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Investor PresentationLong Term Negotiable Certificates of Time Deposit (CDs)
17-19 October 2017
Disclaimer
2
This presentation is for information purposes only and does not constitute or form part of and should not be construed as, an offer to sell or issue or the solicitation or recommendation of an offer to buy or acquire
securities of Security Bank Corporation (the "Bank", “Company”, “Security Bank” or “Issuer”) or any of its subsidiaries or affiliates in any jurisdiction or an inducement to enter into investment activity. No part of this
presentation, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. The Hongkong and Shanghai Banking Corporation
Limited and Standard Chartered Bank (the “Joint Lead Arrangers”) do not warrant the completeness or accuracy of the information contained herein, nor have they independently verified such information. No
representation, warranty or undertaking, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein.
None of the Issuer, the Joint Lead Arrangers, or any of their affiliates, advisors, representatives, shareholders, directors, officers or employees shall have any liability whatsoever (in negligence or otherwise) for any loss
howsoever arising from any use of this presentation or its contents or otherwise arising in connection with the presentation. This presentation is highly confidential and being given solely for your information and for your
use and may not be shared, copied, reproduced or redistributed to any other person in any manner.
Any securities, financial instruments or strategies mentioned herein may not be suitable for all investors. Any recipient of this presentation must make its own independent decision regarding any securities or financial
instruments. Any decision to purchase securities in the context of a proposed offering of securities, if any, should be made solely on the basis of information contained in an offering circular or prospectus published in
relation to such an offering. Investment in the securities will also involve certain risks. A summary of the material risks relating to the Offering will set out in the section headed Risk Factors / Investment Consideration in the
offering circular or prospectus. There may be additional material risks that are currently not considered to be material or of which the Company and its advisors or representatives are unaware. This document contains
"forward-looking statements", which include all statements other than statements of historical facts, including, without limitation, any statements preceded by, followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates", "would", "could" or similar expressions or the negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important
factors beyond the Issuer's control that could cause the actual results, performance or achievements of the Issuer to be materially and adversely different from future results, performance or achievements expressed or
implied by such forward-looking, including, among others, the achievement of anticipated levels of profitability, growth, cost and synergy of recent acquisitions, the impact of competitive pricing, the ability to obtain
necessary regulatory approvals and licenses, the impact of developments in the economic, political and legal environment of the Philippines, volatility in stock markets or in the price of the Issuer’s shares, financial risk
management and the impact of general business and global economic conditions.
Such forward-looking statements are based on numerous assumptions regarding the Issuer's present and future business strategies and the environment in which the Issuer will operate in the future. By their nature,
forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. These forward-looking statements speak only as at the date
as of which they are made, and the Issuer expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the Issuer's
expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. Forward-looking statements contained in this presentation regarding past trends or activities
should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on such forward-looking statements.
This presentation contains data sourced from and the views of independent third parties. In replicating such data in this presentation, the Issuer makes no representation, whether express or implied, as to the accuracy of
such data. The replication of any views in this document should be not treated as an indication that the Issuer agrees with or concurs with such views.
Neither the Issuer, nor any of its agents, employees or advisors intends or has any duty or obligation to supplement, amend, update or revise any of the forward-looking statements contained in this document.
The Joint Lead Arrangers may act as market maker or trade on a principal basis, or have undertaken or may undertake to trade for their own account, transactions in the financial instruments or related instruments of the
Issuer and may act as underwriter, placement agent, advisor or lender to Issuer. The Joint Lead Arrangers and/or their employees may hold a position in any securities or financial instrument.
The information contained in this presentation is provided as at the date of this document and is subject to change without notice.
You acknowledge that you will be solely responsible for your own assessment of the market and the market position of the Company, and that you will conduct your own analysis and be solely responsible for forming your
own view of the potential future performance of the business of the Company. Any decision to purchase securities in the context of a proposed offering of any securities, if any, should be made solely on the basis of
information contained in an offering circular or prospectus published in relation to such an offering. By accepting to access any copy of the slides presented, you agree to be bound by the foregoing limitations.
A written copy of the preliminary prospectus may be obtained from: the Issuer or any of the Joint Lead Arrangers.
