Westpac asks for holder OK to convert covered bonds into soft bullets

By Susanna Moon

Chicago, March 1 – Westpac Banking Corp. said it began consent solicitations for covered bonds issued under the company’s $40 billion global covered bond program.

Westpac is soliciting consents to convert several series of notes into soft bullets from hard bullets, according to company notice:

• $1 billion of 2.45% Rule 144A/Regulation S covered bonds, series 2011-C1, due 2016;

• A$1.7 billion of 5.75% Australian domestic covered bonds, series 2012-C3, due 2017;

• A$1.9 billion of floating-rate Australian domestic covered bonds, series 2012-C4, due 2017;

• €1 billion of 2.125% Regulation S covered bonds, series 2012-C6, due 2019;

• NOK 1.8 billion of 5% Regulation S covered bonds, series 2012-C1, due 2022; and

• NOK 1 billion of 5% Regulation S covered bonds, series 2012-C2, due 2022.

The company is seeking to modify the terms of each series so that notes will become soft bullet covered bonds with an extended due-for-payment date.

The amendment also would modify the covered bond swaps for each note series.

The consent solicitations are only being made in the United States or to persons located outside the United States and who are not U.S. persons under Regulation S.

The early consent fee will be 0.05% for bondholders other than those holding the 5.75% bonds and the floaters who submit consent instruction in favor of the proposal by 5 p.m. ET on March 16 and each holder of Australian bonds who submit consents by 5 p.m. Sydney time on March 16.

Holders may continue to submit consent instructions after the early deadline until 5 p.m. ET on March 29 for non-Australian bonds and until 5 p.m. Sydney time on March 29 for Australian bonds.

Those who give consents after the early deadline will not receive the early participation fee.

Holders must be of record as of 5 p.m. Sydney time on March 15 for Australian notes and 5 p.m. ET on March 15 for all others.

Meetings will be held from 10 a.m. GMT on April 1.

The expiration time will be noon GMT on April 1.

Credit Suisse Securities (Europe) Ltd. (800 820-1653, 212 538-2147, +44 20 7883 8763 or liability.management@credit-suisse.com) and Westpac Banking Corp. (+61 2 8253 4574, Mark Goddard, mgoddard@westpac.com.au) are the solicitation agents. Lucid Issuer Services Ltd. (+44 20 7704 0880, Sunjeeve Patel / David Shilson, westpac@lucid-is.com) is the global tabulation agent. BNY Trust Co. of Australia Ltd. (ABN 49 050 294 052, +612 9260 6044, James McNeil, or james.mcneil@bnymellon.com) is the Australian tabulation agent.

“The issuer reviews regulatory and market developments as an active participant in the covered bond market. The proposed amendments (as defined below) align the terms and conditions of the older outstanding series with those commonly seen in the covered bond market to ensure ongoing cost efficiency of the program,” the company said in the notice.

Westpac is a banking organization is based in Sydney, Australia.

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