CHINA CITIC BANK INTERNATIONAL LIMITED (formerly known as CITIC Ka Wah Bank Limited) Issue of RMB 700,000,000 Fixed Rate Certificate of Deposit ( CD ) due March 2015 Please note that this Certificate of Deposit is not a protected deposit and is not protected by the Deposit Protection Scheme in Hong Kong. An acceptance to the terms and conditions on this material will represent that you understand and acknowledge this Certificate of Deposit is not a protected deposit and is not protected by the Deposit Protection Scheme. Termsheet Issuer: CHINA CITIC BANK INTERNATIONAL LIMITED (formerly known as CITIC Ka Wah Bank Limited) HK CMU code: KWHKFC14009 Type: Fixed Rate Certificate of Deposit Issuer Rating: (A rating is not a recommendation to buy, sell or hold securities/cd and may be Baa2 (Moody s, as of 21 March 2014) subject to suspension, change or withdrawal at any time by the assigning rating agency.) Trade Date 20 March, 2014 Maturity Date: 27 March, 2015 Coupon: Fixed Rate 2.8 per cent. per annum Coupon frequency: Annual Senior unsecured. Status of the CD: The Deposits to be evidenced by the CDs constitute the direct, unconditional, unsubordinated and unsecured obligations of the Issuer and will at all times, under the laws of the PRC and Hong Kong, rank equally and rateably without preference or priority among themselves except for Small Deposit Priorities (as defined in the Programme Agreement) and at least equally and rateably in all respects with all other unsecured and unsubordinated obligations of the Issuer including its obligations in respect of all other
present and future deposits except for Small Deposit Priorities, obligations in respect of taxes and any other obligations preferred by PRC or Hong Kong law on a liquidation or reorganisation of the Issuer. Small Deposit Priorities Under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, where a bank which is a company is wound up in Hong Kong, each depositor on the date that the winding up commences will rank as a priority creditor for a maximum of HK$500,000, regardless of the number of deposits. Structure: Plain vanilla Currency & Amount of the RMB 700,000,000 issue: Interest Commencement Date: 27 March, 2014 Denomination: RMB 50,000 Minimum Investment RMB 50,000 Amount: Redemption at maturity: At par (100%) Interest Payment Date: 27 March in each year up to and including the Maturity Date Business Day Convention: If any Interest Payment Date, including the Maturity Date, (applicable to Interest Payment would otherwise fall on a day which is not a Business Day it Date and Maturity Date) shall be postponed to the next day that is a Business Day unless it would then fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Business Day. Day Count Fraction: Actual number of days / 365 Business Days: Hong Kong Listing None Lodging, Calculation & CITIC Capital Finance Limited Paying Agent: Clearing: CMU, with links to Euroclear and Clearstream Law: Hong Kong Law Description of Issuer (from Page 7 of Information Memorandum as dated in September 2010): CITIC Bank International Limited is incorporated and licensed in Hong Kong with business operations and presence spanning across Hong Kong, Macau, the People s Republic of China ( PRC ), the United States and the Cayman Islands. It is wholly-owned by CITIC International Financial Holdings Limited ( CIFH ), which in turn is 70.32 per cent. owned by China CITIC Bank Corporation Limited ( CNCB ), and 29.68 per cent. owned by Banco Bilbao Vizcaya Argentaria, S.A. ( BBVA ) of Spain. By providing value-creating financial solutions to meet the wealth management and international business objectives of its Greater China and overseas customers, the Bank aspires to be the China Bank of Choice in Asia with international standards and capabilities.
The Bank s operations currently comprise three main lines of business: Retail Banking, Wholesale Banking as well as Treasury and Markets. In addition, the Bank s China Banking Division, set up in 2002, oversees the Bank s onshore network and business developments in the PRC and coordinates the marketing efforts of the Bank s business groups in Mainland China. Since 2007, the China Banking Division has also been responsible for driving business and strategic collaborative efforts between the Bank and CNCB. Contact Information of Issuer Place of Incorporation: Hong Kong Registered Address: 61-65 Des Voeux Road Central, Hong Kong Fees & Charges Safe Custody Waived Interest Collection Waived Redemption at Maturity Waived
Risk Factors There are investment risks involved in buying the CD. Before applying for any of the CD, you should consider whether the CD is suitable for you in light of your own financial circumstances and investment objectives. If you are in any doubt, get independent professional advice. The CD is mainly for medium to long term investment, not for short term speculation. You should be prepared to invest your funds in the CD for the full investment tenor; you could lose part or all of your investment if you choose to sell the CD prior to maturity. It is the issuer who pays interest and repays principal of the CD. If the issuer defaults, the holder of the CD may not be able to receive back the interest and principal. The holder of the CD bears the credit risk of the issuer and has no recourse to HSBC unless HSBC is the issuer itself. Indicative price of the CD are available and the CD s price do fluctuate when market changes. Factors affecting market price of the CD include, and are not limited to, fluctuations in Interest Rates, Credit Spreads, and Liquidity Premiums. The fluctuation in yield generally has a greater effect on prices of longer tenor CDs. There is an inherent risk that losses may be incurred rather than profit made as a result of buying and selling the CD. If you wish to sell CDs, HSBC may repurchase it based on the prevailing market price under normal market circumstances, but the selling price may differ from the original buying price due to changes in market conditions. There may be exchange rate risks if you choose to convert payments made on the CD to your home currency. The secondary market for the CD may not provide significant liquidity or may trade at prices based on the prevailing market conditions and may not be in line with the expectations of the CD holders. If the CD is early redeemed, you may not be able to enjoy the same rates of return when you re-invest the funds in other investments CD is NOT equivalent to a time deposit. It is NOT protected under the Hong Kong Deposit Protection Scheme. Do not invest in the CD unless you fully understand and are willing to assume the risks associated with it. Please note the following risks associated with RMB products : RMB currency risk - RMB is currently not freely convertible and subject to regulatory restrictions (which might be changed from time to time). - For personal customers who are Hong Kong residents, conversions conducted through RMB deposit accounts with banks in Hong Kong are subject to the limit of up to RMB20,000 per person per day. Personal customers who are Hong Kong residents should allow time for conversion of RMB from/to another currency of an amount exceeding the daily limit. Non-Hong Kong residents are not required to observe the corresponding limits and requirements regarding Renminbi conversions for Hong Kong residents.
