Structural Reforms For Long-Term Development

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#1牛 SLOVAK REPUBLIC ARDAL Debt and Liquidity Management Agency Investor Presentation April 2019#2Slovakia: A Robust Credit Story 2#3Slovakia - At a Glance Geographical location Slovakia Key facts ARDAL Ratings (Moody's/S&P/Fitch) GDP (2018) A2 (positive)/A+ (stable)/A+ (stable) € 90,2 billion GNI per capita (2017) € 14,700 Population (2018) 5.4 million Real GDP growth (2018) 4.1% Inflation (HICP - 2018) 2.5% Currency EUR Key economic sectors Services, Manufacturing, Wholesale & Retail Trade, Construction Memberships Head of State Capital European Union (Euro Zone members) European Union (Non Euro Zone members) Territory + 3 OECD, EU, EMU, NATO, Schengen Area President Andrej Kiska Bratislava 49,034 km² Source: Eurostat, Ministry of Finance, NBS#4Key Investment Highlights Efficient public spending Low geopolitical risk Sustainable and diversified economic growth Strong commitment to fiscal discipline A unique mix ARDAL of stability and upside potential as Slovakia converges with the Eurozone's core countries Flexible and resilient economy and stable banking sector Low and stable level of public debt + 4 Leader of the converging club#5Slovakia - Credit Strengths in Detail Strong growth ARDAL High and sustainable growth: 3.2% in 2017 and 4,1% in 2018 Accelerated convergence to Eurozone's core Strengths Credit # elenols Sound fundamentals Fiscal discipline Low public debt Export oriented An export-oriented performer with balanced external accounts: moderate current account deficits explained by investment imports Well capitalized banking sector without government assistance Strong fiscal discipline based on medium-term targets Fiscal deficit in 2018 estimated at 0.6% of GDP and further consolidation reflected in approved balanced budget in 2019 Public debt expected at 48.8% of GDP in 2018 vs. a 86.9% average in the Eurozone (2018) Fiscal Responsibility Act: essential tool for debt consolidation. Public debt is expected to remain below the national debt brake (50%) Competitive export sectors with high value niches in key industrial sectors (motor vehicles, machinery, equipment, metal products, electronics, etc.) Amongst the highest rated countries in the CEE region (A2/A+/A+) High credit ratings Moody's positive outlook since April 2017 牛 5#6Transformation Success Story ✓ Small and effective government ✓ Sustainably robust GDP growth ✓ High share of investment to GDP ✓ Export-oriented economy ✓ Commitment to fiscal discipline ✓ Low debt and stable external account ARDAL SLOVAKIA 2015 2016 2017 2018 2019e 2020e Real GDP Growth (in %) Private Consumption 4.2 3.1 3.2 4.1 4.1 3.5 2.2 2.9 3.5 3.0 3.2 3.0 Public Consumption Gross fixed capital formation 5.4 1.6 1.7 1.9 1.4 1.6 21.9 (9.4) 3.4 6.8 2.2 3.0 Exports (goods and services) 6.0 5.5 5.9 4.8 8.0 7.0 Imports (goods and services) 8.0 3.4 5.3 5.3 6.8 6.3 GNI (real growth in %, adjusted by GDP deflator) 2.9 3.8 3.1 4.6 (e) 4.1 3.5 Employment Growth (% p.a.) 2.0 2.4 2.2 1.7 (e) 1.0 0.6 Unemployment rate (% of labour Force) 11.5 9.6 8.1 6.6 6.3 6.0 Inflation (HICP) (% p.a.) (0.3) (0.5) 1.3 2.5 2.5 2.4 General government balance (% of GDP) (2.6) (2.2) (0.8) (0.6) (e) (0.3) (0.1) Sources: Eurostat, EC Autumn Forecast 2018, EC Winter (interim) Forecast for forecasts of GDP and inflation *last available value for GNI is for 2017 + 6#7Structural Reforms For Long-Term Development ARDAL The Slovak government continues to implement structural reforms to boost competitiveness; key areas include pensions, tax policy and the Value for Money initiative ✓ Pension Reform saving 3% of GDP in the long run: • Retirement age linked to life-expectancy • Pensions linked to inflation performance • Introduction of private pension schemes Improving Tax Collection and