The information contained in this presentation is subject to BSP Circular Nos. 877 (2015), 830 (2014), 824 (2014), 810 (2013), 778 (2012) and 304 (2001) and Sections X233.9 of the Manual of Regulations for Banks (“MORB”),
and other related issuances of the BSP which govern the issuance of Long Term Certificates of Time Deposit.
THIS DOCUMENT AND THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER TO PURCHASE OR SELL ANY SECURITIES OF THE COMPANY.
Table of Contents
3
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures and Other Considerations5
Table of Contents
4
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
5
Security Bank Overview
Security Bank is an independent bank in the Philippines with core businesses in Wholesale
Banking, Retail Banking and Financial Markets, with a solid niche among the mass affluent
Filipino-Chinese community
Financial
Markets
Wholesale
Banking
Retail
Banking
• Provides money market, FX, financial derivatives, securities distribution,
asset management and trust services, as well as the management of the
funding operations of the Group
• Provides a whole suite of financial products & services to the top 1,000
corporate, institutional, commercial, middle-market/SME and public
sector markets
• Caters to to individual and retail markets. It covers deposit-taking and
servicing, consumer loans and credit card facilities
Return on Equity
10.6%(1)
5h in industry(2)
Note:
(1) As of June 30, 2017; (2) Industry pertains to listed private domestic universal banks in the Philippines
Total Assets
PHP774.7 bn(1)
5th in industry(2)
Loan Portfolio
PHP340.2 bn(1)
6th in industry(2)
Capital Ratios(1)
Tier 1 Ratio: 16.6%
Total CAR: 18.9%
Security Bank Overview (cont’d)
6Note:
(1) As of June 30, 2017
(2) Rating date started as of October 26, 2016.
170 Branches | 57%
73 Branches | 25%
26 Branches | 9%
25 Branches | 9%
LUZON
VISAYAS
METRO MANILA
MINDANAO
Branches (1) ATMs (1)
294 657
Nationwide FootprintKey Subsidiaries and Affiliates
99.54% owned
(formerly Security Bank Savings)
Will be engaged as a financing
company
100% owned
Pioneer in the Philippine credit
card industry
100% owned
Provides investment banking and
financial services
100% owned through SB
Capital
One of the top domestic stock
brokerages in the country
100% owned through SB
Capital
Incorporated in Jan 2014,
engaging in the business of
renting and leasing
60% owned
JV with Japan’s Marubeni
Corporation
Specializes in heavy equipment
leasing
2015 2016 H1-2017
Moody’s (2)
Standard & Poor’s
Capital Intelligence
-
BB+
BBB-
Baa2
BB+
BBB-
Baa2
BB+
BBB
Credit Ratings
Track Record of Excellence
2015
Best Managed Mid-Cap Company, Philippines,
Best in Investor RelationsOverall Best Company for
Corporate Governance
2015 2015
7
2017 2017
2012
Bank of the Year, Philippines
2015
2015
2016
Highly Commended: Best Bancassurance
2016
Bank of the Year, Philippines
2016
Best Bank in the Philippines
2013
Best Managed Bank, Philippines
2017
Best e-Bank Philippines
2017
Kapatiran sa Industriya Awards by Employers Confederation
of the Philippines (ECOP):
Special Citation Award on Industrial Peace &
Harmony
Best Bank for SMEs, Philippines
Most Organized Investor Relations,
Strongest Adherence to Corporate Governance,
Most Consistent Dividend Policy,
Best Strategic Corporate Social Responsibility
Best CEO (Investor Relations) – Philippines,Best Investor Relations
Company ,Best Corporate Social
Responsibility
Best Branch Innovation Initiative, Philippines
Best Improved Retail Bank (APAC),
Best Brand Initiative, Best Mortgage Product
2017
Asia’s Best CEO (Investor Relations),
Asia’s Best CFO (Investor Relations),
Best Investor Relations Company-Philippines
Bank of the Year, Philippines
2014
eSolutions Partner Bank (PH) – DigiBanker,
Best Cash Management Solution
(PH) – Sweep Card
2017
Best Bank in the Philippines
2017
