7.5% MeDirect Bank plc 14.12.2019 (EUR)


Mediterranean Bank plc - Prospectus dated 21 November 2012

The Company

MeDirect Bank plc (formerly known as Mediterranean Bank plc) is a specialist bank focusing on wealth management, savings and investments. The Bank was established in June 2004 and was licensed as a Maltese credit institution (regulated by the Malta Financial Services Authority) in July 2005.

In July 2009, the Bank was acquired by new shareholders indirectly through the holding company Medifin Holdings Ltd. Medifin was acquired by AnaCap Financial Partners II L.P (91.4%), with the balance held by minority shareholders.

The Issuer is licensed to carry out the business of banking, to undertake money transmission services, to issue and administer means of payment, to issue guarantees and commitments, to trade on own account and/or for the account of customers in a number of instruments, to provide portfolio management and advice and to provide safe keeping services. The Issuer focuses on wealth management, savings and investments. The Issuer also holds a Category 2 and Category 4 license issued by the MFSA which authorises the Issuer to provide investment services, to hold or control clients’ money and to act as trustee or custodian of collective investment schemes.

MeDirect Bank plc’s Head Office is located in The Centre, Tigne Point, Sliema.

Use of Proceeds

The proceeds of this Issue constitute Additional Own Funds (Tier II capital) of the Bank  in terms of Banking Rule BR/03/2012 – Own Funds of Credit Institutions Authorised under the Banking Act (Cap. 371 of the laws of Malta).

The net proceeds will be used by the Issuer to meet part of its general financing requirements.

Status & Security

The Bonds are unsecured and Subordinated. Subordination means that the rights and claims of Bondholders in respect of the payment of capital and interest on the Bonds will, in the event of dissolution and winding up of the Issuer, rank after the claims of all unsubordinated debt and will not be repaid until all other unsubordinated debt outstanding at the time has been settled. The Bonds constitute the general, direct, unconditional, Subordinated and unsecured obligations of the Issuer and shall at all times rank equally and rateably without any priority or preference among themselves and with other Subordinated unsecured debt.

The Bonds shall rank subsequent to any other outstanding, unsubordinated and unsecured obligations of the Issuer, present and future. The Issuer may incur further borrowings or indebtedness and may create or permit to subsist other security interests upon the whole or any part of its present or future, undertaking, assets or revenues (including uncalled capital).

The Bonds shall also rank subsequent to any prior ranking security interest created for the purpose of securing the Issuer’s secured interbank funding lines and repurchase agreements. Such interbank funding lines and repurchase agreements are used to finance the Issuer’s investment portfolio.


Euro (€)



Amount Issued





The bonds will be redeemed at 100% (par) on 14 December 2019 or earlier in the case of a Regulatory Change Event by giving not less than thirty (30) nor more than sixty (60) days’ notice to bondholders.

A Regulatory Change Event shall be deemed to have occurred if Rule BR/03 is replaced or materially amended in respect of credit institutions by New Capital Regulations, the result of which is or would be that the Bonds are not or would no longer be eligible to qualify in whole or in part for inclusion (save where such exclusion is only as a result of any applicable limitation on the amount of such capital) in the Lower Tier 2 Capital or Tier 2 Capital, as the case may be, of the Issuer.

Interest Payment

Annually on 14 December

XD Date

29 November


Official List


Francis Vassallo, Finlay McFadyen, Peter Cartwright, Mark Watson, Henry Schmeltzer, Joaquin Vicent, Vincent Chatard.


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