Filed Pursuant to Rule 433
Registration No. 333-130040
Registration No. 333-130040
ING GROEP N.V.
(Amsterdam, The Netherlands)
5.775% FIXED/FLOATING ING PERPETUAL DEBT SECURITIES
FINAL PRICING TERMS
AGGREGATE OFFERING AMOUNT: | US$1,000,000,000 | |
EXPECTED RATINGS: | A2/A (STABLE/STABLE) | |
FORMAT: | SEC Registered (Global) | |
MATURITY: | Perpetual | |
SETTLEMENT: | December 8, 2005 (T+4) | |
SPREAD: | 125 basis points | |
PRICE: | $1,000 per security | |
PRICE TO PUBLIC: | $1,000,000,000 (US$1,000 per security) | |
UST SPOT: | 99-25+ / 4.525% | |
INTEREST RATE: | 5.775% per annum (payable semi-annually) until December 8, 2015, then quarterly at a floating rate (three month LIBORplus168 basis points) subject to redemption | |
INTEREST PAYMENT DATES: | December 8 and June 8 of each year until December 8, 2015, starting on June 8, 2006. Thereafter, subject to adjustment, on March 8, June 8, September 8 and December 8 of each year | |
REGULAR RECORD DATES: | 15 days before each interest payment date whether or not a business day | |
FIRST CALL DATE: | December 8, 2015 and every interest payment date thereafter at par plus outstanding amounts | |
EARLY REDEMPTION DUE TO TAX AND REGULATORY EVENTS: | See preliminary prospectus, dated November 28, 2005, for information about early redemption events | |
MAKE -WHOLE AMOUNT: | Treasury Rateplus40 basis points | |
DENOMINATIONS: | U.S. $1,000 | |
BOOKS: | ING Financial Markets, Merrill Lynch & Co. and Morgan Stanley | |
CO-MANAGERS: | Banc of America Securities LLC, Citigroup, Goldman, Sachs & Co. and Lehman Brothers |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site atwww.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free:
MORGAN STANLEY : 1 866 718 1649
MERRILL LYNCH : 1 800 248 3580
MORGAN STANLEY : 1 866 718 1649
MERRILL LYNCH : 1 800 248 3580