ATTIJARIWAFA BANK SA P R O S P E C T U S S U M M A R Y
ATTIJARIWAFA BANK S.A
ISSUE OF SUBORDINATED BONDS FOR A MAXIMUM GLOBAL AMOUNT OF MAD 500,000,000
The AMMC-approved prospectus consists of:
- This Securities Note
- Attijariwafa bank's Reference Document relating to the 2020 financial year and the first half of 2021, registered by the AMMC on December 13, 2021, under the reference EN/EM/032/2021
Tranche A (Listed) | Tranche B (Listed) | Tranche C | Tranche D | |||||||||
(Not listed) | (Not listed) | |||||||||||
Ceiling | MAD 500,000,000 | MAD 500,000,000 | MAD 500,000,000 | MAD 500,000,000 | ||||||||
Principle repayment | 5,000 subordinated bonds | 5,000 subordinated bonds | 5,000 subordinated bonds | 5,000 subordinated bonds | ||||||||
Risk premium | MAD 100,000 | MAD 100,000 | MAD 100,000 | MAD 100,000 | ||||||||
Repayment guarantee | 7 years | 7 years | 7 years | 7 years | ||||||||
Revisable on an annual basis, | Revisable on an annual basis, | |||||||||||
Fixed, the reference to the | the reference rate for the | Fixed, the reference to the | the reference rate for the | |||||||||
nominal rate is the 7-year | nominal interest rate is the 52- | nominal rate is the 7-year | nominal interest rate is the 52- | |||||||||
Treasury Bonds rate computed | week Treasury Bills rate | Treasury Bonds rate computed | week Treasury Bills rate | |||||||||
on the secondary market yield | (monetary rate) as computed | on the secondary market yield | (monetary rate) as computed | |||||||||
Allocation method | curve, as it will be published | on the secondary yield curve, | curve, as it will be published | on the secondary yield curve, | ||||||||
by Bank Al-Maghrib on | as it will be published by Bank | by Bank Al-Maghrib on | as it will be published by Bank | |||||||||
December 16, 2021, increased | Al-Maghrib on December 16, | December 16, 2021, increased | Al-Maghrib on December 16, | |||||||||
by a risk premium ranging | 2021, increased by a risk | by a risk premium ranging | 2021, increased by a risk | |||||||||
between 50 and 55 basis points | premium ranging between 40 | between 50 and 55 basis points | premium ranging between 40 | |||||||||
and 45 basis points | and 45 basis points | |||||||||||
Tradability of securities | In fine | In fine | In fine | In fine | ||||||||
Principle repayment | Between 50 and 55 pbs | Between 40 and 45 pbs | Between 50 and 55 pbs | Between 40 and 45 pbs | ||||||||
Risk premium | None | None | None | None | ||||||||
Repayment guarantee | French Auction with priority for tranches A and C (fixed rate), then for tranches B and D (annually revisable rate) | |||||||||||
Allocation method | Tradable in the Casablanca | Tradable in the Casablanca | OTC (off-market) | OTC (off-market) | ||||||||
Stock Exchange | Stock Exchange | |||||||||||
Subscription period: from December 21 to 23, 2021 included
Issue reserved to qualified investors under Moroccan Law as defined in this Securities Note
Advisory Body | Placement Agent |
Attijari Finances Corp.
APPROVAL OF THE MOROCCAN CAPITAL MARKET AUTHORITY (AMMC)
In accordance with the provisions of the AMMC circular, issued pursuant to Article 5 of the Dahir Law No. 1 -12-55 dated December 28, 2012, promulgating Law No. 44-12 on public offerings and information required of legal entities and savings organizations, this prospectus has been approved by the AMMC on December 13, 2021, under reference no. VI/EM/037/2021.
This Securities Note forms only part of the AMMC-approved prospectus. The latter consists of the following documents:
- This Securities Note
- Attijariwafa bank's Reference Document relating to the 2020 financial year and the first half of 2021, registered by the AMMC on December 13, 2021, under the reference EN/EM/032/2021
DISCLAIMER
The Moroccan Capital Market Authority (AMMC) approved, on December 13, 2021, a prospectus summary related to the issue of subordinated bonds by Attijariwafa bank
The subordinated bond differs from the conventional bond because of the rank of the receivables contractually defined by the subordination clause. The effect of the latter is to condition, in the event of liquidation of the issuer, the repayment of the loan to the disinvestment of all the secured or unsecured creditors
The AMMC-approved prospectus is available at any time at the following places:
-
Attijariwafa bank headquarters: 2, boulevard Moulay Youssef -Casablanca.
Phone: 05.22.29.88.88, and on its website: http://ir.attijariwafabank.com; - Attijari Finances Corp.: 163, avenue Hassan II - Casablanca.
Phone: 05.22.47.64.35.
The prospectus is available to the public on AMMC website (www.ammc.ma).
This summary has been translated by LISSANIAT under the joint responsibility of the said translator and Attijariwafa bank. In the event of any discrepancy between the contents of this summary and the AMMC-approved prospectus, only the approved prospectus will prevail.
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Attijariwafa bank Prospectus Summary - Subordinated Bond Issue
PART I: PRESENTATION OF THE OPERATION
- OBJECTIVES OF THE OPERATION
The main objective of this issue is to:
- strengthen the current regulatory capital and, consequently, strengthen the solvency ratio of Attijariwafa bank;
- finance the bank's organic development in Morocco and abroad;
- anticipate the various regulatory changes in the countries of presence.
In accordance with Bank Al-Maghrib's Circular 14/G/2013 on the calculation of the regulatory capital requirements of credit institutions, as amended and supplemented, funds collected through this operation will be classified as additional Tier 2 capital.