Best Managed Company,
Philippines (Mid-Cap),Best Executive, Philippines
(Alberto S. Villarosa, Chairman),
Best for Investor Relations, Philippines
Table of Contents
8
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
Investment Highlights
9
Stable Funding
Sources and
Pro-Active Capital
Management
2
Core Franchise
Strength
1
Strong,
Experienced
Management
Team
4
Strategy for
Sustainable
Growth
5
Industry Leading
Asset Quality
3
10
Core Franchise Strength
Total Assets Loan and Receivables – net
1
Security Bank has posted continuous growth in total assets and in its loan portfolio…
Amounts in PHP billions Amounts in PHP billions
215259
348
397
532
695
775
'11 '12 '13 '14 '15 '16 H1-'17
92120
165194
238
290
340
'11 '12 '13 '14 '15 '16 H1-'17
11
Core Franchise Strength
Total Deposits Total Capital
1
… supported by continuous growth in deposits as well as in total capital
119142
206247
290
347380
'11 '12 '13 '14 '15 '16 H1-'17
30 37 41 47 5397 101
'11 '12 '13 '14 '15 '16 H1-'17
Amounts in PHP billions Amounts in PHP billions
12
Robust Profitability
Revenues Net Income After Tax
1
Security Bank’s faster-than-industry growth rate has translated into a robust income
profile over the past years
11.6
14.0
12.1
16.6
18.3
20.8
12.2
'11 '12 '13 '14 '15 '16 H1-'17
5,244
6,682
7,516
5,012
7,164 7,699
8,554
'11 '12 '13 '14 '15 '16 H1-'17
Amounts in PHP billions1 Amounts in PHP millions
Note: Revenues are composed of Net Interest Income & Other Operating Income
13
Robust Profitability
Net Interest Margin Return on Shareholders’ Equity
1
Security Bank’s net interest margins and ROE are tracking above the industry-average
4.1
3.9
3.53.4
3.3
3.13.2
3.5
3.3 3.3 3.3
2.9 2.93.0
'11 '12 '13 '14 '15 '16 H1-'17
SECB Industry Avg
24.6
22.0
12.9
16.315.2
10.4 10.612.1 12.7
13.7
11.09.4
10.59.7
'11 '12 '13 '14 '15 '16 H1-'17
SECB Industry Avg (U/KBs only)
Amounts in Percentages (%) Amounts in Percentages (%)
14
Above Industry Growth
Loans and Receivables – net Total Deposits
1
Security Bank has significantly outperformed the industry in terms of loans and deposit
growth in the past six years
Percentage Growth (%) Percentage Growth (%)
8%
19%
45%
20%
17%20%
6%
10%
36%
12%
8%
14%
2011 2012 2013 2014 2015 2016
SBC Universal Banks (UBs)
2011 – 16 CAGR:
SBC: 23%
UBs: 15%
23%
30%
38%
34%
22%
19%
19%
15%
19%
15%
21%
19%
2011 2012 2013 2014 2015 2016
SBC Universal Banks (UBs)
2011 – 16 CAGR:
SBC: 21%
UBs: 14%
Diversified Income Base1
Security Bank has a diversified income base with an increasing focus on core net
interest income
Revenues
Note: Fees and Other Income is composed of fees from trust operations, deposits, loans, advisory, credit cards
and stock brokerage 15
7.5 8.1 8.4
11.112.4
15.9
9.3
1.7
4.12.2
3.62.8
1.8
1.12.4
1.8
1.5
1.93.1
3.2
1.8
11.6
14.0
12.1
16.6
18.3
20.8
12.2
'11 '12 '13 '14 '15 '16 H1-'17
Net Int. Income Trading Gains Fees & Other Income
Amounts in PHP billions
16
Loan Portfolio1
Well diversified loan portfolio supports asset growth
Loan Portfolio by Client Group Loan Portfolio by Industry (1)
55 7195 103
122143
17333
42
6277
92
107
119
4
7
8
14
24
39
46
92
120
165
194
238
289
340
'11 '12 '13 '14 '15 '16 H1-'17
Corporate Middle Market Consumer
51% 50%
37%
13%
53%
40%
7%
57%
38%
5%
59%
36%
6%
60%
36%
4%
39%
10%
51%
35%
14%
Manufacturing
11%
Wholesale/
Retail Trade
18%
Utilities
19%
Real Estate
13%
Financial
Intermediation
9%
Others
30%
TOTAL LOANS:
PHP340 billion
Amounts in PHP billions Amounts in Percentages (%)
Note: (1) as of June 30, 2017
17
Stable Funding Sources and Robust Capital Ratios
Funding Sources
2
Security Bank’s funding is anchored by a sizable deposit base consisting of low-cost current
and savings accounts (CASA). The Bank’s capital ratios are comfortably above BSP standards
Note: (1) SECB’s 2014 and 2015 CARs are Basel 3. Previous years’ CARs are Basel 2. Basel 3 was implemented in Q1-’14.