Interest rate risk - The value of RMB denominated Certificates of Deposit is subject to interest rate fluctuations, which may adversely affect the return and performance of the RMB products Liquidity risk - The secondary market for the RMB denominated Certificates of Deposit may not provide significant liquidity or trade at prices based on the prevailing market conditions, which may cause Certificates of Deposit holders to suffer significant loss especially where their prices have large bid/offer spreads, and may not be in line with the expectations of the Certificates of Deposit holders.
Investor s Commitment and Acknowledgements When you place your order for the CD, you are deemed to make a series of confirmations and acknowledgements, including that you: (i) (ii) (iii) (iv) have read and understood this Term Sheet, including the risks of investing in the CD as explained in the section Risk Factors ; understand that you should refer to the Information Memorandum, which are available upon request, for further details on the terms of the CD and risks involved and understand that the Offering Circular/Information Memorandum is only available in English version confirm that you are prepared to invest your funds in the CD for the full investment tenor; you could also lose part or all of your investment if you choose to sell your CD prior to maturity. You should make sure you have sufficient liquid emergency funds to meet any unforeseen circumstances. understand that this document is not intended to provide and should not be relied upon for tax, legal or accounting advice, investment recommendations or credit worthiness or other evaluation of the Issuer; prospective investors should consult their tax, legal, accounting and/or other advisors.
How to find out the current market value of your investment after purchase? The current market value of your investment will be available upon request. Please contact our staff at any HSBC branch in Hong Kong. Note: If you have any feedback or complaint about any aspect of the service you have received, please contact our Hong Kong branches, call (852) 2233 3322 for HSBC Premier customers, (852) 2748 8333 for HSBC Advance customers or (852) 2233 3000 for Other Personal Banking customers, or write to the Customer Relations Department at P.O. Box No. 71169 Kowloon Central Post Office, or send an email to feedback@hsbc.com.hk. We will respond to a complaint within a reasonable period of time normally not exceeding 30 days in general circumstances. If you are not satisfied with the outcome of your complaint, you have the right to refer the matter to the Enforcement Department of Hong Kong Monetary Authority at 55th Floor Two International Finance Centre, 8 Finance Street, Central, Hong Kong. For monetary dispute, you have the right to refer the matter to the Financial Dispute Resolution Centre at 15/F, Stanhope House, 734 King s Road, Quarry Bay, Hong Kong. Disclaimer The Hongkong and Shanghai Banking Corporation Limited ( HSBC ) has issued this document. The information in this document does not constitute a solicitation for the purchase or sale of any security, commodity or this CD. Any opinions expressed therein are given in good faith, but are subject to change without notice. No liability is accepted whatsoever for any direct or consequential loss arising from the use of this document. Please note that the above rates or prices are for indicative purposes only and may vary in accordance with changes in market condition. Distribution of this document may be restricted by law in certain jurisdictions and the information contained herein is to the recipients and may not be reproduced or otherwise disseminated. HSBC and its affiliates and/or officers, directors and employees may have positions in any instruments or currencies mentioned in this document and may from time to time add to or dispose of such instruments or currencies. User of the information is advised to make independent judgment with respect to any matter contained herein. Issued by The Hongkong and Shanghai Banking Corporation Limited ( HSBC ). The Hongkong and Shanghai Banking Corporation Limited is the distributor which is a wholly owned subsidiary of HSBC Holdings plc, the holding company of the HSBC Group. The Hongkong and Shanghai Banking Corporation Limited Authorised and Regulated by Hong Kong Monetary Authority A registered institution under the Securities and Futures Ordinance, with Central Entity Identity Number AAA523 Registered Office: 1 Queen s Road Central, Hong Kong Tel: +852 2996 6730, Member HSBC Group
() 700,000,000 20153 HK CMU ( / ) () KWHKFC14009 Baa22014321 2014320 2015327 2.8%
: ( ) : 2010 9 7 32 500,000 700,000,000 2014327 50,000 50,000 100% 327 /365 CITIC Capital Finance Limited CMU Euroclear Clearstream () CIFH CIFH ()CNCB Banco Bilbao Vizcaya Argentaria, S.A. BBVA 70.32% 29.68% 2002 2007 () 61-65
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(i) (ii) (iii) (iv) / (852) 2233 3322(852) 2748 8333 (852) 2233 3000 71169 feedback@hsbc.com.hk30 8 2 55 (73415)
<<>> AAA523 1 +852 2996 6730