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1 Date*: CITIC Bank International Limited (the “Issuer”) Issue of US$500,000,000 6.875 per cent Fixed Rate Notes due June 2020 Important Risk Warning: This is an investment product. The investment decision is yours but you should not invest in this product unless the intermediary who sells it to you has explained to you that the product is suitable for you having regard to your financial situation, investment experience and investment objectives. The Notes are NOT equivalent to a time deposit. Issuer’s risk - The Notes are subject to both the actual and perceived measures of credit worthiness of the Issuer. There is no assurance of protection against a default by the Issuer in respect of the repayment obligations. In the worst case scenario, you might not be able to recover the principal and any coupon if the Issuer defaults on the Notes. Additional risks are disclosed in the section of “Risk Factors” below and in the relevant offering documentation of the Notes (which is available upon request). Please refer to it for details. WARNING The contents of this Term Sheet have not been reviewed by any regulatory authority in Hong Kong. You are advised to exercise caution in relation to the offer. If you are in any doubt about any of the contents of this document, you should obtain independent professional advice. IMPORTANT If you are in doubt as to any aspect of this offer, you should consult a licensed securities dealer, bank manager, solicitor, certified public accountant or other professional adviser. Unless otherwise specified in this Term Sheet, any capitalised terms used but not defined in this Term Sheet shall have their meanings as set out in the offering documentation of the Notes (which is available upon request). * If you receive this Term Sheet via email, the date of the Term Sheet is the date as stated on the email to which it is attached. If you receive this Term Sheet via fax, the date of the Term Sheet is the date as stated on the document header or on the cover letter which accompanies the Term Sheet. If you are viewing this Term Sheet over the internet, the date of the Term Sheet is the date as stated on the webpage to which it is shown.

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    Date*:CITIC Bank International Limited (the Issuer)

    Issue of US$500,000,000 6.875 per centFixed Rate Notes due June 2020

    Important Risk Warning: This is an investment product. The investment decision is yours but you should not

    invest in this product unless the intermediary who sells it to you has explained to youthat the product is suitable for you having regard to your financial situation,investment experience and investment objectives.

    The Notes are NOT equivalent to a time deposit. Issuers risk - The Notes are subject to both the actual and perceived measures of

    credit worthiness of the Issuer. There is no assurance of protection against a default bythe Issuer in respect of the repayment obligations. In the worst case scenario, youmight not be able to recover the principal and any coupon if the Issuer defaults on theNotes.

    Additional risks are disclosed in the section of Risk Factors below and in therelevant offering documentation of the Notes (which is available upon request).Please refer to it for details.

    WARNING

    The contents of this Term Sheet have not been reviewed by any regulatoryauthority in Hong Kong. You are advised to exercise caution in relation to theoffer. If you are in any doubt about any of the contents of this document, youshould obtain independent professional advice.

    IMPORTANT

    If you are in doubt as to any aspect of this offer, you should consult a licensedsecurities dealer, bank manager, solicitor, certified public accountant or otherprofessional adviser.

    Unless otherwise specified in this Term Sheet, any capitalised terms used but notdefined in this Term Sheet shall have their meanings as set out in the offeringdocumentation of the Notes (which is available upon request).

    * If you receive this Term Sheet via email, the date of the Term Sheet is the dateas stated on the email to which it is attached. If you receive this Term Sheet viafax, the date of the Term Sheet is the date as stated on the document header or onthe cover letter which accompanies the Term Sheet. If you are viewing this TermSheet over the internet, the date of the Term Sheet is the date as stated on thewebpage to which it is shown.

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    Term SheetIssuer CITIC Bank International Limited

    Guarantor NoneSeries No: 2Tranche No: 1ISIN Code: XS0520490672

    Type Fixed Rate Subordinated Notes

    Rating(A rating is not arecommendation to buy, sellor hold securities and may besubject to suspension, changeor withdrawal at any time bythe assigning rating agency.Please contact HSBC staff ifyou wish to obtain (if any)updated ratings informationprior to making yourinvestment.)

