**DBS GROUP HOLDINGS LTD – US$ PERP NC5 AT1 PERPETUAL CAPITAL SECURITIES @ 4% AREA**

**DBS GROUP HOLDINGS LTD – US$ PERP NC5 AT1 PERPETUAL CAPITAL SECURITIES**

ISSUER: DBS Group Holdings Ltd
INSTRUMENT: Additional Tier 1 Perpetual Capital Securities
RANKING: Subordinated, ranking behind Tier 2 instruments, pari
passu with other Additional Tier 1 instruments and
senior only to equity capital
ISSUER RATINGS: Aa2 / AA- (Moody’s / Fitch)
EXPECTED ISSUE RATINGS: A3 / BBB (Moody’s / Fitch)
FORMAT: Reg S
ISSUE SIZE: US$ Benchmark
TENOR: Perpetual NC 5
FIRST RESET DATE: [●] September 2021
PRICE GUIDANCE: 4.00% area
SETTLEMENT: T+5
DISTRIBUTION: [●]% fixed rate per annum payable semi-annually in
arrear to but excluding the First Reset Date; reset on
the First Reset Date and each date falling every five
years thereafter to the then prevailing 5-year U.S.
Dollar Swap Rate plus the Initial Spread. The Issuer
may, at its sole discretion, and must in certain
circumstances set out in the Terms and Conditions,
elect to cancel all or part of any distribution, and
shall be prohibited from making any distribution
payment to the extent Distributable Reserves would be
exceeded or if prohibited by Singapore banking
regulations or other requirements of the MAS. Any
distributions not paid are non-cumulative and do not
accrue interest.
DIVIDEND STOPPER: Applicable. Restrictions on dividends/distributions on,
and repurchases of ordinary shares & other parity
obligations if distribution on the Securities is
cancelled.
ISSUER CALL: Applicable on First Reset Date and each Distribution
Payment Date thereafter, subject to prior approval of
MAS
LOSS ABSORPTION: Permanent write-off (partial or full) upon a Trigger
Event as determined by the MAS
TRIGGER EVENT: Earlier of (i) the MAS notifying the Issuer in writing
that a write-off is necessary, without which the Issuer
or the Issuer Group would become non-viable; and (ii) a
decision by the MAS to make a public sector injection
of capital, or equivalent support, without which the
Issuer or the Issuer Group would have become
non-viable, as determined of the MAS
OTHER REDEMPTION
EVENTS: Upon a Change of Qualification Event or for Taxation
reasons, subject to prior approval of the MAS
VARIATION: Applicable, subject to Condition 6(f)
PAYMENT: Semi-annual, 30/360
MINIMUM DENOMS: US$200k/US$1k
DOCUMENTATION: Drawdown off existing US$30bn GMTN Programme
CLEARING: Euroclear, Clearstream
LISTING: SGX-ST
GOVERNING LAW: English law, save that the provisions in relation to
subordination, set-off and payment void and default and
enforcement shall be governed by, and construed in
accordance with, the laws of Singapore
SOLE GLOBAL
COORDINATOR: DBS
JOINT BOOKRUNNERS: DBS, Citi, DB (B&D), HSBC, SG CIB
STABILISATION: FCA/ICMA
TIMING: Pricing expected as early as today

Comps:
USD AT1
Security Ratings(M/S/F) B Px B YTC
ICBCAS 4 1/4 49 Ba1/-/- 100.125 4.221
WOORIB 5 45 Ba3/BB/- 105.00 3.570

SGD AT1
Security Ratings(M/S/F) B Px B YTC USD Swap
UOBSP 4 49 A3/-/BBB 102.00 3.531 3.480
DBSSP 4.7 49 A3/-/BBB 103.00 3.551 3.499