United Overseas Bank Limited (UOB)
Indicative
Full Lot
Indicative price as of 19 Oct 2023, 12:00am
Bond Issuer
United Overseas Bank Limited (UOB)
Guarantor
-
Announcement Date
11 Oct 2017
Issue Date
19 Oct 2017
Maturity Date
Perpetual
Years to Maturity / Next Call
Perpetual / 0.542
Modified Duration
-
Issue / Reoffer Price
100.000
Issue / Reoffer Yield
3.875
Coupon Type
Variable
Annual Coupon Rate
3.875
Coupon Frequency
Semi Annually
Seniority
Junior Subordinated
Capital Structure
Junior Subordinated
Reference Rate
Reset Date: 19 October 2023 & every 5 years thereafter
Reset Rate: 5yr USD Swap Rate + Initial Spread (1.794%)
ISIN
XS1699845068
CUSIP
AP5359645
Bond Currency
USD
Total Issue Size
650,000,000
Min. Investment Quantity (Nominal)
USD 200,000
Incremental Quantity (Nominal)
USD 1,000
Bond Type
Corporate
Bond Sector
Financials
Bond Sub Sector
Banks
Issuer Credit Rating (S&P/ Fitch)
***/ AA-
Bond Credit Rating (S&P/ Fitch)
***/ BBB+
Shariah Compliant
No
Exchange Listed
SGX
Earlier of the MAS notifying the Issuer in writing (i) that EVENT it is of the opinion that a write-off is necessary or (ii) of its decision to make a public sector injection of capital or equivalent support, (in each case) without which the Issuer would have become non-viable
WRITE-DOWN: Upon occurrence of a Loss Absorption Event, cancellation (PARTIAL ALLOWED): of the accrued distributions and if insufficient, permanent write-down (partial or in full) of the prevailing principal amount
Write-down amount is ascertained by the Issuer (and the Regulator is satisfied) such that the amount written-off will be sufficient to ensure that the Issuer ceases to be non-viable
Write-down pro rata with other Parity Tier 1 instruments that include loss absorption features
The Issuer may, at its sole discretion, elect to cancel any Distribution which is otherwise scheduled to be paid on a Distribution Payment Date by giving written notice to the Securityholders and to the Trustee and Agents at least 10 business days prior to the relevant Distribution Payment Date.
If a Distribution is not paid in accordance with the above condition, the Issuer is not under any obligation to pay that or any other Distributions that have not been paid. Such unpaid Distributions are non-cumulative and do not accrue Distribution.
Dividend Stopper
If Distribution Stopper is specified as being applicable in the relevant Pricing Supplement and on any Distribution Payment Date, payment of Distributions scheduled to be made on such date is not made by reason of this Condition 5, the Issuer shall not:
(i) declare or pay any dividends or other distributions in respect of the Junior Obligations (or contribute any moneys to a sinking fund for the payment of any dividends or other distributions in respect of any such Junior Obligations);
(ii) declare or pay, or permit any subsidiary of the Issuer (other than a subsidiary of the Issuer that carries on banking business) to declare or pay, any dividends or other distributions in respect of Parity Obligations the terms of which provide that making payments of dividends or other distributions in respect thereof are fully at the discretion of the Issuer (or contribute any moneys to a sinking fund for the payment of any dividends or other distributions in respect of any such Parity Obligations); and
(iii) redeem, reduce, cancel or buy-back any Parity Obligations or Junior Obligations or permit any subsidiary of the Issuer (other than a subsidiary of the Issuer that carries on banking business) to redeem, reduce, cancel or buy-back any Parity Obligations or Junior Obligations (or contribute any moneys to a sinking fund for the redemption, capital reduction or buy-back of any such Parity Obligations or Junior Obligations), 103 in each case, until (x) the Distribution scheduled to be paid on any subsequent Distribution Payment Date (which, for the avoidance of doubt, shall exclude any Distribution that has been cancelled in accordance with these Conditions prior to and in respect of a Distribution Payment Date preceding such subsequent Distribution Payment Date) has been paid in full to the Securityholders (or an amount equivalent to such Distribution scheduled to be paid on such subsequent Distribution Payment Date has been irrevocably set aside in a separately designated trust account for payment to the Securityholders); or (y) the Issuer is permitted to do so by an Extraordinary Resolution.
Provided that the prior approval of the MAS is obtained, if a Change of Qualification Event has occurred and is continuing, the Perpetual Capital Securities may be redeemed at the option of the Issuer in whole, but not in part, on giving not less than 30 but not more than 60 days prior written notice to the Securityholders and the Trustee (which notice shall be irrevocable), at the Early Redemption Amount, together with Distributions accrued but unpaid (if any) to (but excluding) the date fixed for redemption.
"Change of Qualification Event" means:
(i) as a result of a change to the relevant requirements issued by the MAS in relation to the qualification of the Perpetual Capital Securities as Additional Tier 1 Capital Securities or to the recognition of the Perpetual Capital Securities as eligible capital for calculating the total capital adequacy ratio of the Issuer (either on a consolidated orunconsolidated basis) ("Eligible Capital") or
(ii) as a result of any change in the application, or of official or generally published interpretation, of such relevant requirements issued by the MAS or any relevant authority, including a ruling or notice issued by the MAS or any relevant authority, or any interpretation or pronouncement by the MAS or any relevant authority that provides for a position with respect to such relevant requirements issued by the MAS that differs from the previously generally accepted position in relation to similar transactions or which differs from any specific written statements made by any authority regarding the qualification of the Perpetual Capital Securities as Additional Tier 1 Capital Securities of the Issuer or to the recognition of the Perpetual Capital Securities as Eligible Capital, which change or amendment (a) (subject to (b)) becomes effective on or after the Issue Date, or (b) in the case of a change to the relevant requirements issued by the MAS, on or after the Issue Date, the relevant Perpetual Capital Securities, in whole or in part, would not qualify as Additional Tier 1 Capital Securities or Eligible Capital of the Issuer; or
(iii) for any other reason, the Perpetual Capital Securities do not qualify as Additional Tier 1 Capital Securities or as Eligible Capital of the Issuer.
