Allens advises Bendigo and Adelaide Bank on offer of Capital Notes

Banking & Finance Tax

Allens has advised Bendigo and Adelaide Bank on its $450 million offer of Capital Notes, which will qualify as Additional Tier 1 Capital for the Bank. The offer is being undertaken in conjunction with the resale of Bendigo and Adelaide Bank's Convertible Preference Shares 2 (CPS2) that were issued in 2014.

The Capital Notes offer includes an Institutional Offer, a Broker Firm Offer, a Reinvestment Offer for the CPS2 shareholders and a Securityholder Offer.

The transaction will support the Bank's balance sheet growth and ensure the Bank continues to maintain strong regulatory capital levels. The completion of the bookbuild indicated a strong level of demand for the offer.

Allens acted as both legal and taxation advisers to Bendigo and Adelaide Bank, as it did for the Bank's previous issues of Additional Tier 1 securities in 2014 (CPS2), 2015 (CPS3) and 2017 (CPS4). Allens' role included assisting the Bank to obtain all necessary approvals from APRA, the ASX and the ATO.

The corporate team from Allens was led by partners Robert Pick and Julian Donnan, Co-Heads of the firm's Capital Markets team, and the tax team was led by partner Craig Milner.

'Allens has greatly appreciated the opportunity to partner with Bendigo and Adelaide Bank again, continuing our longstanding relationship with the Bank in bringing its first issue of Capital Notes to the market,' Robert said.

'We have really enjoyed working closely with the Bank's senior management team to support the Bank's capital management strategy through this important transaction.'

'The Capital Notes offer has been well received by the market with strong support under the Bookbuild from existing CPS2 holders as well as new investors. This allowed the Bank to increase the indicative offer size and set the margin at the bottom of the indicative range,' Julian said.

The offer opened on Thursday, 5 November 2020 and Capital Notes are expected to commence trading on ASX on Tuesday, 1 December 2020.

The Allens Capital Markets team has a leading practice advising on regulatory capital transaction by Australian APRA-regulated issuers, including transactions by Westpac, CBA, NAB, Bendigo and Adelaide Bank, Bank of Queensland, Suncorp and Challenger.

Allens legal team


Robert Pick (Partner), Julian Donnan (Partner), Nicholas Twomey (Senior Associate), Keenan Chiu (Associate), Alexandra Theile (Lawyer)


Craig Milner (Partner), Anfeng He (Senior Associate)