Note that SECB’s CET 1 ratio is same as Tier 1 CAR
23%32% 29% 27% 27%
18% 18%
15%
15% 16%15% 15%
12%13%
13%
10% 14%
10% 10%
13% 17%
4%3%
3%
2% 2%1% 1%
25%26% 20%
28% 28%27% 33%
3% 3% 2% 2%1%0% 2% 2% 1%
1%15%
12% 12% 10% 10% 13% 13%
4% 3% 3% 5% 5% 2% 2%
'11 '12 '13 '14 '15 '16 H1-'17
Savings Deposits Demand Deposits Time DepositsLTNCDs Bills Payable & Repos Notes PayableSubordinated Debt Capital Other Liabilities
Amounts in percentages (%)
18.2
14.7 15.114.3
12.2
18.0
16.6
20.3
16.315.5
18.4
15.2
20.5
18.9
'11 '12 '13 '14 '15 '16 H1-'17
CET1 CAR
Capital Ratios
Amounts in Percentages (%)
BSP Minimum CAR (10.0%)BSP Minimum Tier 1 Ratio (7.5%)
10.0
7.5
18
Stable Funding Sources and Robust Capital Ratios2
16.6
14.9
12.1 12.0
13.2
10.4
12.8
14.014.7
18.9
15.715.2
14.5
16.0
13.7 13.7
15.7 15.5
SECB PNB RCBC UBP MBT EWB BPI BDO CHIB
CET1 CAR
Median CET1 Ratio = 13.2%
Median Total CAR = 15.5%
The Bank is also better capitalized compared to its peers
Capital Ratios of Philippine Banks
Source: Q2-2017 17Q Financial Statements and Published Balance Sheets as of June 30, 2017.
19
Industry Leading Asset Quality3
Amidst robust growth, Security Bank has significantly improved its
asset quality over the years
Note: (1) BSP introduced in January 2013 the Net Non-Performing Loan (Net NPL) Ratio (defined as gross NPLs less specific
allowance for credit losses, over total gross loans) as a complementary measure to computing NPLs.
Non-Performing Loans Ratio
-0.84-0.66
0.110.28
0.14 0.17 0.10
303
209195 200 205 204
220
-45
5
55
105
155
205
255
305
-1
1
'11 '12 '13 '14 '15 '16 H1-'17
NPL Ratio NPL Cover
Amounts in percentages (%)
20
Strong, Experienced Management Team4
Security Bank is helmed by a Board of Directors with significant experience in banking
and financial services
DIANA P. AGUILAR
TAKAYOSHI FUTAE PAUL Y. UNG FREDERICK Y. DY
JAMES JK HUNG TAKAHIRO ONISHI ANASTACIA Y. DYSenior Advisor Independent Director Director Director
Director Director Director
21
Strong, Experienced Management Team4
Security Bank is helmed by a Board of Directors with significant experience in banking
and financial services
ALBERTO S. VILLAROSA ALFONSO L. SALCEDO PHILIP T. ANG
RAFAEL F. SIMPAO, JR. JOSEPH R. HIGDON JOEL RAYMOND R. AYSONDirector Independent Director Corporate Secretary
Director Director Independent Director
2222
Strong, Experienced Management Team4
New Independent Directors as of 25 April 2017
NAPOLEON L. NAZARENO DR. JIKYEONG KANG RAMON R. JIMENEZ JR.