Combating Tax Evasion • VAT revenues have increased by 39% since 2012 primarily due to more effective tax collection • Law regulating offshore companies' participation in the public procurement process Value for Money Initiative • Government initiative to raise public spending efficiency (started in 2016) • Compulsory spending reviews of at least 50% of government expenditures within the electoral cycle Public Investment projects evaluation (for projects over EUR 10m in the IT sector & over EUR 40m in other sectors) Past spending reviews: • Healthcare, transport and informatization completed in 2016 • Education, social policies and environment sector completed in 2017 . Public wage bill, agriculture, culture, marginalized groups and healthcare 2 to be finished in 2019 H 7#8Fast and Ongoing Convergence 140.0 Leading convergence player ARDAL NL DK AT DE 120.0 SE BE GDP per capita PPS EU28=100 (2017) FI EA19 FR $100.0 EU28 Currently: 77% of the EU27 GDP/per capita MT IT ES EE CZ UK SI CY 80.0 LT ◆ Slovakia PT ♦ LV PL HU EL RO 60.0 ◆ HR Convergence: 30 p.p. in 20 years BØ 40.0 20.0 20.0 40.0 Source: Eurostat 60.0 80.0 100.0 GDP per capita in PPS EU28=100 (1995) 120.0 140.0 + 00 8 Continued fast convergence pace#9Slovakia - A top performer among EZ countries ARDAL Slovakia's growth at more than double the euro area average compares favorably with most peers ✓ Convergence is almost complete for the unemployment and inflation rates ✓ A healthy and competitive external sector suggests a high growth potential for the country Slovakia's public debt ratio is among the region's lowest at almost half the euro area average and the country has a strong commitment to keep the ratio below 50% of GDP 2019e Real GDP growth (%) Inflation - HICP (%) Unemployment rate (%) Current Account Balance (% of GDP) Slovakia Belgium Finland Eurozone 4.1 1.3 1.9 1.3 2.5 1.9 1.4 1.4 6.3 6.1 7.2 7.9 1.2 1.1 1.1 3.6 -0.3 -1.1 -0.2 -0.8 -0.8 -1.3 -0.6 -1.0 Budget Balance (% of GDP) Structural Budget Balance (% of pot. GDP) General Government Gross Debt (% of GDP) Source: EC Autumn Forecast 2018, EC Winter Forecast 2019 for GDP growth and inflation + 6 46.4 99.8 58.5 84.9#10Strong Productivity and GDP Growth ARDAL Real labor productivity per hour worked GDP per capita (chain-linked volumes) 2010-100 2010-100 125 125 Slovakia Finland Belgium Euro area Slovakia • Finland Belgium Euro area 120 120 115 110 105 100 95 115 110 105 100 95 90 90 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Source: Eurostat + 10 110 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017#115.0 7.0 19.0 17.0 15.0 13.0 11.0 9.0 2004 Source: Eurostat 2005 Unemployment Rate at All Time Low New industries and services translated into new jobs (automotive industry, shared services, IT sector) 2006 2007 2008 2009 2010 2011 2012 2013 Slovakia Belgium Finland Euro area H 11 2014 2015 2016 2017 2018 8.4% 7.4% 6.6% 5.9% ARDAL#12Open, Export - Oriented Economy 6.0 4.0 2.0 0.0 From trade deficit (importing technologies) to trade surplus (export performer) -2.0 -4.0 Goods Services Primary income ARDAL Secondary income Current account -6.0 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019e 2020e 2021e 2022e Source: NBS; Ministry of Finance February 2019 Forecast ㄝ 12#13Slovakia continues to attract value-added direct investment ARDAL Automotive companies lead private investment in Slovakia Cumulative investment in mil. EUR period Private investment growth contributions (in ppt.) Car producers 15 Jaguar Land Rover Slovakia 1 400 Volkswagen Slovakia 2 670 Kia Motors Slovakia 847 2016-2019 2010-2017 2010-2017 10 PCA Slovakia 391 2010-2017 5 Largest automotive suppliers 0 Continental Matador Rubber 512 2011-2017 Schaeffler Slovensko 300 2014-2017 -5 Electronics -10 2011 2012 2013 2014 2015 2016 2017 2018E Samsung Electronics Slovakia 337 2010-2017 Source: Top Trend 200 Other private investments H 13 Automotive sector O-Total Private Investments#14Key Trading Partners in 2018 ARDAL Imports Geographical Structure (%) Exports Geographical Structure (%)] Germany 17,8 % Republic of Korea 15.8% China 5,8% Poland 5,4% Russian Germany France Italy Federation 5,2% 22,4% 6,3% 5,8% Hungary 4,7% France 3,0% UK 1,9 % Spain NL 1,5% 1,4% Czech Republic 10,1 % RO US Italy 1,4% 0,9% 3,3% Vietnam 5,9% Austria 3,0% BEL 0,9 H 14 Austria Hungary 5,6% 5,7% United RO NL Russia China 1,9% 1,7% 2,2% Czech Republic Kingdom 2,5% 5,2% 11,8% United States 3,2% Poland 7,6% Spain 2,9% BEL SWE SWI 1,3% 1,4% 1,5% Source: Statistical Office of the Slovak Republic#15ARDAL Key Export and Import Products in 2018 Imports by Product (%) Exports by Product (%) Machinery, electrical equipment 32,7% Base metals 9,9% Mineral products 9,7% Machinery, electrical equipment 31,1% Vehicles, aircraft, vessels 16,2% Base metals 10,2% Plastics and Mineral products 4,2% rubber 5,9% Chemicals 6,0% Plastics and rubber 6,0% Vehicles, aircraft, vessels 30,3% Misc manufactured 3,3% Textiles and textile articles Products of food industries 2,7% 2,8% Optical, photograph 2,0% H 15 Misc manufacture articles 3,1% Textiles articles and textile 2,1% Wood 1,5% Chemicals 2,5% Source: Statistical Office of the Slovak Republic#16Ratings Reflect a Solid Credit Profile Rating Agency Rating Comments ARDAL MOODY'S STANDARD & POOR'S A2 Positive A+ Stable Fitch Ratings A+ Stable " the key credit strengths of Slovakia are: (1) Slovakia's continued strong economic growth prospects in the coming years, and (2) Anticipated pick-up in the pace of public sector debt reduction supported by robust growth and continued fiscal consolidation" " ... positively evaluated the low debt burden of the public sector, sustainable public finances, the stable volume of foreign investments and the well- capitalised banking sector with a low incidence of troublesome credits (5%). According to its estimates, the Slovak public debt should decline to about 48 percent of GDP by 2020" "... Slovakia's 'A+' ratings reflect its robust and credible economic framework, including its solid banking sector, eurozone membership and ability to attract foreign investment. EU membership supports political stability and institutional strength" ✓ Stable outlook by S&P and Fitch Positive outlook by Moody's since April 2017 Sources: Moody's, S&P and Fitch + 16#17Prudent Fiscal Policy The approved 2019 Budget anticipates a balanced Budget this year ✓ Since 2009 Slovakia consolidated the budget deficit by 8% of GDP General Government balance % of GDP 6.0 4.0 2.0 0.0 -2.0 -4.0 -6.0 Slovakia Euro area Finland Belgium Maastricht limit ARDAL -8.0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018e 2019e 2020e Source: Eurostat, EC Autumn forecast 2018 キ 17 12#18Public Debt Trending Downwards ARDAL Public debt on a declining trajectory since 2014, with cumulative decline of 8.7% of GDP until 2020 Debt to GDP ratio decrease driven by macroeconomic growth, inflation rebound and primary surpluses Change in the Public Debt to GDP Ratio Percentage Points 9 00 3 0 -3 2013 ■Slovakia Euro area Finland ■Belgium 2014 2015 2016 2017 2018e 2019e 2020e Source: Eurostat, EC autumn forecast 2018 キ 18#19Favorable Debt Position % of GDP ARDAL Strong commitment to keep public debt below 50% of GDP "debt brake" (well below euro area average) Fiscal responsibility act (national debt brake) has became stricter from 2018: ✓ debt level expected to leave the sanction thresholds in 2018 at the level of 48.8% of GDP ✓ by 2028 the lowest threshold of the debt break will fall to 40% of GDP Slovakia 110 100 90 80 Finland Euro area Belgium Maastricht limit ⚫SK debt break 1st lower limit 70 60 50 40 30 20 10 0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018e 2019e 2020e Source: