Westpac receives consents for all but one series of covered bonds

New York, April 1 – Westpac Banking Corp. said that holders of all but one series of its covered bonds delivered the requested consents to convert the notes into soft bullets from hard bullets.

The meeting for the one series, the company’s $1 billion of 2.45% Rule 144A and Regulation S covered bonds, series 2011-C1, due 2016, did not achieve a quorum and has been adjourned.

Voting for the 2.45% bonds will now take place on April 15. The voting deadline for this series will now be 5 p.m. ET on April 12, and the consent solicitation will expire at 6 a.m. ET on April 15.

Meetings for the other bonds were held at 6 a.m. ET on April 1.

Westpac announced on March 1 that it was soliciting consents for covered bonds issued under the company’s $40 billion global covered bond program. The solicitation included the following notes:

• $1 billion of 2.45% Rule 144A and 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 was 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 except for the 2.45% solicitation, which also includes qualified institutional buyers under Rule 144A.

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

Holders could 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.

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 based in Sydney, Australia.

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