Independent Director Independent Director Independent Director
Strong, Experienced Management Team4
Strong management leadership consisting of officers with significant experience and
track record in the banking and finance industry
ALFONSO L. SALCEDO, JR. ANASTASIA Y. DY
President &
Chief Executive Officer
Executive Director
Strong, Experienced Management Team (cont’d)4
Strong management leadership consisting of officers with significant experience and
track record in the banking and finance industry
LESLIE Y. CHAM
Executive Vice President
Branch Banking Group
BELEN C. LIM
Executive Vice President
Corporate Services Group
JOSELITO E. MAPE
Executive Vice President
Chief Financial Officer
Strong, Experienced Management Team (cont’d)4
Strong management leadership consisting of officers with significant experience and
track record in the banking and finance industry
EDUARDO M. OLBES
Executive Vice President
Wholesale Banking Segment
TAKAHIRO ONISHI
Executive Vice President
Alliance Segment
RAUL MARTIN A. PEDRO
Executive Vice President
Treasurer
MA. CRISTINA A. TINGSON
Executive Vice President
Retail Banking Segment
26
Strategy for Sustainable Growth5
1Be a strong, independent, domestic bank with the global
network of The Bank of Tokyo-Mitsubishi UFJ Ltd , supporting
the growth of key sectors of the economy
2Continue enhancing shareholder value and to regain ROE
leadership among the top private domestic universal banks in
the country
3Build the Retail Banking business as a strong third business
pillar alongside Wholesale Banking and Financial Markets
4Grow the bank’s deposit portfolio, loan portfolio and total
resources to be among the largest in the industry
5Accelerate the bank’s growth and coverage of attractive and
profitable markets through flawless execution, real teamwork across
segments and maximized synergy and collaboration with BTMU
Table of Contents
27
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
28
CD Overview
Unsecured Senior Debt
Senior Debt and Deposits
DEB
T
Unsecured Subordinated
Debt
CDs
CDs are negotiable certificates of time deposit
indicating an amount of indebtedness of a bank with
a designated maturity.
Its minimum features as specified by the Bangko
Sentral ng Pilipinas (BSP) Circular No. 304, as
amended:
Denominated in Philippine Pesos
Minimum maturity of five (5) years
Scripless in form; and
Registered with a third party Registry Bank
maintaining an Electronic Registry Book (ERB).
What are CDs?
Preferred Shares
EQ
UIT
Y
Common Shares
29
CD Overview
Why invest in
CDs?
• Long-term investment/savings• Tax-exemption for qualified individual investors if held for more
than five (5) years• Unlike regular time deposits, they are negotiable instruments• Insured by PDIC up to the maximum coverage per depositor of
PHP500,000 (in aggregate with any existing deposits with the bank)
What are
the key
considerations?
• If sold in the secondary market, the CDs will be subject to price risk, withholding taxes and others fees, as may apply.
• Credit risk of the Issuer
30
CDs vs Alternative Instruments
CD Tier 2 Notes Time Deposit Corporate Bond
Status / Credit Senior Subordinated Senior Senior
Tenor At least 5 years (Typically
5 or 5.5 years)At least 5 years Variable Variable
Pricing Benchmark 5-yr PDST-R2 5-yr PDST-R2 [•] PDST-R2
CouponTypically Fixed
May have rate reset after
5 yearsTypically Fixed Rate Typically Fixed Rate
Minimum Investment
Amount Typically 50,000 PHP 500,000 Variable Typically PHP50,000
Withholding TaxQualified Individuals:
None if held for at least
5 years
Corporates: 20%
Qualified Individuals:
None if held for at least
5 years
Corporates: 20%
20% 20%
PDIC Coverage Yes None Yes None
Listing Requirement Yes No No Yes
Secondary Market
TradingYes – via Broker
Specialists
Yes – via Market
MakersNo Yes
Recent Issuers BDO
RCBC
Metrobank
AUB (2015)
BDO (2014)
RCBC (2014)
Generally all
commercial banks
Vista Land
Double Dragon
Cyberzone Properties
Table of Contents
31
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
Indicative Terms of the Offering
32
Issuer Security Bank Corporation (“SECB” or the “Bank”)
Instrument PHP-denominated, Fixed Rate, Long-Term Negotiable Certificates of
