Cloverie PLC for Zurich Insurance Co Ltd
Indicative
Full Lot
Indicative price as of 21 Jan 2022, 12:00am
Bond Issuer
Cloverie PLC for Zurich Insurance Co Ltd
Guarantor
-
Announcement Date
13 Jul 2016
Issue Date
20 Jul 2016
Maturity Date
Perpetual
Years to Maturity / Next Call
Perpetual / 0.292
Modified Duration
-
Issue / Reoffer Price
100.000
Issue / Reoffer Yield
4.750
Coupon Type
Fixed
Annual Coupon Rate
4.750
Coupon Frequency
Semi Annually
Seniority
Junior Subordinated
Reference Rate
-
ISIN
XS1449950663
CUSIP
LW8526623
Bond Currency
USD
Total Issue Size
-
Outstanding Issue Size
1,000,000,000
Min. Investment Quantity (Nominal)
USD 200,000
Incremental Quantity (Nominal)
USD 1,000
Bond Type
Corporate
Bond Sector
Financials
Bond Sub Sector
Insurance
Issuer Credit Rating (S&P/ Fitch)
***/ N.R
Bond Credit Rating (S&P/ Fitch)
***/ AAA
Shariah Compliant
No
Exchange Listed
Others
There may be paid, on each Optional Interest Payment Date, interest accrued in respect of the Interest Period which ends on such Optional Interest Payment Date but the relevant Issuer shall have the option to defer payment of interest on the Notes which would otherwise be payable on such date. The relevant Issuer will only be allowed to exercise its option to defer payment of interest on the Notes on such Optional Interest Payment Date for a period of up to five years (a "Fixed Term Deferred Interest Payment").
- Dividend Stopper
(i) no dividend has been declared or paid on any class of share capital of ZIG; and
(ii) no interest, distribution or other payments have been made (a) on any securities issued or guaranteed by ZIC in its capacity as issuer or guarantor, respectively and the claims in respect of such securities or, as applicable, guarantee rank junior to, or pari passu with, the claims of holders of Subordinated Notes issued by ZIC or, as applicable, under a ZIC Subordinated Guarantee; or (b) on any securities issued by the relevant Issuer (other than ZIC) and the claims in respect of such securities rank junior to, or pari passu with, the claims of holders of Subordinated Notes issued by the relevant Issuer (other than ZIC); or (c) on any securities issued or guaranteed by ZIG (unless, in each case aforesaid, such payment was compulsory on such securities or required due to the repayment of such securities).
Mandatory solvency deferral of interest
If a Solvency Event has occurred and is continuing as at the relevant Deferral Determination Date, then, in relation to any Interest Payment which is otherwise scheduled to be paid on an Interest Payment Date, the relevant Issuer shall defer such Interest Payment, and shall defer the relevant Solvency Shortfall if, were the Relevant Entity to make payment of the relevant Interest Payment, a Solvency Event would as at the date of such payment occur except that the relevant Issuer will not be required to defer such Interest Payment or Solvency Shortfall, as the case may be, if FINMA or any Successor Authority applicable at the time has exceptionally waived the deferral of such Interest Payment or Solvency Shortfall, notwithstanding the occurrence and/or continuation of a Solvency Event or that a Solvency Event would occur as a result of such payment.
Special Events Call Option
The Notes may be redeemed at the option of the relevant Issuer in whole, but not in part, at any Time (provided that the relevant Issuer shall not have the right to redeem the Notes following an Accounting Event and/or a Capital Event if such right of redemption would cause a Regulatory Event) at the Par plus accrued interest, if any.
"Accounting Event" means that an opinion of a recognised accounting firm has been delivered to the relevant Issuer or ZIG, stating that obligations of the relevant Issuer in respect of the Notes must not or must no longer be recorded under the Initial Accounting Treatment Methodology specified in the applicable Pricing Supplement (either "liabilities" or "equity"), (being the presentation of the Notes under IFRS as at the Issue Date) on the balance sheet of ZIG published in its annual consolidated financial statements pursuant to IFRS and this cannot be avoided by the relevant Issuer or, as the case may be, ZIG taking such reasonable measures as the relevant Issuer or ZIG (acting in good faith) deems appropriate. The relevant Issuer will deliver the applicable opinion to the Trustee.
"Capital Event" means a change by a nationally recognised statistical rating organisation to its equity credit criteria, or the interpretation or application thereof, for securities such as the Notes, as such criteria are in effect on the Issue Date (the "current criteria"), which change has been confirmed in writing to the relevant Issuer or ZIG by such organisation and which results in a lower equity credit being given to the Notes as of the date of such change by such nationally recognised statistical rating organisation as compared with the equity credit pursuant to its current criteria.
"Regulatory Event" means the occurrence of any of the following events which occurrence cannot be avoided by the relevant Issuer or the Guarantor or ZIG taking such reasonable measures as they (acting in good faith) deem appropriate:
(A) prior to the implementation of the Future Regulations, FINMA or any Successor Authority states that the Notes are no longer eligible to qualify as at least lower additional capital (in the case of Dated Subordinated Notes) or upper additional capital (in the case of Undated Subordinated Notes) pursuant to Art. 49 of the ISO (as defined below) in connection with Art. 22a of the ISO (as defined below), and no longer fulfil the requirements for such category, or equivalent thereof, for group or solo solvency purposes; or
(B) with effect from the implementation of the Future Regulations, the Notes do not qualify, or initially qualify but cease to so qualify, as at least Future Tier Two Capital under such Future Regulations (or an official application or interpretation of those regulations including a decision of a court or tribunal), save, in each case above, where such non-qualification thereof applicable to the Notes is only as a result of any applicable limitation on the amount of such capital.
If any of the events described in Condition 6(c) or 6(d) has occurred and is continuing, then the relevant Issuer may at any time either substitute all (but not some only) of the Notes for, or vary the terms of the Notes so that they remain or, as appropriate, become, Qualifying Securities and the Trustee shall agree to such substitution or variation.