Eurostat, EC autumn forecast 2018 キ 19#20% of GDP 250 200 150 100 50 50 0 Low Household, Corporate and Private Debt Household and Corporate Debt ال RO CZ HU PL SI SK DE IT AT GR FR FI ES PT UK BE SE NL IE ■Non-financials Source: Eurostat, data as end of 2017 Households Low debt dynamics reflects high GDP growth H 20 220 200 180 160 140 120 100 80 60 Private Debt - % of GDP ARDAL 40 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Belgium Slovakia - Finland Source: Eurostat#21Prudent Debt Management Strategy 21 27#22Debt Management Strategy ARDAL 2018 Funding Total funding at EUR 3.9bn (originally planned EUR 4.5bn) ✓ Only one benchmark redemption of EUR 3.0bn in November ✓ T-bills issuance of EUR 0.8bn ✓ One syndicated bond transaction - dual-tranche: EUR 1.0bn 10 year bond and EUR 0.5bn 50 year bond Secondary market improvements ✓ Implementation of MTS platform in February 2018 ✓ Adjustments in primary dealers evaluation - secondary market performance 2019 Funding outlook Total funding needs at EUR 4.4bn Small redemptions - EUR 1.3bn in May (originally SKK bond) and EUR 0.3bn equivalent in October (CHF bond); 0.8bn T-bills 1 - 2 syndicated deals (one deal with maturity of 11 years and possibly other with maturity based on market conditions) ㄝ 22 22#23SLOVGB June 28 and June 68 Deal Review + A ARDAL Slovak Republic EUR 1.5bn Dual Tranche 2028 & 2068 Issue Slovakia impressively extends its benchmark curve to 2068 with a landmark half century bond Key Aspects of the Transaction Terms & Conditions Issuer Issuer Rating Format Amount The Slovak Republic, acting through the Ministry of Finance and the Debt and Liquidity Management Agency (ARDAL) A2 / A+ / A+ (positive/stable/stable) (Moody's/ S&P / Fitch) Reg S, Bearer Following the announcement on Monday, 4th June, of a new 10-year issue with the possibility to add a 50- year tranche, the Slovak Republic ("Slovakia") together with the JLMs decided to opt for a swift execution on the next day. As the investor feedback was very constructive across both tranches supported by a positive market backdrop the group finally proceeded with both tenors While IPTS were set at MS +20bps area and MS +90/+95bps for the 10- and 50-year transactions, respectively, the combined lol book which soon reached over EUR 4.1bn (skewed towards the 10-year line) allowed to go out with a guidance of MS +15bps area and MS +90bps area, respectively Both orderbooks continued to develop very nicely and eventually reached over EUR 3.4bn from over 150 accounts in the 10-years and more than EUR 1.6bn from over 125 investors in the 50-years, respectively Consequently, the final spreads were set at MS +10bps and MS +80bps for the 10- and 50-year transaction, respectively, which implies a small new issue concession in the high single digits for the 10- year and 15bps for the 50-year deal While this milestone deal underlines the utmost trust from the international investor base towards Slovakia as an issuer, the half century bond will serve as a main reference point for sovereign issuers worldwide Distribution by Geography (10yrs) Distribution by Investor Type (10yrs) EUR 1 billion EUR 500 million Trade Date 5 June 2018 5 June 2018 Settlement Date 12 June 2018 12 June 2018 Maturity 12 June 2028 12 June 2068 Coupon 1.000% p.a. fixed Act/Act 2.250% p.a. fixed Act/Act Re-offer +65.6bps (vs. DBR 0.5% Spread vs. DBR Feb-2028) +117.2bps (vs. DBR 1.25% Aug-2048) FR Others 8% 9% GER/ AUT 30% Re-offer Spread vs. +10bps +80bps Nordics 12% Mid-Swaps (MS) Re-offer Yield 1.021% p.a. 2.254% p.a. BeNe CEE Lux 13% UK 18% Re-offer Price 99.801% 99.881% 14% Distribution by Geography (50yrs) Denomination EUR 1 CEE Governing Law Slovak Law Nordics 6% 6% Others Listing Bratislava Stock Exchange 8% ISIN SK4120014150 SK4120014184 IT ES 19% Joint Bookrunners Barclays / Citi / Erste Group / RBI