Time Deposit (“CDs”)
Issue Amount Minimum Issue Size of PHP5.0 billion with an oversubscription option
Tenor 5.5 years
Status Direct, Unconditional, Unsecured, and Unsubordinated
At all times ranked pari passu with all other present and future unsecured
and unsubordinated PHP-denominated obligations of the Bank
Issue Date [8 November 2017]
Maturity Date [8 May 2023]
Benchmark [5-year PDST-R2]
Indicative Rate [3.875% area]
Issue Price 100% of the face value
Denomination Denominations of PHP50,000 and increments of PHP10,000 thereafter
Interest Periods Quarterly, 30/360
Governing Law Philippine Law
Listing Philippine Dealing and Exchange Corporation (“PDEx”)
Parties to the Offering
33
Issuer Security Bank Corporation
Joint Lead Arrangers The Hongkong and Shanghai Banking Corporation Limited
Standard Chartered Bank
Selling Agents The Hongkong and Shanghai Banking Corporation Limited
Multinational Investment Bancorporation
Security Bank Corporation
Standard Chartered Bank
Issuer’s Counsel Picazo Buyco Tan Fider & Santos
Arrangers’ Counsel SyCip Salazar Hernandez & Gatmaitan
Registrar and Paying
AgentPhilippine Depository & Trust Corp
Auditor SyCip Gorres Velayo & Company
Important Dates to Remember
34
October 17 Start of Public Offer Period
October 17 – 19 Domestic Roadshow
October [30] End of Public Offer Period
October [30] Deadline for Submission of Documents by Investor
November [8] Issuance of Purchase Advice (PA) to Investors
November [8] Tentative Settlement, Issue, and Listing Date
November [15] Issuance of Registry Confirmations (RC) to Investors
Security Bank reserves the right to close the offer period at an earlier date or amend
the dates of the offering subject to internal discussions with the Joint Lead Arrangers
The Final Interest Rate will be determined during the Public Offer Period
Table of Contents
35
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
Typically, CDs are offered to the general public during the offer period
through the Selling Agents.
Investors who intend to subscribe to the CDs must complete the
Applications to Purchase (ATP) forms and submit the same to the Selling
Agent together with other required documents and the corresponding
payment. Investors will be subject to account opening and “know-your-
customer” procedures of each Selling Agent.
How does an investor participate in the public offer period?
Offering Procedures
36
• The Bank
• Subsidiaries and affiliates of the Bank
• Wholly- or majority-owned or -controlled entities of such subsidiaries and
affiliates of the Bank
• US Persons under the FATCA
• Non-resident aliens not engaged in trade or business in the Philippines
• Non-resident foreign corporations
37
Offering Procedures
Prohibited Holders
The Application to Purchase (ATP) forms will be provided by the
Selling Agents
Investors must complete the ATP and submit this to the Selling
Agent together with required KYC documents and the
corresponding payment
Investors must designate a PHP account, where interest and
redemption of CDs will be credited
Offering Procedures
3
1
2
38
Offering Procedures
39
Information must be entered
in all data fields marked with
an asterisk as required by the
Anti-Money Laundering Act
and related laws and
regulations
DELA CRUZ, JUAN CRUZ 1 JAN 1980 MANILA 123-456-789 FILIPINO
PHP100,000
123 ABC ST. MAKATI CITY 1226 888-0000
Offering Procedures
40
Information must be entered
in all data fields marked with
an asterisk as required by the
Anti-Money Laundering Act
and related laws and
regulations
Offering Procedures
The Registrar will issue the Registry Confirmation (RC) to the
investors and will prepare and maintain the Registry Book6
In the event of oversubscription, the investment amounts will be
reallocated among the investors at the discretion of the Bank and
the Joint Lead Arrangers*4
On Issue Date, Selling Agents will issue a Purchase Advice (PA) to
investors5
*The Joint Lead Arrangers and Selling Agents reserve the right to accept, reject,
scale down or re-allocate any ATP. Payments made whose applications are scaled
down or rejected are returned in proportionate amount or in full.
