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MELBOURNE, Australia, May 2, 2024 /PRNewswire/ -- Chevron Apartments Pty Ltd ACN 620 459 118 is seeking to raise a total of A$300,000,000 in funds by the issue of loan notes, according to an announcement today by the underwriter Banner Capital Management Limited (the Arranger/Underwriter). The issue comprises progressively drawn notes as detailed below.
The following is a text of the announcement:
Banner Capital Management Limited as Arranger and Underwriter has announced today that the Issuer is seeking to raise A$300,000,000 through an offer of a series of debentures (in the form of loan notes) for the purposes set out below.
The loan notes (the Notes) to the issued represent a commitment of up to A$300,000,000.
The offer is made to investors who are qualified as 'wholesale investors' as defined in the Corporations Act 2001 (Cth). The Underwriter has agreed to initially subscribe for the issued Notes on 26 November 2021 and will underwrite the issue for progressive draws.
This open letter constitutes an offer of the Notes for the purposes of the 'public offer test' in section 128F(3)(d) of the Income Tax Assessment Act 1936 (Cth), for exemption from Australian interest withholding tax.
Financiers and those in the business of dealing in debentures, or the buying and selling of loan notes or other debt interests and who are interested in subscribing for the Notes will be required to give customary representations, warranties and information about their status, to assist the Issuer to demonstrate compliance with section 128F of the Income Tax Assessment Act (Cth).
KEY FEATURES OF THE OFFER
Issuer
Chevron Apartments Pty Ltd ACN 620 459 118
Underwriter and Arranger
(Financier)
Banner Capital Management Limited ACN 600 738 181 as trustee of the
Banner Wholesale Fixed Interest Income Fund
The Offer
To subscribe for Notes on the terms detailed the transaction documents.
Security and Ranking
Facility A
First registered mortgage over the project properties located at
36-46 Stanhill Drive, Chevron Island, Queensland 4217 Corporate and personal guarantees General security agreement over the Issuer Builder side deed Intercreditor Deed Amendment Deed amending a LNSA dated 24 November 2021
Facility B
Bank Guarantee of $12,500,000
Purpose
Facility A : To provide further funding and amendment to an existing
Loan Note Security Agreement to pay development costs and associated
consultant's fees, contingency, statutory levies, rates and taxes, sales,
loan establishment and management fees, facility fees and interest.
Facility B: equity repatriation
Settlement Date (date of Underwriting)
19 April 2024
Maturity Date
Facility A: 25 January 2026
Facility B: 25 April 2026
Type of Instrument
Senior Loan Notes
Issue amount
Loan Notes A$300,000,000comprising:
Facility A of $287,500,000 progressively drawn; and
Facility B of A$12,500,000 fully drawn on provision of bank guarantee security.
Loan to Value Ratio
For facility A not exceeding 73% of the assessed property value.
Interest Rate and Line Fee
On the total facility:
BBSW plus a margin of 3% per annum accrued within the facility and
compounding monthly;
3% per annum facility fee accrued within the facility and compounding
monthly;
and subject to a minimum IRR adjustment.
Transferability
The Notes are transferable in the event of default or with the consent of
the Issuer, for purposes of securitisation, by novation provided the
substitute financier is not an Offshore Associate of the Issuer and there
will be no more than 25 financiers after the assignment of novation.
Governing Law
Victoria, Australia
Those wishing to invest will commit to fund Note issuances under the facility in accordance with a detailed drawdown schedule and subject to certain conditions.
The Issuer reserves the right in its absolute discretion to vary the terms set out above and accept or reject any offer. This offer will expire on 30 June 2024.
For further information please contact Brett Macgillivray at Banner Capital Management Limited – on +61 (3) 9929 6400 Email: enquiries@bannerassetmanagement.com
Restrictions in certain jurisdictions, including Australia
The distribution of this announcement and the offering and sale of the Notes in certain jurisdictions may be restricted by law. This message does not constitute an offer, invitation or solicitation to participate in the offer and be issued Notes in any jurisdiction where, or to any person or entity to whom, it would be unlawful to make such an offer, invitation or solicitation.
This message is not a prospectus or disclosure document and it has not been lodged with the Australian Securities & Investments Commission under Chapter 6D of the Corporations Act 2001 (Cth) (Corporations Act). The offer of Notes is only available to domestic and foreign investors who are qualified as "professional investors" or "sophisticated investors" as defined under the Corporations Act (Wholesale Investors). By accepting the offer, an offeree represents that the offeree is a Wholesale Investor. No Notes will be issued or sold in circumstances that would require the giving of a disclosure document under Chapter 6D of the Corporations Act.
The Notes referred to in this message have not been nor will they be registered under the US Securities Act of 1933, as amended (Securities Act), or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. There will be no public offering of the Notes referred to in this message in the United States.
The Underwriter and Arranger
Banner Capital Management Limited is an Australian based alternate asset manager specialising in managed property debt and has provided attractive risk-adjusted returns to its investors since 2012. It underwrites loan note issuances of which it is the arranger.
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