Dubai DOF Sukuk Ltd (Government of Dubai) USD750 Million 3.875% 30-Jan-2023 - Final Terms

Transcription

1. FINAL TERMS 28 January 2013 Dubai DOF Sukuk Limited Issue of U .S.$750,000,000 Trust Certificates due 2023 under the U.S.$5,000,000,000 Trust Certificate Issuance Programme PART A – CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base Prospectus dated 17 January 2013. This document constitutes the Final Terms of the Trust Certificates described herein and must be read in conjunction with the Base Prospectus. Full information on the Issuer, the Government and the offer of the Trust Certificates is only available on the basis of a combination of these Final Terms and the Base Prospectus. The Base Prospectus is available for viewing during normal business hours at the registered office of the Issuer at MaplesFS Limited, P.O. Box 1093, Queensgate House, Grand Cayman, KY1-1102, Cayman Islands and copies may be obtained from that office. 1. Issuer, Trustee and Lessor: Dubai DOF Sukuk Limited 2. Obligor, Lessee and Servicing Agent: Government of Dubai (the Government) 3. Series Number: 5 4. Specified Currency: U.S. dollars (U.S.$) 5. Aggregate Face Amount of Series: U.S.$750,000,000 6. Issue Price: 100 per cent. of the Aggregate Face Amount 7. Specified Denominations: U.S.$200,000 plus integral multiples of U.S.$1,000 in excess thereof 8. (a) Issue Date: 30 January 2013 (b) Return Date: Accrual Commencement Issue Date 9. Maturity Date: 30 January 2023 10. Periodic Distribution Amount Basis: 3.875 per cent. Fixed Periodic Distribution Amount (further particulars specified below) 11. Dissolution Basis: Dissolution at par 12. Change of Periodic Distribution Basis: Not Applicable 13. Call Option: Not Applicable 14. Status: Unsubordinated 0107226-0000001 DB:5765152.5 1
2. 15 . Method of distribution: Syndicated PROVISIONS RELATING TO PERIODIC DISTRIBUTIONS PAYABLE 16. 17. Fixed Periodic Distribution Provisions: Applicable (a) Rate: (b) Periodic Distribution Date(s): 30 January and 30 July in each year up to and including the Maturity Date, commencing 30 July 2013 (c) Fixed Amount(s): U.S.$3,875 per Trust Certificate of U.S.$200,000 Specified Denomination and U.S.$19.375 per integral multiple of U.S.$1,000 in excess thereof. (d) Broken Amount(s): Not Applicable (e) Day Count Fraction: 30/360 (f) Determination Date(s): Not Applicable (g) Other terms relating to the method of calculating Fixed Periodic Distributions: Not Applicable 3.875 per cent. per annum payable semi-annually in arrear Floating Periodic Distribution Provisions: Not Applicable PROVISIONS RELATING TO DISSOLUTION 18. Optional Dissolution (Call): Not Applicable 19. Final Dissolution Amount: U.S.$200,000 per Trust Certificate of U.S.$200,000 Specified Denomination and U.S.$1,000 per integral multiple of U.S.$1,000 in excess thereof. 20. Early Dissolution Amount (Tax): Final Dissolution Amount 21. Dissolution Amount pursuant to Condition 13: U.S.$200,000 per Trust Certificate of U.S.$200,000 Specified Denomination and U.S.$1,000 per integral multiple of U.S.$1,000 in excess thereof. GENERAL PROVISIONS APPLICABLE TO THE TRUST CERTIFICATES 22. Form of Trust Certificates: Global Trust Certificate exchangeable for Trust Certificates in definitive registered form in the limited circumstances specified in the Global Trust Certificate 23. Additional Financial Centre(s): Not Applicable PROVISIONS IN RESPECT OF THE TRUST ASSETS 24. Lease Assets on the Issue Date: 0107226-0000001 DB:5765152.5 As 2 scheduled to the Supplemental Purchase
3. Agreement specified below , a copy of which schedule is set out in the Annex hereto 25. Trust Assets: Condition 4.1 applies 26. Details of Transaction Account: Dubai DOF Sukuk Limited Transaction Account No: 0211159-0000-USD-004-CTA with Deutsche Bank AG, London Branch for Series No.: 5 27. Other Transaction Document Information: 28. (a) Supplemental Trust Deed: Supplemental Trust Deed dated 30 January 2013 between Dubai DOF Sukuk Limited, the Government and the Delegate (b) Supplemental Purchase Agreement: Supplemental Purchase Agreement dated 30 January 2013 between Dubai DOF Sukuk Limited, Dubai Aviation City Corporation and the Government (c) Supplemental Lease Agreement: Supplemental Lease Agreement dated 30 January 2013 between Dubai DOF Sukuk Limited, the Lessee and the Delegate (d) Supplemental Servicing Agency Agreement: Supplemental Servicing Agency Agreement dated 30 January 2013 between Dubai DOF Sukuk Limited and the Servicing Agent (e) Supplemental Purchase Undertaking: Supplemental Purchase Undertaking dated January 2013 executed by the Government (f) Supplemental Substitution Undertaking: Supplemental Substitution Undertaking dated 30 January 2013 executed by Dubai DOF Sukuk Limited Total Loss Event Condition 10.3 does apply OTHER FINAL TERMS 29. Other final terms: 0107226-0000001 DB:5765152.5 Not Applicable 3 30
