Via ODiSy March 22, 2012 PHILIPPINE STOCK EXCHANGE ... - BDO

- 100 -On October 19, 2009, the preferred shares were redeemed in full by the Parent Bank atP2,446 inclusive of remaining dividends in arrears of P77.17. SUBORDINATED NOTES PAYABLEOn June 27, 2011, the Parent Bank issued P8,500 unsecured subordinated notes eligibleas Lower Tier 2 Capital due on September 27, 2021, callable on 2016 (the Series 4Notes) bearing an interest rate of 6.50% per annum, pursuant to the authority grantedby the BSP to the Bank on April 7, 2011 and BSP Circular No. 280 Series of 2001, asamended, and BSP Circular No. 709 Series of 2011. The issuance was approved by theBOD onAugust 28, 2010.On October 7, 2011, the Parent Bank issued another P6,500 unsecured subordinatednotes eligible as Lower Tier 2 Capital due on January 7, 2022, callable on 2016(the Series 5 Notes) bearing an interest rate of 6.375% per annum, pursuant to theauthority granted by the BSP to the Bank on April 7, 2011 and BSP Circular No. 280Series of 2001, as amended, and BSP Circular No. 709 Series of 2011. The issuance wasapproved by the BOD on August 28, 2010.On November 21, 2007, the Parent Bank issued P10,000 unsecured subordinated noteseligible as Lower Tier 2 Capital due on November 21, 2017 bearing an interest of 7.0%per annum, callable with step-up in 2012 (the Series 1 Notes) pursuant to the authoritygranted by the BSP to the Parent Bank on October 8, 2007 and BSP Circular No. 280Series of 2001, as amended. The issuance was approved by the BOD, in its specialmeeting held on June 1, 2007.On May 30, 2008, the Parent Bank issued the second tranche of P10,000 unsecuredsubordinated notes eligible as Lower Tier 2 Capital due on May 30, 2018 bearing aninterest of 8.5% per annum, callable with step-up in 2013 (the Series 2 Notes) pursuantto the authority granted by the BSP to the Parent Bank on April 3, 2008 and BSPCircular No. 280 Series of 2001, as amended. This issuance was approved by the BOD,in its regular meeting held on February 23, 2008.On March 20, 2009, the Parent Bank issued the third tranche of unsecured subordinateddebt qualifying as Tier 2 Capital of the Parent Bank with face of P3,000 due March 20, 2019with coupon interest of 7.5% per annum callable with step-up in 2014 (the Series 3 Notes).This issuance was approved by the BOD on January 31, 2009.The Notes represent direct, unconditional unsecured and subordinated pesodenominatedobligations of the Parent Bank, issued in accordance with the Terms andConditions under the Master Note. The Notes, like other subordinated indebtedness ofthe Parent Bank, are subordinated to the claims of depositors and ordinary creditors, arenot a deposit, and are not guaranteed nor insured by the Parent Bank or any partyrelated to the Parent Bank, such as its subsidiaries and affiliates, or the PDIC, or anyother person. The Notes shall not be used as collateral for any loan made by the ParentBank or any of its subsidiaries or affiliates. The Notes carry interest rates based onprevailing market rates, with a step-up provision if not called on the fifth year fromissue date. The Parent Bank has the option to call the Notes on the fifth year, subjectto prior notice to Noteholders. The Notes were used further to expand the ParentBank’s consumer loan portfolio and to refinance an existing issue of Lower Tier 2 debt.