Herbert Smith Freehills has advised Bendigo and Adelaide Bank Limited (BEN) on its issue of Convertible Preference Shares (CPS) and concurrent Reset Preference Share Reinvestment Offer, which completed yesterday and raised approximately $269 million. CPS are fully paid convertible preference shares issued by BEN.
Formed in 2007 following a merger between Bendigo Bank and Adelaide Bank, BEN provides banking and wealth management services to individuals and small to medium businesses, and operates a substantial wholesale banking business.
The Herbert Smith Freehills team was led by partners Patrick Lowden and Philippa Stone, Executive Counsel Lauren Magraith, Senior Associates Laura Cameron and Lucy Hall and lawyer Fergus Rourke.
KPMG advised BEN in relation to taxation, with Ernst & Young advising on accounting.
The offer was arranged by Macquarie Capital (Australia) Limited (MCAL), and joint lead managed by MCAL, Morgan Stanley Australia Securities Limited, Roberts and Partners Pty Ltd and JP Morgan Australia Limited. The joint lead managers were advised by King & Wood Mallesons.
Ms Stone said, ‘We are delighted to have assisted BEN with this landmark offer, and to have acted for the issuers in both of the only two fully Basel III compliant bank hybrids offerings to date in Australia. Herbert Smith Freehills has unrivalled expertise in APRA-regulated hybrid offerings, as well as in hybrid and structured raisings for corporates more generally.’
Herbert Smith Freehills’ capital markets team also recently acted for Commonwealth Bank of Australia on its $2 billion offer of PERLS VI (and concurrent PERLS IV buy-back and Reinvestment Offer), which was the first fully Basel III compliant hybrid offering by an Australian bank and one of the largest hybrid offers in the Australian market in 2012.
Herbert Smith Freehills has also acted this year for the joint lead managers on Westpac Banking Corporation’s $1.5 billion offer of Tier 2 Westpac Subordinated Notes, for the joint lead managers on ANZ’s $1.5 billion offer of ANZ Subordinated Notes, for Colonial on its $1 billion offer of subordinated notes, for the joint lead managers on IAG’s $377 million offer of convertible preference shares, for AGL Energy Limited on its $900 million entitlement offer and $650 million subordinated notes offer and for Ten Network Holdings Limited on its $200 million entitlement offer.
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