This announcement is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for the Preference Shares. The information in this announcement is qualified in its entirety by, and should be read in conjunction with, the full text of the OIS.
This announcement may not be forwarded to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution or reproduction of this announcement in whole or in part is unauthorized.
OFFER OF 4.70% NON-CUMULATIVE, NON-CONVERTIBLE,
NON-VOTING PREFERENCE SHARES IN THE CAPITAL OF DBS BANK
Singapore, 10 November 2010 - DBS Bank Ltd. (the “DBS Bank” or “Issuer”) is pleased to announce that it proposes to offer for subscription up to S$500,000,000 in aggregate liquidation preference of 4.70% non-cumulative, non-convertible and non-voting preference shares (the “Preference Shares”) callable in 2020 in the capital of DBS Bank (the “Offer”), with an option to increase the Offer to up to S$800,000,000 in aggregate liquidation preference of Preference Shares (the “Upsize Option”).
The Issuer will offer up to S$500,000,000 in aggregate liquidation preference of Preference Shares at the issue price of S$100 per Preference Share to the public in Singapore through electronic applications made through ATMs belonging to DBS Bank (including POSB), Oversea-Chinese Banking Corporation Limited and United Overseas Bank Limited and its subsidiary, Far Eastern Bank Limited or the Internet Banking website of DBS Bank (the “Public Offer”). An application for the Preference Shares under the Public Offer is subject to a minimum of S$10,000 in liquidation preference of Preference Shares (or lots of 100 Preference Shares) and in integral multiples thereof.
The Issuer may also, at its sole discretion, offer (a) up to S$50,000,000 in aggregate liquidation preference of Preference Shares at the issue price of S$100 per Preference Share to the directors, management and employees of DBS Group Holdings Ltd (“DBSH”) and its subsidiaries (“Reserve Offer”); and (b) up to S$250,000,000 in aggregate liquidation preference of Preference Shares at the issue price of S$100 per Preference Share to institutional and other investors (the “Placement”), save that the maximum aggregate liquidation preference of the Preference Shares offered under the Reserve Offer and/or the Placement may not exceed S$250,000,000.
The Preference Shares may be re-allocated between the Public Offer, the Reserve Offer, if any, and the Placement, if any, at the sole discretion of the Issuer.
The Preference Shares carry a dividend rate of 4.70% per annum, payable semi-annually in arrear on 22 May and 22 November each year, subject to certain conditions. The Preference Shares are perpetual securities with no maturity date and are not redeemable at the option of the holder of the Preference Shares. The Issuer may redeem the Preference Shares for cash under certain circumstances.
The Preference Shares are intended to qualify as Tier 1 capital of DBS Bank. The purpose of the issue is for the DBS Group to exercise the calls on its outstanding Tier 1 instruments which are callable in 2011 (subject to regulatory approval), and to strengthen DBS Bank’s capital base so as to support its growth initiatives.
Chng Sok Hui, Chief Financial Officer of DBS Bank, said: "The response to our recent
S$1.7 billion preference shares offering is a reflection of the confidence that institutional investors have in DBS. We are pleased to now offer a retail tranche of S$500 million to meet demand from individual investors.”
The Preference Shares have been rated “A” by Fitch Ratings, “A3” by Moody’s Investors Services, Inc and “A” by Standard and Poor’s Rating Services. The Preference Shares are expected to be listed on the Main Board of the Singapore Exchange Securities Trading Limited from 23 November 2010, and will be traded in board lots of 100 Preference Shares.
Approval-in-principle (the “Listing Approval”) from the Singapore Exchange Securities Trading Limited (the “SGX-ST”) has been obtained on 9 November 2010 for the listing and quotation of the Preference Shares on the Main Board of the SGX-ST. The Listing Approval should not be taken as an indication of the merits of the Issuer and its consolidated subsidiaries, DBSH, the Preference Shares or the Offer.
The Public Offer will open at 9.00 a.m. on 11 November 2010 and close at 12.00 noon on 18 November 2010, subject to changes as may be announced.
The Offer Information Statement dated 10 November 2010 (“OIS”) lodged with the Monetary Authority of Singapore today can be obtained at selected branches of DBS Bank (subject to availability) and may be downloaded from the MAS’s OPERA website http://masnet.mas.gov.sg/opera/sdrprosp.nsf. Applications for the Preference Shares must be made in accordance with the terms and conditions set out in OIS.
DBS - Living, Breathing Asia
DBS is one of the largest financial services groups in Asia with operations in 15 markets. Headquartered in Singapore, DBS is a well-capitalised bank with "AA-" and "Aa1" credit ratings that are among the highest in the Asia-Pacific region.
As a bank that specialises in Asia, DBS leverages its deep understanding of the region, local culture and insights to serve and build lasting relationships with its clients. DBS provides the full range of services in corporate, SME, consumer and wholesale banking activities across Asia and the Middle East. The bank is committed to expanding its pan-Asia franchise by leveraging its growing presence in mainland China, Hong Kong and Taiwan to intermediate the increasing trade and investment flows between these markets. Likewise, DBS is focused on extending its end-to-end services to facilitate capital within fast-growing countries in Indonesia and India.
DBS acknowledges the passion, commitment and can-do spirit in each of its 14,000 staff, representing over 30 nationalities. For more information, please visit www.dbs.com.