SLIDE 1
THIS PRESENTATION, INCLUDING ANY INFORMATION CONTAINED HEREIN AND ANY INFORMATION, WHETHER OR NOT IN WRITING, SUPPLIED IN CONNECTION THEREWITH (THIS PRESENTATION) IS STRICTLY CONFIDENTIAL. THIS PRESENTATION IS FURNISHED TO YOU SOLELY FOR YOUR INFORMATION AND SHOULD NOT BE TREATED AS GIVING INVESTMENT ADVICE. THIS PRESENTATION, ANY RELATED MATERIALS AND THEIR CONTENTS ARE STRICTLY PRIVATE AND CONFIDENTIAL AND MAY NOT BE REPRODUCED, REDISTRIBUTED OR PASSED ON, DIRECTLY OR INDIRECTLY, TO ANY OTHER PERSON OR PUBLISHED, IN WHOLE OR IN PART, FOR ANY PURPOSE. THIS PRESENTATION IS NOT AN OFFER OR SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE OR SELL SECURITIES IN ANY JURISDICTION. IT IS SOLELY FOR USE AT AN INVESTOR PRESENTATION AND IS PROVIDED FOR INFORMATION PURPOSES ONLY. THIS PRESENTATION DOES NOT CONTAIN ALL OF THE INFORMATION THAT IS MATERIAL TO AN INVESTOR. THE INFORMATION IS NOT FOR GENERAL PUBLICATION, RELEASE OR DISTRIBUTION IN THE UNITED STATES, THE UNITED KINGDOM, AUSTRALIA, CANADA OR JAPAN. By attending the meeting where this Presentation is made, or by reading the presentation slides, you agree to be bound by the following limitations: This Presentation and any related presentation does not constitute an offering memorandum or prospectus intended for investors, in whole or part. Once it is available, you should consult the prospectus prepared by Bank Dhofar S.A.O.G. (the Bank) for more complete information about the Bank and the securities described herein. This Presentation does not constitute or form a part of, and should not be construed as, an offer, advertisement of an offer or invitation to subscribe for or purchase any securities of the Bank and shall neither form the basis of, or be relied on in connection with, any offer or commitment whatsoever. The information in this Presentation is subject to verification, completion and change. This Presentation provides an indicative summary of the terms and conditions of the securities and the transactions described herein and may be amended, superseded or replaced by subsequent summaries. The final terms and conditions of the transactions and securities will be set out in full in the applicable prospectus or other binding transaction document(s). Any decision to purchase the securities described herein in the context of the proposed transaction should be made solely on the basis of information contained in the actual offering documents relating to the securities, including the prospectus, and your independent analysis thereof. Any investment in the securities described herein will involve certain risks. See “Risk Factors” in the applicable prospectus. Arab Banking Corporation (B.S.C.), Barclays Bank PLC, Citigroup Global Markets Limited, Crédit Agricole Corporate and Investment Bank, Emirates NBD Bank PJSC, First Abu Dhabi Bank PJSC and HSBC Bank plc (the Joint Lead Managers) do not provide, and have not provided, any investment advice or recommendation to you in relation to the transactions or securities described herein and are not responsible for providing or arranging for the provision of any general financial, strategic or specialist advice, including legal, regulatory, accounting, model auditing or taxation advice or services or any other services in relation to the transactions or securities described herein. Accordingly, no Joint Lead Manager is under any obligation to, and shall not determine the suitability for you of the transactions or securities described herein. The information contained herein does not constitute investment, legal, accounting, regulatory, taxation or other advice and such information does not take into account your investment objectives or legal, accounting, regulatory, taxation or financial situation or particular needs. The securities mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act) or any U.S. State securities laws and may not be offered or sold in the United States or to, or for the account or the benefit of, U.S. persons as defined in Regulation S under the Securities Act unless an exemption from the registration requirements of the Securities Act is available and in accordance with all applicable securities laws of any state of the United States and any other jurisdiction. This Presentation is only being directed in the United Kingdom to (and this document and any related materials are intended for distribution in the United Kingdom only to): (i) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the Order); or (ii) high net worth entities and other persons to whom it can otherwise lawfully be communicated falling within Article 49(2)(a) to (d) of the Order, and (iii) any other persons to whom it may otherwise lawfully be distributed in accordance with the Order (all such persons in (i) to (iii) above together being referred to as relevant persons). In the United Kingdom, only relevant persons may attend this Presentation. If you are not a relevant person you should not attend this Presentation and should immediately return any materials relating to that meeting currently in your possession. The information in this Presentation is given in confidence and the recipients