41
42
Offering Procedures
During offer period End of offer period Allocation
Requirements: Application to Purchase form
Payment
2 Signature cards
Valid IDs
If tax exempt, tax
exempt certificate &
tax undertaking (does not
apply to individuals)
Deadline: Cleared Funds: 10:00AM
on Issue Date
Debit instruction or RTGS:
Close of business of the
end of the offer period
Investors to be informed
at the end of the offer
period or may be even
earlier
Unapplied balance of
deposits made by
investors whose
applications are rejected
or scaled down will be
refunded to them
through their respective
selling agents with no
interest
Secondary sales after the close of the offer period should be coursed through broker
specialists – such sales will be subject to prevailing market rates at the time of the
transaction and applicable brokerage fees
Documentary Requirements
43
Individuals
• Application to Purchase (actual TIN numbers required) 4 originally signed copies
• Signature Cards 2 copies
• Photocopy of valid IDs (photo and signature bearing) 1 current and clear copy
For aliens residing in the Philippines or non-residents engaged in trade or
business in the Philippines
• Consularized proof of tax domicile
1 original copy
Additional documents for Corporate Accounts
• SEC Certificate of Registration, Articles of Incorporation and By-Laws SEC-Certified or Corporate Secretary-Certified True Copy
• Original or Corporate Secretary-Certified True Copy of Duly Notarized Certificate confirming the following: Authorizing the purchase of the CDs
Specifying the authorized signatories and including the specimen signatures
• Documentary proof of investor’s tax exempt status (if applicable) Certified True Copy of the original tax exemption certificate, ruling or opinion issued by the BIR as certified by its
duly authorized officer (issued no more than 1 year prior to subscription)
Original of the duly notarized undertaking declaring and warranting its tax exempt status, undertaking to
immediately notify the Bank and the relevant Selling Agent of any suspension or revocation of its tax exempt status
• Corporate Secretary-Certified list of natural persons who are the beneficial owners of the parent company of
the applicant or the beneficial owners of the applicant down to the individual level
NOTE: For existing clients of the Bank, certain documentary requirements may be waived.
44
Registry Fee Schedule
Transfer Fees in the Secondary Trading
Transfer Fee
PHP100 per side per transfer
Note: If transferring from a registry account to the
depository, the full PHP200 shall be charged to the
transferring holder
Account Opening FeePHP100 per transferee with no existing account in
the Registry
Such transaction fees as PDTC shall prescribe for effecting electronic settlement instructions received from the
PDSClear System if so duly authorized by a holder
Transfer Fees due to Non-Trade Transactions
Transaction Fee PHP100 per side per transfer
Transaction Fee for Non-Intermediated Transfers
(e.g. inheritance, donation, pledge)PHP500 per side plus legal cost
Other Fees charged to the Holder (printing of non-standard reports)
Certification request of holding PHP200 per application
Monthly statement of account
(in addition to the quarterly statement of account to be issued
to each Holder free of charge)
PHP50 per application
Replacement of lost or damaged Registry Confirmations PHP50 per application
Interest income on the CDs will be subject to the following Final Withholding Tax (FWT) rates:
45
Taxation of the CDs (Primary Issuance)
Conditions for Withholding Tax Exemption
Type of Investor Tax Rate
Qualified Individual Holders (if held for at least 5 years) Exempt
Domestic and Resident foreign corporations 20%
Payments to Qualified Individual Holders shall be exempt from income tax, provided the
following are present:
The Holder is an individual citizen (resident or non-resident), a resident alien, a non-
resident alien engaged in trade or business in the Philippines, or an entity that
enjoys tax-exempt status
The CDs’ certificates are under the name of the individual Holders and not under the
name of a corporation or a bank or a trust department/unit of the bank
The CDs are not redeemed prior to the 5th year
