Request for Proposal for Financial Advisers for a Diaspora Bond at Debt Management Office
Debt Management Office
Nigeria
Request for Proposal for Financial Advisers for a Diaspora Bond to Be Issued in the International Capital Market by the Federal Republic of Nigeria
1.0 Introduction:
The Debt Management Office (DMO), on behalf of the Federal Republic of Nigeria (“FRN”) seeks to Issue a Diaspora Bond (“Diaspora Bond or Transaction”) for an amount up to USD100 million to raise funds from Nigerians in Diaspora for the purpose of financing capital projects while also, providing an opportunity for the Diaspora to participate in the development of Nigeria.
For this purpose, the DMO wishes to appoint an international bank and a Nigerian bank to act as Joint Financial Advisers for the Offering. The Financial Advisers, will be appointed separately by the FRN, but will be required to work together to ensure a successful Offering.
The Intention is to register the proposed Diaspora Bond with the United States of America’s Securities and Exchange Commission and the United Kingdom Listing Authority.
2.0 Scope of Work
The Joint Financial Advisers shall be expected to render the following services:
- Advise the DMO on the features of the Diaspora Bond and the issuance processes and procedures, particularly in relation to Subscription and Settlement, to ensure its acceptance by the target investors and compliance with relevant legal and regulatory requirements;
- Advise the DMO of the appropriate strategy for the issuance of the Diaspora Bond, and prepare a Marketing Plan;
- Collaborate with the DMO and other Transaction Parties in the preparation of the Offering Memorandum and other documents to be submitted to relevant regulators in the United States of America, the United Kingdom and other jurisdictions as may be required;
- Liaise with regulators in the International Capital Market as may be required, to ensure that the product and related documents comply with all relevant laws and regulations;
- Prepare Investor Presentations and other marketing materials that may be required;
- Co-ordinate the Investor Road shows for the issuance of the Diaspora Bond;
- Work with the DMO as may be required, in the selection of other Transaction Parties for the’ Offering including the preparation of Requests for Proposal and evaluation of Bidders;
- Manage the subscription process for the Diaspora Bond, including Opening, Closing and Settlement for the Offering, as well as, the delivery of the proceeds of the Offering to the FRN;
- Provide or arrange for Fiscal Agency for the Diaspora Bond; and,
- Provide any other service that may be necessary for the successful issuance of the Diaspora Bond.
3.0 Request for Proposal Procedures
Proposals must be prepared in the English Language and Bids are to be submitted separately by interested Bidders. Joint Bids would not be allowed. All Bidders are to further note the following:
- The responses to this Request For Proposal should be submitted in two separate sealed envelopes each in seven (7) copies, as set out below:
1. The Technical Bid which should be submitted in hard copy.
2. The Financial Bid which should be submitted in hard copy.
- Electronic submissions will not be accepted;
- Bidders should ensure that their Bids are duly acknowledged by the DMO at the time of submission;
- All Bids are to be submitted to the following address:
Director General,
Debt Management Office,
The Presidency,
First Floor, NDIC Building,
Plot 447/448, Constitution Avenue,
Central Business District,
Abuja, Nigeria.
- All Bids must be received by 12.00 noon (Nigeria Time) on September 26, 2013. The DMO reserves the right to reject any proposal not received by this time and in the form prescribed by this Request For Proposal;
- The Technical Bids will be opened at 1.00 p.m. on September 26, 2013. In accordance with the provisions of the Public Procurement Act, 2007, Bidders are expected to be represented at the opening of Bids;
- All Bidders will be notified within (2) working days of the Bid Opening through electronic or physical mails if their Bids were accepted for further evaluation or rejected;
- Bidders whose Bids are accepted for further evaluation will be invited for Interviews at a date and venue to be advised by the DMO;
- Bidders who are unsuccessful after the evaluation of their Technical Bids will be advised within two (2) working days of the evaluation;
- The Financial Bids will be opened once a shortlist of prospective Financial Advisers has been compiled on the basis of the evaluation of Technical Bids and the Interviews; and,
- The Financial Bids of all the unsuccessful Bidders will be returned un-opened to their respective addresses.
4.0 Requirements for the Technical and Financial Bids
Technical Bid
The Technical Bid should contain the following in the minimum:
- Company profile, including registered address and contact email address;
- Evidence of registration with relevant regulatory authorities in the Domestic market (for Nigerian banks) and International Capital Market (for international banks);
- For the International Bank:
- A list of major cities in Europe and the United States of America, in which it has presence;
- Minimum of two investment grade ratings from internationally recognised rating agencies;
d) For the Nigerian Bank:
i. List of countries other than Nigeria where the bank is present, indicating if they are full fledged banks or Representative Offices;
ii. Minimum of two credit ratings not below BB- or its equivalent from internationally recognised rating agencies or rating agencies registered with the Securities and Exchange Commission, Nigeria;
e.) Verifiable track record over the past five (5) years:
- i. International Bank
Information on instances in which they acted as Financial Adviser or in any other capacity for the issuance of a Diaspora Bond or similar product by a sovereign. Information on Eurobond Transactions in which the firm provided service may be useful;
- ii. Nigerian Bank Information on transactions in which they acted as Financial Adviser or in any other capacity in the domestic or international markets;
f) Information on any financial advisory and other services rendered to the Government of Nigeria; and,
g) A Marketing Strategy and Plan in not more than five (5) pages (Power Point) showing how the bank will ensure the successful issuance of the Diaspora Bond in a timely manner.
Financial Bid
Bidders should provide a quote for the Fees and any applicable Expenses that they would require to be paid for the service to be rendered as Financial Adviser for the Diaspora Bond. The quote, which should be in United States Dollars, in the case of the international firm and in Nigerian currency (Naira) for the local firm, will be subject to all applicable Nigerian taxes.
Bidders should note that:
a) The cost for any party that may be engaged by them towards the discharge of their function as Financial Adviser, shall be for their own account.
b) The actual Fee and Expenses to be paid may be subject to negotiation at the discretion of the DM0.
5.0 Enquiries
Prospective Bidders that require clarification on any part of this Request for Proposal may wish to Direct requests to: enquiries@dmo.gov.ng
IMPORTANT NOTICES
a) Nothing in this advertisement shall be construed to be a commitment on the part of the DMO to appoint Financial Advisers or to issue Diaspora Bonds; nor shall it entitle any Bidder to make any claim whatsoever and seek indemnity from the DMO by virtue of the Bidder having responded to this Request for Proposal.
b) No costs associated with responding to this Request for Proposal or attending Interviews will be reimbursed.
c) The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Diaspora Bonds referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
Debt Management Office
The Presidency/
Plot 447/448, Constitution Avenue,
Central Business District,
P.M.B. 532 Garki, Abuja, Nigeria.
Email: enquiries@dmo.gov.ng
Website: www.dmo.gov.ng