of this Presentation should not engage in any behavior which would or might amount to market abuse for the purposes of Regulation (EU) No 596/2014 or any other applicable law. This Presentation is an advertisement and is not a prospectus for the purposes of Regulation (EU) 2017/1129. The final prospectus, when published, will be available on the website of the Irish Stock Exchange plc, trading as Euronext Dublin, at https://www.ise.ie/Market-Data-Announcements/Debt/. The information contained in this document includes information obtained from the Bank’s records and publicly available sources and has not been independently verified by or on behalf of the Joint Lead Managers, the Bank or any of their respective affiliates. This Presentation has been prepared by the Bank. Neither the Joint Lead Managers, the Bank nor any of their respective directors, officers, employees or advisors nor any other person makes any representation or warranty, express or implied, as to the fairness, accuracy, adequacy or completeness of the information contained in this Presentation, the assumptions on which it is based, the reasonableness of any projections or forecasts contained herein or any further information supplied, or the suitability of any investment for your purpose. Neither the Joint Lead Managers, the Bank nor any of their respective directors, officers, employees, affiliates (within the meaning of Rule 405 under the Securities Act) or advisors nor any other person shall have or accept any liability (in negligence or otherwise) or responsibility whatsoever in respect of the information herein and shall not be liable for any loss, damage of any kind (including, without limitation, damages for misrepresentation under the Misrepresentation Act 1967) or other results howsoever arising, directly or indirectly, from any use of, or reliance on, this Presentation. Each of the Joint Lead Managers therefore disclaims any and all liability relating to this Presentation including without limitation any express or implied representations or warranties for statements contained in, and omissions from, the information herein. The Joint Lead Managers are acting solely in the capacity
- f an arm’s length counterparty and not in the capacity of your financial adviser or fiduciary.
This Presentation contains forward-looking statements with respect to future results, performance and achievements that are subject to risk and uncertainties and reflect management’s views and assumptions formed by available information. All statements other than statements of historical fact are statements that could be considered forward-looking statements. When used in this document, words such as “may”, “will”, “should”, “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan”, “project”, “seek” or “target” and similar expressions, as they relate to the Bank and the market in which it operates, are intended to identify forward-looking statements. Many factors could cause the actual results, performance or achievements of the Bank to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, changes in general economic and business conditions, changes in currency exchange rates and interest rates, introduction of competing products by other companies, lack of acceptance of new products or services by the Bank’s targeted customers, inability to meet efficiency and cost reduction objectives, changes in business strategy and various other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described
- herein. The Bank does not intend or assume any obligation to update these forward-looking statements.
In this document various financial measures that are not measures of financial performance or liquidity under IFRS are presented. This Presentation speaks as of the date hereof and is subject to change without notice or liability to any person. Neither the delivery of this Presentation nor any further discussion of the Bank with any of the recipients shall, under any circumstances, create any implication that there has been no change in the affairs of the Bank since such date. This material is given in conjunction with an oral presentation and should not be taken out of context. MiFID II professionals / ECPs-only / No PRIIPs KID – Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in European Economic Area or in the United Kingdom. Notification under Section 309B(1)(C) of the Securities and Futures Act (Chapter 289) of Singapore – In connection with Section 309B of the Securities and Futures Act (Chapter 289) of Singapore, as modified or amended from time to time (the SFA) and the Securities and Futures (Capital Markets Products) Regulations 2018 (the CMP Regulations 2018), the Bank has determined, and hereby notifies all relevant persons (as defined in Section 309A(1) of the SFA), that the Capital Securities are prescribed capital markets products (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products). Offers and sales to professional investors only as defined in the Securities and Futures Ordinance (cap.571) of Hong Kong (the SFO) and any rules made under the SFO.
Disclaimer
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