    Issuers rating: Baa1 (Moodys), as at 2 February,2017

    Guarantors rating: N/A

    The Notes rating: Baa3 (Moodys) / N/A (S&P), as at08 June 2015

    (Source: Bloomberg)

    Status of the Notes Dated Subordinated Notes

    If the Notes are specified as Dated SubordinatedNotes in the applicable Pricing Supplement, theDated Subordinated Notes and the relative Receiptsand Coupons constitute direct, unconditional,unsecured, subordinated obligations of the Issuer,ranking pari passu without any preference amongthemselves.

    In the event of the Winding-Up of the Issuer, theclaims of the Trustee, the Noteholders, theReceiptholders and the Couponholders against theIssuer in respect of the Dated Subordinated Notesand the relative Receipts and Coupons will besubordinated in right of payment to the claims ofdepositors and all other unsubordinated creditors ofthe Issuer and will rank, in the event of the Winding-Up of the Issuer, at least pari passu in right ofpayment with all other Subordinated Indebtedness,present and future, of the Issuer in the mannerprovided in the Trust Deed. Claims in respect of theNotes will rank in priority to the rights and claims ofholders of subordinated liabilities which by theirterms rank or are expressed to rank in right ofpayment junior to the Notes and of all classes ofequity securities of the Issuer. Any amounts paid tothe Trustee in the Winding-Up of the Issuer asaforesaid will be held on trust for distribution in

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    satisfaction of the claims of unsubordinated creditorsto the extent (if any) not fully paid and thereafter inor towards payment of the amounts due under theDated Subordinated Notes and the relative Receiptsand Coupons. For these purposes, SubordinatedIndebtedness means all indebtedness which issubordinated, in the event of the winding-up of theIssuer, in right of payment to the claims of depositorsand other unsubordinated creditors of the Issuer, andfor this purpose indebtedness shall include allliabilities, whether actual or contingent.

    Issue Date 24 June 2010Maturity Date * 24 June 2020Coupon 6.875 percent per annumCoupon frequency Semi AnnualCall Option N/ARedemption for TaxReasons N/A

    Redemption upon Changeof Control/other specifiedevent

    N/A

    Redemption upon SpecificEvents N/A

    Offering Documentation The Prospectus and Pricing Supplement dated June2010.Currency & Amount ofthe issue USD 500,000,000

    Interest CommencementDate 24 June 2010

    Denomination USD 100,000 and integral multiples of USD 1,000 inexcess thereofMinimum InvestmentAmount Per investor: USD 100,000

    Redemption at maturity At par (100%)

    Interest Payment Date(s) *24th June and December in each year commencing on24th December 2010 up to and including the MaturityDate

    Listing and Pricing(Please contact HSBC staff for(if any) updated pricinginformation prior to makingyour investment.)

    The Notes are listed on the Singapore StockExchange (the Exchange).

    Certain information with regards to the price andturnover (if any) of the Notes may be available on theExchange website at www.sgx.com

    The information with regards to the last closing priceand historical prices of the Notes, which required bySecurities and Futures Ordinance Schedule 7 Part 1

    http://www.sgx.com

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    Section 1 (b), (c), (d) and (e), are not included in thedocument because: there is no record of any trading activity of the Noteson the Exchange; the historical prices including but not limited to theclosing price on the last trading day immediatelypreceding (a) this offer, (b) the public announcementin relation to this offer and (c) each of the 6 monthsimmediately preceding this offer, as well as thehighest and the lowest closing prices during theperiod of last 6 months, are not available publiclythrough the Exchange and/or other public sources.

    Description of the Issuer(from P.78 of Prospectus)

    The Issuer is incorporated and licensed in Hong Kongwith business operations and presence spanningacross Hong Kong, Macau, the PRC, the UnitedStates and the Cayman Islands. It is wholly-owned byCITIC International Financial Holdings Limited(CIFH), which in turn is 70.32 per cent. owned byChina CITIC Bank Corporation Limited (CNCB), and29.68 per cent. owned by Banco Bilbao VizcayaArgentaria, S.A. (BBVA) of Spain. CNCB is 62.33per cent. owned by CITIC Group (CITIC or theCITIC Group) and 15 per cent. owned by BBVA. Byproviding value-creating financial solutions to meetthe wealth management and international businessobjectives of its Greater China and overseascustomers, the Issuer aspires to be the China Bank ofChoice in Asia with international standards andcapabilities.