4. DISTRIBUTION 30 . (a) If syndicated, names of Managers: Joint Lead Managers Dubai Islamic Bank PJSC Emirates NBD PJSC HSBC Bank plc National Bank of Abu Dhabi P.J.S.C. Standard Chartered Bank Co-Lead Managers Al Hilal Bank PJSC Barwa Bank (Q.S.C.) Commercial Bank International Sharjah Islamic Bank PJSC (b) Date of Subscription Agreement: 28 January 2013 31. If non-syndicated, name of relevant Dealer: Not Applicable 32. Additional selling restrictions: Not Applicable PURPOSE OF FINAL TERMS These Final Terms comprise the final terms required for the issue and admission to listing on the DFM of the Trust Certificates described herein pursuant to the U.S.$5,000,000,000 Trust Certificate Issuance Programme of Dubai DOF Sukuk Limited. RESPONSIBILITY Each of the Issuer and the Government accepts responsibility for the information contained in these Final Terms. To the best of the knowledge and belief of each of the Issuer and the Government (having taken all reasonable care to ensure that such is the case) the information contained in these Final Terms is in accordance with the facts and does not omit anything likely to affect the import of such information. 0107226-0000001 DB:5765152.5 4
7. PART B – OTHER INFORMATION 1. 2. LISTING AND TRADING ADMISSION TO (i) Listing and admission to trading: Application has been made by the Issuer (or on its behalf) for the Trust Certificates to be admitted to the Dubai Financial Market (the DFM) Official List and to be listed on the DFM. (ii) Estimate of total expenses related to AED52,000 (in respect of application and listing fees admission to trading: of the Securities & Commodities Authority and Dubai Financial Market) INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save for any fees payable to the Managers, so far as each of the Issuer and the Government is aware, no person involved in the issue of the Trust Certificates has an interest material to the offer. 3. YIELD Indication of yield: 4. 3.875 per cent. per annum The yield is calculated at the Issue Date on the basis of the Issue Price. It is not an indication of future yield. OPERATIONAL INFORMATION (i) ISIN Code: XS0880424337 (ii) Common Code: 088042433 (iii) Any clearing system(s) other than Not Applicable Euroclear and Clearstream, Luxembourg and the relevant identification number(s): (iv) Delivery: (v) Names and addresses of additional Not Applicable Paying Agent(s) (if any): 0107226-0000001 DB:5765152.5 Delivery against payment 6
8. Annex to the Final Terms Lease Assets Reference AX006 Description Amount (AED) An undivided ownership interest in a plot consisting of 25.13 per cent. by floor area (such area being equivalent to 243,574.59 sqm) of the undivided ownership interest currently held by Dubai Aviation City Corporation, being 81.76 per cent. by floor area (such area being equivalent to 967,016 sqm) of the plot designated as Concourse 2 & Terminal 3 (with total Shari’a-compliant area 1,182,749 sqm) (plot numbers AX005 and AX006), with such undivided plot being bounded on the north by the area designated on the attached map as Taxilane Zulu (plot number AX012), on the east by the area designated on the attached map as Taxilane XRay (plot number AX013), on the south by the area designated on the attached map as Terminal 3 (plot number AX005) and on the west by the area designated on the attached map as Apron F (plot number AX012). Grand total [Map attached] 0107226-0000001 DB:5765152.5 7 2,902,000,000.00 2,902,000,000.00 Amount (USD) 800,000,000.00 800,000,000.00
9. CONCOURSE 2 (AX006) AND TERMINAL 3 (AX005) Total area of plot designated as Concourse 2 and Terminal 3: 1,185,000 sqm Shari'a compliant percentage of plot: 99.81% (1,182,749 sqm) Ownership interest in Shari'a compliant area currently held by DACC: 81.76% (967,016 sqm) Percentage of DACC's interest to be purchased under Supplemental Purchase Agreement: 25.13% Area to be purchased under Supplemental Purchase Agreement: 243,574.59 sqm