In case of transfers, the CD holder shall be liable for the resulting tax due on the entire
interest income earned on the CDs (if any) at graduated tax rates, based on the holding
period of the CDs:
46
Taxation of the CDs (Secondary Market)
Holding Period Tax Rate
Less than three years 20%
Three to less than four years 12%
Four to less than five years 5%
Five or more years Exempt
Payment of the appropriate taxes shall be a pre-condition to effecting the transfer of the
CDs
Table of Contents
47
Overview of Security Bank
Investment Highlights
Product Guide: LTNCD Overview
Indicative Terms of Offering and Timeline
1
2
3
4
Q & A6
Offer Procedures5
Q&ALong Term Negotiable Certificates of Time Deposit (CDs)
17-19 October 2017
Thank youLong Term Negotiable Certificates of Time Deposit (CDs)
17-19 October 2017
Appendix – Financial SummaryLong Term Negotiable Certificates of Time Deposit (CDs)
17-19 October 2017
Select Income Statement Items (Consolidated Basis)
51
figures in PHP millions 2014 2015 2016 1H2016 1H2017
Interest income 15,374 18,349 22,825 10,664 13,771
Interest expense 4,233 5,950 6,932 3,252 4,471
Net interest income 11,141 12,399 15,894 7,413 9,300
Provision for credit losses 790 628 938 408 242
Net interest income after provision for credit
losses 10,351 11,771 14,956 7,004 9,058
Other operating income 5,446 5,910 4,938 3,372 2,874
Other operating expenses 7,829 9,379 10,463 5,125 5,922
Income before income tax 7,968 8,302 9,431 5,251 6,010
Provision for income tax 821 915 877 399 766
NET INCOME AFTER TAX 7,147 7,387 8,554 4,852 5,244
Select Balance Sheet Items (Consolidated Basis)
52
figures in PHP millions 2014 2015 2016 1H2017
Cash and other cash items 5,620 6,646 7,693 6,555
Due from BSP 35,844 56,882 71,663 53,221
Due from other banks 39,130 31,365 63,944 72,826
Interbank loans receivable and SPURA with the BSP - - 690 1,620
Financial assets at fair value through profit or loss 10,922 2,924 3,389 4,833
Financial assets at fair value through OCI 151 166 178 188
Investment securities at amortized cost 101,485 186,782 245,954 284,623
Loans and receivables 194,004 237,853 289,658 340,215
Other assets 2,301 2,790 3,603 2,043
TOTAL ASSETS 397,198 532,201 694,982 774,699
Select Balance Sheet Items (Consolidated Basis)
53
figures in PHP millions 2014 2015 2016 1H2017
Deposit liabilities 246,813 289,526 346,598 379,673
Financial liabilities at FV through profit or loss 583 735 656 713
Bills payable and SSURA 79,602 150,102 210,878 252,289
Other liabilities 7,582 8,112 7,379 6,952
Total liabilities 349,241 478,986 597,855 673,668
Total equity attributable to equity holders 46,881 53,210 97,122 101,026
Non-controlling interest 1,076 5 5 5
TOTAL LIABILITIES AND EQUITY 397,198 532,201 694,982 774,699
Select Financial Ratios
54
figures in percentages 2014 2015 2016
Return on average equity 16.32% 15.17% 10.37%
Net interest margin 3.37% 3.27% 3.12%
Cost to income ratio 47.42% 51.27% 50.20%
Gross loans to deposits 77,47% 82.05% 83.55%
Core capital ratio 14.26% 12.19% 18.01%
Total capital adequacy ratio 18.38% 15.20% 20.53%
Total equity to total assets 12.07% 10.00% 13.98%
Total NPLs to total gross loans 0.28% 0.14% 0.17%
Recent Issuances of CDs in the Philippines
Issuer Issue DateIssue Size
(PHP mm)Tenor Coupon (%) Spread
BDO Unibank August 2017 11,800 5.5 3.6250% 5Y R2 – 60 bps
Rizal Commercial Savings Bank August 2017 2,502 5.5 3.7500% 5Y R2 – 40 bps
Metrobank July 2017 3,750 7 3.8750% 7Y Benchmark – 60 bps
Robinsons Bank June 2017 4,182 5.5 4.1250% 5Y Benchmark
China Bank June 2017 6.348 5.5 3.6500% 5Y Benchmark – 60 bps
East West Bank May 2017 2.592 5.5 4.0000% 5Y Benchmark – 20 bps
Philippine National Bank Apr 2017 3,765 5.5 3.7500% 5Y Benchmark – 50 bps
East West Bank Mar 2017 3,700 5.5 4.0000% 5Y Benchmark
PS Bank Jan 2017 3,000 5.25 3.5000% 5Y Benchmark – 25 bps
Philippine National Bank Dec 2016 5,380 5.5 3.2500% 5Y Benchmark – 50 bps
China Bank Nov 2016 9,588 5.5 3.2500% 5Y Benchmark – 50 bps
Metrobank Sept 2016 8,650 7 3.5000% 7YR2 + 25 bps
Land Bank of the Philippines Oct 2015 6,000 5.5 3.7500% 5Y R2 + 30 bps
BDO Unibank Apr 2015 7,500 5.5 3.7500% 5Y R2 + 50 bps
Investor PresentationLong Term Negotiable Certificates of Time Deposit (CDs)
17-19 October 2017