    As at the date of this Offering Circular, the Issuer hada network of 28 branches in Hong Kong, and a brancheach in Macau, Shanghai, New York, Los Angelesand the Cayman Islands. Additionally, the Issuerswholly-owned subsidiary, HKCB Finance Limited(HKCBF), specialises in the provision of consumercredit and related services in Hong Kong while itsPRC-incorporated wholly-owned subsidiary, CITICKa Wah Bank (China) Limited (CKWB China), isheadquartered in Shenzhen with branch presence inBeijing and Shanghai.

    The Issuer is an integral part of CITICs internationalcommercial banking strategy. It is CITICs exclusivevehicle to develop commercial banking business inHong Kong, as well as the commercial bankingplatform for new business expansion for CITIC andBBVA in Asia. As part of CITICs strategy torestructure and align its commercial banking

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    businesses in Hong Kong and Mainland China whichis currently operated through the Bank and CNCB,respectively, CITIC privatised CIFH in November2008 as the first step of CITICs overall strategy torestructure and align its commercial banking businessin Hong Kong and Mainland China and to facilitateand maximise synergies from the tripartitecooperation between the Bank, CNCB and BBVA.

    Contact Information of theIssuer

    RegisteredOfficeAddress:

    3rd Floor Ka Wah Bank Centre232 Des Voeux Road CentralHong Kong

    Fees & Charges Safe CustodyWaived

    Interest CollectionWaived

    Redemption at MaturityWaived

    Stamp Duty No Hong Kong stamp duty is payable on the purchaseof the Notes

    * Actual payment dates are subject to the payment received from the relevant custodian whichmaybe beyond the stated date due to time zone difference and different lead time required byindividual paying agent.

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    Risk Factors

    There are investment risks involved in buying the Notes (including the risks set out in theRisk Factors below and the risks disclosed in the relevant offering documentation of theNotes, which is available upon request). Before applying for any of the Notes, you shouldconsider the risks involved in investing in the Notes and consider whether the Notes aresuitable for you in light of your own financial circumstances and investment objectives. Ifyou are in any doubt, you should get independent professional advice.

    Risk factors relating to the Notes in general

    The Notes are mainly for medium to long term investment, not for short termspeculation. You should be prepared to invest your funds in the Notes for the fullinvestment tenor; you could lose part or all of your investment if you choose to sellthe Notes prior to maturity.

    The Notes are not equivalent to, nor should they be treated as a substitute for, timedeposit. They are NOT protected deposits and are NOT protected by the DepositProtection Scheme in Hong Kong.

    Receipt of any interest and principal amount at maturity of the Notes is subject tothe credit risk and default risk of the Issuer. In case of default, the holder of theNotes may not be able to receive back the principal amount invested or any interestpayable on the Notes. The holder of the Notes bears the credit risk and the defaultrisk of the Issuer and has no recourse to HSBC unless HSBC is the Issuer itself.

    One or more independent credit rating agencies may assign credit ratings to an issueof the Notes and the Issuer. Credit ratings may not reflect all of the risks related tothe Notes, the Issuer and other factors that may affect the value of the Notes. Creditratings do not guarantee the creditworthiness of the Issuer.

    A credit rating by the rating agency is not a recommendation to buy, sell or holdsecurities and may be subject to revision, suspension or withdrawal at any time. Asuspension, reduction or withdrawal at any time of any rating assigned to the Notesmay adversely affect the market price of the Notes.

    The market price of the Notes may fluctuate with market changes. Factors affectingthe market price of the Notes include, but are not limited to, fluctuations in interestrates, credit spreads, and liquidity premiums. In particular, investment in the Notesis susceptible to fluctuations in interest rates which may adversely affect the valueof the Notes. The price of the Notes may generally fall when the interest rates rise.The fluctuation in yield generally has a greater effect on prices of longer tenor notes.There is an inherent risk that losses may be incurred rather than profit made as aresult of buying and selling the Notes.

