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PTT Global Chemical Public Company Limited (“GC” or the “Issuer”), a global leader in the chemical business, will issue Subordinated Perpetual Debentures payable upon dissolution with the issuer's right to early redemption and unconditional interest deferral No. 1/2024 (the “Perpetual Debentures”). Bullet Payment upon Dissolution of the Issuer1 or upon the Exercise of the Issuer’s Early Redemption Right on the 5 years and 6 months anniversary and thereafter or other conditions pursuant to the Terms and Conditions of the Debentures2.

The Perpetual Debentures were rated a credit rating of “A+(tha)” by Fitch Ratings (Thailand) Company Limited as of November 28, 2024


Perpetual Debentures of GC (Years)

Interest Rates

1 year - 5 years 6 months

5.25% (p.a.)
(which equals to 5 Years 6 Months Government Bond Yield
+ Initial Credit Spread 3.01%)

5 years 6 months – 10 years 6 months

5-Year Government Bond Yield4 + Initial Credit Spread 3.01%

10 years 6 months – 25 years 6 months

5-Year Government Bond Yield4  + Initial Credit Spread 3.01% + 0.25% (p.a.)

25 years 6 months Onwards

5-Year Government Bond Yield4 + Initial Credit Spread 3.01% + 1.00% (p.a.)


The interest rate shall be adjusted every 5 years after the debentures matured for 5 years and 6 months based on 5-Year Government Bond Yield4 at the end of the date falling two business days preceding the commencement date of the relevant interest adjustment period.

Offering to the Public Offering (Individual investors who are qualified as an Institutional Investor must subscribe for the Debentures as a Retail Investor)
Subscription Period: during December 4, 6 ,9, 11 and 12, 2024
The offering price per unit: Baht 1,000 with the minimum subscription amount of Baht 100,000 subsequent multiples of 100,000 baht for Retail Investors.
Subscription channel: Bangkok Bank (Except micro branch) or call Bualuang Phone 1333. (Retail Investors can subscribe online via Bangkok Bank Mobile Banking)

Interest payable every 6 months. However, the Issuer has the sole right to unconditionally defer interest payment. The deferred interest will be accumulated but there will be no additional return on such cumulative deferred interest3

 

Download draft prospectus

Warning

  • The risk of subordinated perpetual debenture is higher than that of plain/common debenture.
  • An investment is subject to risks. Investors should carefully study information regarding the characteristics of product, return, and risk prior to making investment decision.
  • For more information, investors may download the Registration Statement and Draft Prospectus available at www.sec.or.th.
  • Early redemption of debentures can only be sold in the secondary market, which may result in a decreased sale value and may not be sold immediately, depending on the market conditions and demand at that time.

Remark

  • This transaction is not for sale to minors and the allotment of the debentures to subscribers shall be at the absolute discretion of the Joint Lead Arrangers, as disclosed in the Registration Statement and Draft Prospectus.


1 The Issuer will “Redeem Debentures with Bullet Payment upon Dissolution of the Issuer” which means the Debentures have no maturity date and will be redeemed upon Dissolution of the Issuer.
2 Issuer’s Early Redemption Right pursuant to the Terms and Conditions of the Debentures includes


  1. when the Issuer cannot deduct the interest paid to the Debenture Holders as its expenses in full for the purpose of calculating the Issuer’s corporate income tax in Thailand; or
  2. when there is any change in the credit rating method or any change in the interpretation of the credit rating method for the Debentures, which results in the Issuer being able to treat the Debentures as equity credit of less than the amount on the Issue Date; or not being able to treat the Debentures as equity credit for any reason whatsoever; or
  3. when there is any change in the accounting standards with which the Issuer must comply or any change in the interpretation of the accounting standards by the organization responsible for establishing the accounting standards i.e. the Federation of Accounting Professions, which results in the Issuer being able to treat the Debentures as equity less than the amount on the Issue Date, or not being able to treat the Debentures as equity for any reason whatsoever; or
  4. when any other events occur that affect the counting of equity credit, including but not limited to cases where the issuer or issue credit rating are downgraded by a credit rating agency; or
  5. when there are outstanding debentures remaining not exceeding 25% (twenty-five percent) of the total value of debentures. Investors can get more information in the Terms and Conditions of the Debentures.

3 If the Issuer defers the payment of interest or has outstanding deferred interest, it will be subject to the “Restriction in the Case of Interest Deferral”, i.e., the Issuer shall (1) not declare or pay any dividend and (2) not pay any interest or distribute any asset to any holder of Parity Securities or Junior Securities and (3) not redeem, reduce, cancel or buy-back or acquire any of its Securities equal or inferior to the Debentures with compensation.
4 Investors can find the 5-Year Government Bond Yield at http://www.thaibma.or.th/EN/Market/YieldCurve/Government.aspx

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