REG - Australia & NZ Bank. - Amendment to Terms & Conditions of Covered Bonds

PerpetualAnnouncement

20/07/2020 10:05

RNS Number : 4705T
  
Australia & New Zealand Banking Grp
  
20 July 2020
  
 

 
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF COVERED BONDHOLDERS. IF COVERED BONDHOLDERS ARE IN ANY DOUBT AS TO THE ACTION THEY SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL AND LEGAL ADVICE IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL OR LEGAL ADVISER
 
IMPORTANT NOTICE TO THE HOLDERS OF
 
NOK 2,000,000,000 5.00 PER CENT SERIES 2012-1 COVERED BONDS
DUE 24 January 2022
(ISIN: XS0730566329)
 
EUR 1,000,000,000 3.625 PER CENT SERIES 2012-2 COVERED BONDS
DUE 18 July 2022
(ISIN: XS0731129234)
 
EUR 150,000,000 2.765 PER CENT SERIES 2013-3 COVERED BONDS
DUE 19 January 2029
(ISIN: XS0953107025)
 
EUR 1,250,000,000 2.50 PER CENT SERIES 2014-1 COVERED BONDS
DUE 16 January 2024
(ISIN: XS1014018045)
 
EUR 151,500,000 1.472 PER CENT SERIES 2015-2 COVERED BONDS
DUE 26 August 2031
(ISIN: XS1280773679)
 
EUR 180,000,000 1.718 PER CENT SERIES 2016-1 COVERED BONDS
DUE 22 January 2036
(ISIN: XS1346839373)
 
EUR 750,000,000 0.45 PER CENT SERIES 2016-3 COVERED BONDS
DUE 22 November 2023
(ISIN: XS1523136247)
 
EUR 230,000,000 1.438 PER CENT SERIES 2017-1 COVERED BONDS
DUE 09 March 2037
(ISIN: XS1576701665)
 
EUR 205,000,000 1.522 PER CENT SERIES 2017-2 COVERED BONDS
DUE 15 May 2037
(ISIN: XS1611856805)
 
EUR 1,250,000,000 0.25 PER CENT SERIES 2018-1 COVERED BONDS
DUE 29 November 2022
(ISIN: XS1916387431)
 
GBP 750,000,000 SERIES 2019-1 FLOATING RATE COVERED BONDS
DUE 24 January 2022
(ISIN: XS1937637236)
 
 (the "Covered Bonds")
issued pursuant to
the Australia and New Zealand Banking Group Limited U.S.$ 30,000,000,000 ANZ Global Covered Bond Programme (the "Programme")
 
NOTICE IS HEREBY GIVEN to the holders of the relevant Covered Bonds (the "Covered Bondholders") as follows:
20 July 2020
1.         We, Australia and New Zealand Banking Group Limited (the "Issuer") refer to each of the bond trust deeds listed below:
a.       The bond trust deed entered into between the Issuer, Perpetual Corporate Trust Limited (the "Covered Bond Guarantor"), ANZ Capel Court Limited (the "Trust Manager") and DB Trustees (Hong Kong) Limited (the "Bond Trustee") dated 14 November 2011 (the "2011 Bond Trust Deed");
b.       The bond trust deed entered into between the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee dated 14 November 2011 and amended and supplemented on 22 November 2012 (the "2012 Bond Trust Deed");
c.       The bond trust deed entered into between the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee dated 14 November 2011 and amended and supplemented on 22 November 2012 and as further amended and restated on 15 November 2013 (the "2013 Bond Trust Deed");
d.       The bond trust deed entered into between the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee dated 14 November 2011 and amended and supplemented on 22 November 2012 and as further amended and restated on 15 November 2013 and as further supplemented on 10 November 2014 (the "2014 Bond Trust Deed");
e.       The bond trust deed entered into between the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee dated 14 November 2011 and amended and supplemented on 22 November 2012 and as further amended and restated on 15 November 2013 and as further supplemented on 10 November 2014 and as further amended and restated on 8 November 2016 (the "2016 Bond Trust Deed"); and
f.       The bond trust deed entered into between the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee dated 14 November 2011 and amended and supplemented on 22 November 2012 and as further amended and restated on 15 November 2013 and as further supplemented on 10 November 2014 and as further amended and restated on 8 November 2016 and as further amended and restated on 9 November 2018 (the "2018 Bond Trust Deed"),
each, a "Relevant Bond Trust Deed" and together, the "Relevant Bond Trust Deeds".
All words and expressions defined in the 2011 Bond Trust Deed and its definitions schedule, each as supplemented, amended or restated from time to time, shall (save as otherwise provided herein or unless the context otherwise requires) have the same meanings in this notice.
2.         In this notice:
"Amendment Deed (Bond Trust Deed)" means the amendment deed dated 16 July 2020 between, among others, the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee;
"Amending Deed (Supplemental Deed)" means amending deed no. 7 dated 16 July 2020 between, among others, the Issuer, the Covered Bond Guarantor, the Trust Manager and the Bond Trustee;   
"Effective Date" means 16 July 2020; and
"Supplemental Deed" means the supplemental deed dated 14 November 2011 between, among others, the Issuer, the Covered Bond Guarantor and Trustee, the Trust Manager and the Bond Trustee (as amended and/or supplemented from time to time).
3.         This notice is given to all Covered Bondholders in accordance with clause 21.1 of each Relevant Bond Trust Deed and clause 22.6 of the security trust deed relating to the Programme.
Amendments to the Relevant Bond Trust Deeds and the Supplemental Deed
4.         In order to comply with the requirements of Fitch as a Designated Rating Agency for preventing the occurrence of an Adverse Rating Effect:
a)         Condition 9(a)(ix)(A)(ii) of the terms and conditions of each of the Covered Bonds is amended by deleting the word "six" and replacing it with the word "twelve" in each of the Relevant Bond Trust Deeds as set out in the Amendment Deed (Bond Trust Deed). This amendment took effect on the Effective Date.
b)         Clause 10.6(a)(ii) of the Supplemental Deed is amended by deleting the word "six" and replacing it with the word "twelve" as set out in the Amending Deed (Supplemental Deed). This amendment took effect on the Effective Date.
5.         Copies of the Amendment Deed (Bond Trust Deed) and the Amending Deed (Supplemental Deed) are available during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted), from the specified offices of the Covered Bond Paying Agent and the Issuer as set out below:
 
Covered Bond Paying Agent
 
Deutsche Bank AG, Hong Kong Branch
Level 52
International Commerce Centre
1 Austin Road West
Kowloon, Hong Kong
The Issuer
 
Australia and New Zealand Banking Group Limited
ANZ Centre Melbourne
Level 9, 833 Collins Street
Docklands VIC 3008
Australia
6.         Any queries in relation to the matters set out in this notice should be directed to: 
Head of Group Funding
Australia and New Zealand Banking Group Limited
ANZ Centre Melbourne
Level 9, 833 Collins Street
Docklands VIC 3008
Australia
 
Telephone: +61 3 8655 3860
 
Email: funding@anz.com
This notice is given by;
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED
 
 
 


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