    The Issuer may have the right (but not the obligation) to early redeem the Notesprior to maturity date upon occurrence of certain events (please refer to the offeringdocumentation of the Notes for details). If the Issuer exercises its right to redeem theNotes before they mature, you may suffer a substantial loss under the Notes and youmay not be able to enjoy the same rates of return when you re-invest the amountreceived under such early redemption in other investments with similar riskparameters.

    If you wish to sell the Notes, HSBC may but is not obliged to repurchase thembased on the prevailing market price under normal market circumstances, but the

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    selling price may differ from the original buying price due to changes in marketconditions.

    There may be exchange rate risks if you choose to convert payments made on theNotes to your home currency.

    Notes may have no established trading market when issued, and one may neverdevelop. Even if a secondary market does develop, the secondary market for theNotes may not provide significant liquidity or may trade at prices based on theprevailing market conditions and may not be in line with your expectations.Therefore, you may not be able to sell the Notes easily before maturity or at pricesthat will provide you with a yield comparable to similar investments that have adeveloped secondary market.

    Notes which are subordinated

    The payment obligations of the Issuer are unsecured and subordinated-obligations of the Issuer. This means that, upon the occurrence of anyinsolvency or winding-up of the Issuer, the claims of the Noteholders will besubordinated in right of payment and will rank behind the claims of, amongstothers, the holder of the unsubordinated debentures (if any) and otherunsubordinated indebtedness of the Issuer. Therefore, in a winding-upproceeding, the Noteholders may recover less than the holders of otherunsubordinated liabilities of the Issuer.

    There is no restriction on the amount of securities which the Issuer may issue-and which rank senior to, or pari passu with, the Notes. The issue of any suchsecurities may reduce the amount recoverable by you in case of a winding-up ofthe Issuer. The Notes are subordinated obligations of the Issuer. Accordingly,in the winding-up of the Issuer, there may not be a sufficient amount to satisfythe amounts owing to holders of the Notes.

    You will bear higher risks than holders of the Issuers unsubordinated-noteholders (if any) and other unsubordinated indebtedness due to a lowerpriority of claim in the event of the Issuers insolvency except those claimswhich rank pari passu with or junior to the Notes.

    The Notes may pay a higher rate of coupon than comparable Notes which are-not subordinated, however, there is a real risk that you will lose all or some ofits investment and will not receive a full return of the principal amount or anyunpaid amounts due under the Notes.

    Please be aware the concentration risk of investing in bonds issued by the same-issuer or companies by the same group. A degrading of any of the groupcompany's credit rating may expose the whole group to contagion risk. Pleasebe also aware the risk of over concentrating investment in the high riskinvestment products.

    Please refer to the offering documentation of the Notes for other risk factors relating to theIssuer and the Notes.

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    Investors Commitment and Acknowledgements

    When you place your order for the Notes, you are deemed to make a series of confirmationsand acknowledgements, including that you:

    have read and understood this Term Sheet, including the risks of investing in the Notes(i)as explained in the section Risk Factors before making any investment decision;

    understand that you should refer to the relevant offering documentation of the Notes,(ii)which is available upon request, for further details on the terms of the Notes and risksinvolved before making any investment decision;

    confirm that you are prepared to invest your funds in the Notes for the full investment(iii)tenor; you could also lose part or all of your investment if you choose to sell yourNotes prior to maturity;

    understand that this document is not intended to provide and should not be relied upon(iv)for tax, legal or accounting advice, investment recommendations or credit worthinessor other evaluation of the Issuer; prospective investors should consult their tax, legal,accounting and/or other advisors; and

    understand that you should avoid excessive investment in a single type investment,(v)with regard to its total proportion of your overall portfolio, in order to guard againstoverexposure to any single investment.

    How to find out the current market value of your investment after purchase?

    The current market value of your investment will be available upon request. Please contactour staff at any HSBC branch in Hong Kong.