- STRUCTURE OF THE OFFER
Attijariwafa bank intends to issue 5,000 subordinated bonds with a nominal value of MAD
100,000. The total amount of the operation amounts to MAD 500,000,000 divided as follow:
- tranche "A" with a 7-year maturity and a fixed rate, listed on the Casablanca Stock Exchange, ceiled at MAD 500,000,000 and with a MAD 100,000 nominal value (repayment of the principal in fine);
- tranche "B" with a 7-year maturity and an annually revisable rate, listed on the Casablanca Stock Exchange, ceiled at MAD 500,000,000 and with a MAD 100,000 nominal value (repayment of the principal in fine);
- tranche "C" with a 7-year maturity and a fixed rate, not listed on the Casablanca Stock Exchange, ceiled at MAD 500,000,000 and with a MAD 100,000 nominal value (repayment of the principal in fine);
- tranche "D" with a 7-year maturity and an annually revisable rate, not listed on the Casablanca Stock Exchange, ceiled at MAD 500,000,000 and with a MAD 100,000 nominal value (repayment of the principal in fine).
The total amount allotted over the four tranches shall in no case exceed the amount of MAD 500,000,000.
In case the bond issue is not totally subscribed for, the amount of the issue will be limited to the amount effectively subscribed for.
This issue is reserved to qualified investors of Moroccan Law as indicated in this securities note.
The restriction of subscription to qualified investors of Moroccan Law is intended to facilitate the management of subscriptions on the primary market. It is understood that any investor wishing to acquire bonds will be able to obtain them on the secondary market.
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Attijariwafa bank Prospectus Summary - Subordinated Bond Issue
- INFORMATION RELATED TO ATTIJARIWAFA BANK'S SUBORDINATED BONDS
Disclaimer: The subordinated bond is distinguished from the classical bond by the rank of loans contractually defined by the subordination clause. The effect of the subordination clause is to condition, in case of liquidation of the issuer, the repayment of the funds borrowed to all secured or unsecured creditors.
Characteristics of tranche A (Fixed rate, with in fine repayment of the principal, a 7-year maturity and listed on the Casablanca Stock Exchange)
Nature of securities | Subordinated bonds listed on the Casablanca Stock Exchange, |
entirely dematerialized by registration with the central securities | |
depositary (Maroclear) and entered into account at the chartered | |
financial intermediaries. | |
Legal form | Bearer bond |
Tranche ceiling | MAD 500,000,000 |
Maximum number of securities to be | 5,000 subordinated bonds |
issued | |
Nominal value | MAD 100,000 |
Issue price | 100%, i.e. MAD 100,000 |
Repayment price | 100%, i.e. MAD 100,000 |
Loan maturity | 7 years |
Subscription period | From December 21 to 23, 2021 included |
Dividend date | December 30, 2021 |
Maturity date | December 30, 2028 |
Allocation method | French Auction with priority for tranches A and C (fixed rate), then |
for tranches B and D (annually revisable rate) | |
Face interest rate | Fixed rate |
The face interest rate is determined in reference to the 7-year | |
Treasury Bonds rate computed on the secondary market yield | |
curve, as it will be published by Bank Al-Maghrib on December | |
16, 2021. A risk premium ranging from 50 to 55 bps will be added. | |
If the 7-year maturity rate is not directly observable, the reference | |
rate is determined by the linear interpolation method using the two | |
points framing the full 7-year maturity (actuarial basis). | |
The reference rate and the facial interest rates will be published by | |
Attijariwafa bank on its website on December 16, 2021, in a | |
newspaper of legal announcements on December 17, 2021, and | |
will be communicated to the Casablanca Stock Exchange. | |
Risk premium | Between 50 and 55 basis points |
4
Attijariwafa bank Prospectus Summary - Subordinated Bond Issue
Interests | Interests will be served annually at the anniversary dates of the |
Dividend date of the loan, i.e. December 30, of each year. Their | |
payment will take place on the same day or the first business day | |
following December 30, if this day is not a business day. Interests | |
on subordinated bonds will cease to accrue from the date when | |
Attijariwafa bank will reimburse the principal. No postponement | |
of the interest will be possible under this operation. | |
Interests will be calculated as per the following formula: | |
[Nominal x Face interest rate]. | |
Listing of securities | The subordinated bonds of tranche A will be listed on the |
Casablanca Stock Exchange and will be subject to a request for | |
listing in the D compartment of the Casablanca Stock Exchange. | |
Their listing date is planned on December 27, 2021, under Ticker | |
OATWS. | |
To be listed on the Casablanca Stock Exchange, the amount | |
allocated to Tranche A must be greater than or equal to an amount | |
of MAD 20,000,000. | |
If, at the end of the subscription period, the amount allocated to | |
Tranche A is less than MAD 20,000,000, the subscriptions relating | |
to this Tranche will be cancelled. | |
Procedure of first listing | The listing of tranche A will be made by direct listing in |
accordance with articles 2.4.13, 2.4.14 and 2.4.15 of the General | |
Regulation of the Stock Exchange. | |
Principal repayment | Tranche A will be subject of a repayment in fine of the principal |
amount. | |
In the event of a merger, demerger or partial contribution of assets | |
from of Attijariwafa bank taking place during the term of the loan | |
and resulting in the universal transfer of the assets in favor of a | |
distinct legal entity, the rights and obligations in connection with | |
the subordinated bonds will be automatically transferred to the | |
legal entity substituted in the rights and obligations of Attijariwafa | |
bank. | |
The repayment of capital is, in case of liquidation of Attijariwafa | |
bank, subordinated to all classical, secured or unsecured debts. | |
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Attijariwafa bank Prospectus Summary - Subordinated Bond Issue
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Attijariwafa Bank SA published this content on 20 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 December 2021 14:46:07 UTC.
