures;
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geopolitical conditions and a variety of economic, financial, political, regulatory or judicial events that affect stock markets generally, the Index, the base index, the equity securities included in the S&P 500® Index, the VIX Index or the relevant futures contracts on the VIX Index; and
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our creditworthiness, including actual or anticipated downgrades in our credit ratings.
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Dated:
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___________
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[insert date]
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Re: Daily Redeemable Notes Linked to the Performance of the S&P 500 VIX Futures Variable Long/Short Index TR—Short Term due June 4, 2018
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Name of beneficial holder:
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[insert name of beneficial owner]
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Stated principal amount of DRNs offered for early redemption:
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||||
[insert principal amount of DRNs offered for early redemption by Credit Suisse]
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||||
Applicable valuation date:
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,
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20
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Applicable early redemption date:
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,
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20
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[insert a date that is three business days following the applicable valuation date]
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Contact Name:
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[insert the name of a person or entity to be contacted with respect to this Offer for Early Redemption]
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Telephone #:
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[insert the telephone number at which the contact person or entity can be reached]
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[Beneficial Holder]
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Dated:
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[insert date]
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Re: Daily Redeemable Notes Linked to the Performance of the S&P 500 VIX Futures Variable Long/Short Index TR—Short Term due June 4, 2018
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Ladies and Gentlemen:
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Stated principal amount of DRNs offered for early redemption:
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[insert principal amount of DRNs offered for early redemption by Credit Suisse]
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