    Note: If you have any feedback or complaint about any aspect of the service you have received,please contact our Hong Kong branches, call (852) 2233 3322 for HSBC Premier customers,(852) 2748 8333 for HSBC Advance customers or (852) 2233 3000 for Other Personal Bankingcustomers, or write to the Customer Relations Department at P.O. Box No. 71169 KowloonCentral Post Office, or send an email to [email protected]. We will respond to acomplaint within a reasonable period of time normally not exceeding 30 days in generalcircumstances. If you are not satisfied with the outcome of your complaint, you have the rightto refer the matter to the Banking Services Complaints Unit of Hong Kong Monetary Authorityat 55th Floor Two International Finance Centre, 8 Finance Street, Central, Hong Kong. Formonetary dispute, you have the right to refer the matter to the Financial Dispute ResolutionCentre Unit 3701-4, 37/F, Sunlight Tower, 248 Queens Road East, Wan Chai, Hong Kong.

    References to websites

    References to the websites stated in this document where further information may beobtained are intended as guides for you to access further public information on the securities.Information appearing on such websites is not part of the offering documents. HSBC acceptno responsibility whatsoever that such other information, if available, is accurate and/or up-to-date, and no responsibility is accepted in relation to any such information by us and ourrespective affiliates.

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    DisclaimerThe Hongkong and Shanghai Banking Corporation Limited (HSBC) has issued this document. Theinformation contained in this termsheet is derived from sources HSBC believes to be reliable, but whichHSBC has not independently verified. HSBC makes no representation or warranty (express or implied)of any nature nor is any responsibility of any kind accepted with respect to the completeness or accuracyof any information, projection, representation or warranty (expressed or implied) in, or omission from,this document. The information in this document does not constitute a solicitation for the purchase orsale of any securities, commodity or the Notes. Any opinions expressed therein are given in good faith,but are subject to change without notice. No liability is accepted whatsoever for any direct, indirect orconsequential loss arising from the use of this document. Please note that the above rates or prices arefor indicative purposes only and may vary in accordance with changes in market condition. Distributionof this document may be restricted by law in certain jurisdictions and the information contained herein isto the recipients and may not be reproduced or otherwise disseminated. HSBC and its affiliates and/orofficers, directors and employees may have positions in any instruments or currencies mentioned in thisdocument and may from time to time add to or dispose of such instruments or currencies. User of theinformation is advised to make independent judgment with respect to any matter contained herein.

    Issued by The Hongkong and Shanghai Banking Corporation Limited (HSBC) registered at1 Queens Road Central, Hong KongThe Hongkong and Shanghai Banking Corporation Limited is the distributor which is awholly owned subsidiary of HSBC Holdings plc, the holding company of the HSBC Group.

    The Hongkong and Shanghai Banking Corporation LimitedAuthorised and Regulated by Hong Kong Monetary AuthorityA registered institution under the Securities and Futures Ordinance, with CentralEntity Identity Number AAA523Registered Office: 1 Queens Road Central, Hong KongTel: +852 2996 6730, Member HSBC Group

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    *:

    ()500,000,0006.875%20206

    *

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    2

    1

    ISIN : XS0520490672

    Baa1201722

    Baa3201568

    2010624 * 2020624 6.875%

    20106 500,000,000 2010624

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    100,0001,000 : 100,000 (100%)

    * 624122420101224

    www.sgx.com

    711(b)(c)(d)(e)

    (a) (b)(c)

    78 )

    CIFHCIFH CNCBBanco BilbaoVizcaya Argentaria, S.A. BBVA70.32%29.68%CNCB BBVA 62.33%15%

    28 HKCBFCKWB China

    BBVA CNCB 2008 11 CIFH CNCB BBVA

    232 3

    http://www.sgx.com

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    *

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    -

  • 15

    -

    -

    -

    - ,

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    (i)

    (ii)

    (iii)

    (iv)

    (v)

    (852) 2233 3322(852) 2748 8333(852)2233 [email protected] 8 255 (24837 3701-04 )

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    1

    AAA5231 +852 2996 6730