UK 10% Ins/PF 9% Others 2% CB/ Ols 13% AM 38% Banks 38% Distribution by Investor Type (50yrs) CB/ Others Ols 3% 6% Banks 13% GER/ AUT 42% AM Ins/PF 58% 22% キ 23#24Total Gross Funding Evolution Redemptions - Net Funding Volume (EUR bn) 6.00 5.00 4.00 3.00 2.00 1.00 ARDAL 0.00 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 ■Redemptions Net funding volume Source: ARDAL, as of 31/12/2018 + 24#25Bond Redemption Profile 5.5 Maturing bonds [EUR] 5.0 4.5 Maturing amount [EUR billions] 2.0 2.5 3.0 35 3.5 4.0 1.5 1.0 0.5 0.0 Available additional amount to be sold through auctions and syndicate [EUR] 2049 2047 2045 2043 2041 2039 2037 2035 H 2033 2031 2029 2027 2025 2023 2021 2019 Source: ARDAL as of 31/12/2018 25 ARDAL 2067 2065 2063 2061 2059 2057 2055 2053 2051#26Government Bond Portfolio Metrics 8 7 6 Average maturity increased steadily since 2012 At the same time average YTM was reduced significantly 5 4 3 ARDAL 4.5 H 4.0 3.5 3.0 2.5 2.0 20 15 1.5 1.0 0.5 2 0.0 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Source: ARDAL as of 31/12/2018 Avg. Maturity (years, Ihs) + 26 Average YTM (%, new issuance, rhs)#27✓ mil. eur MTS Slovakia Introduction of MTS Slovakia in February 2018 Quoting obligation for Primary Dealers Record volume in February 2019 at EUR 517 million 1 400 MTS EMAR without MTS 67 1 200 1000 800 600 32 400 586 106 200 403 440 498 238 0 1-18 Source: ARDAL as of 31/12/2018 2-18 3-18 4-18 27 H 5-18 6-18 7-18 Slovak PDs secondary market (EMAR) 262 54 110 30 161 1 151 122 1 125 929 126 660 509 518 508 8-18 9-18 10-18 11-18 12-18 386 1-19 2-19 517 170 ARDAL#28Risk Indicators of the Slovak Debt Portfolio ARDAL Values at historical lows ✓ Sufficient space for short term financing and shock absorption Debt portfolio for the next year Debt Portfolio for the next 5 cumulative years Refinancing Risk Refixing Risk Refinancing Risk Refixing Risk 80% 45% 75% 40% 70% Value set in strategy for refinancing 35% Value set in strategy for 65% 30% refixng risk 60% 25% 55% 20% 15% Value set in strategy for 10% refinancing risk 5% 0% 2009 2010 Source: ARDAL as of 30/09/2018 2018 2017 2016 2015 2014 2013 2012 2011 50% 45% 40% 35% 30% ㄝ 2018 2017 2016 2015 2014 2013 2012 2011 2010 2009 and refixing risk 28#29Interest Payments Development Interest payments are at historical lows as a percentage of GDP ECB's PSPP further helped in decreasing interest payments 1.30 1.25 1.20 1.15 ARDAL 2.0% 1.8% 1.6% 1.4% 1.2% 1.10 1.0% 2013 2014 2015 2016 2017 2018 Interest payments in bn. eur (lhs) -Interest payments in % of GDP (rhs) Source: ARDAL, as of 31/12/2018 H 29#30Low Currency Risk and Diversified Investor Base ARDAL Debt hedged against FX risk Currency Breakdown in % ✓ Increasing portfolio holdings of residents due to PSPP Investor Type Breakdown in %* 1.1% 1.7% 3.1% 94.1% Source: ARDAL, government bonds only as of 31/12/2018 EUR USD 50.5% CHF ■ NOK H 30 *Bonds held in Slovak CDCP 44.2% Resident Banks 5.3% ■Resident - other institutions ■ Non-residents#31Government Bond Yields 6.5 -10y-Slovakia -10y-Germany 10y-France -10y-Belgium 10y-Finland 5.5 4.5 3.5 % 2.5 1.5 0.5 ARDAL -0.5 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Source: Bloomberg, NBS, Deutsche Bundesbank, as of March 2019 + 31#32Auction Calendar & Issuance 2019 Source: ARDAL Auction Date 21 January 18 February 18 March 15 April 20 May 17 June 16 September 21 October 18 November Government Bonds Settlement Date 23 January 20 February 20 March 17 April 22 May 19 June Treasury Bills No issuance 18 September 23 October 20 November キ 32 ARDAL#33Primary Dealers of the Slovak Republic ✓ Barclays Bank plc ✓ Citibank plc ✓ Československá obchodná banka, a.s. (KBC Group) ✓ Deutsche Bank AG ✓ HSBC France ✓ Natixis ✓ Slovenská sporiteľňa, a.s. (Erste Group) ✓ Société Générale S.A. ✓ Tatra banka, a.s. (RBI Group) ✓ UniCredit Bank Czech Republic and Slovakia, a.s. ✓ Všeobecná úverová banka, a.s. (Intesa Sanpaolo Group) キ 33 ARDAL#34Thank you ARDAL Contacts Debt and Liquidity Management Agency Agentúra pre riadenie dlhu a likvidity - ARDAL Radlinského 32 813 19 Bratislava Slovak Republic Daniel Bytčánek Managing Director Peter Šoltys Head of Debt Management Department www.ardal.sk Reuters/Bloomberg: DLMA [email protected] [email protected] E DIVIDITY H PRE RI RIADENTE AGENTURA 2003-2018 LITASTAS •STABILI 15 RDAL O RESPO FIRMITU + 34 TÜV TÜV SUD ISO 9001 SÜD ISO 27001#35Disclaimer ARDAL THIS PRESENTATION IS NOT AN OFFER OR SOLICITATION OF AN OFFER TO BUY OR SELL SECURITIES. IT HAS BEEN PREPARED FOR INFORMATION PURPOSES ONLY. THIS PRESENTATION IS NOT INTENDED TO CONTAIN ALL OF THE INFORMATION THAT MAY BE MATERIAL TO AN INVESTOR. BY READING THE PRESENTATION SLIDES YOU AGREE TO BE BOUND AS FOLLOWS: This document is not for distribution in, nor does it constitute an offer of securities in, the United States, Canada, Australia or Japan. Neither the presentation nor any copy of it may be taken or transmitted into the United States, its territories or possessions, or distributed, directly or indirectly, in the United States, its territories or possessions or to any US person as defined in Regulation S under the US Securities Act 1933, as amended (the "Securities Act"). Any failure to comply with this restriction may constitute a violation of United States securities laws. Accordingly, each person viewing this document will be deemed to have represented that it is located outside the United States. Securities referred to herein may not be offered or sold in the United States absent registration or an exemption from registration. The Issuer has not registered and does not intend to register any securities that may be described herein in the United States or to conduct a public offering of any securities in the United States. This communication is being directed only at persons having professional experience in matters relating to investments and any investment or investment activity to which this communication relates will be engaged in only with such persons. No other person should rely on it. This document is not for distribution to retail customers. This presentation may only be distributed to, and is directed solely at (a) persons who have professional experience in matters relating to investments falling within article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (b) high net worth entities falling within article 49(2)(a) to (d) of the Order. and other persons to whom it may be lawfully communicated. falling within article 49(1) of the Order (all such persons together being referred to as "relevant persons"). This presentation may include forward-looking statements. Forward-looking statements involve all matters that are not historical by using the words "may", "will", "would", "should", "expect", "intend", "estimate", "anticipate", "target", "believe" and similar expressions or their negatives. Such statements are made on the basis of assumptions and expectations that the Issuer currently believes are reasonable, but may not materialize. 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PRIOR TO ENGAGING IN ANY TRANSACTION, POTENTIAL INVESTORS SHOULD ENSURE THAT THEY FULLY UNDERSTAND THE TERMS OF THE SECURITIES AND ANY APPLICABLE RISKS. THIS DOCUMENT IS NOT A PROSPECTUS FOR ANY SECURITIES REFERENCED HEREIN AND NO PROSPECTUS HAS BEEN OR WILL BE PREPARED AND APPROVED BY RELEVANT AUTHORITIES IN RESPECT OF ANY SECURITIES REFERENCED HEREIN IN ANY JURISDICTION. INVESTORS SHOULD ONLY SUBSCRIBE FOR ANY SECURITIES DESCRIBED HEREIN ON THE BASIS OF INFORMATION IN THE RELEVANT OFFERING CIRCULAR AND TERMS AND CONDITIONS AND NOT ON THE BASIS OF ANY INFORMATION PROVIDED HEREIN. ㄝ 35

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