St George Crusade Global No. 1 of 2001
Setting new benchmarks for mortgage-backed securities issuances
Allens advised St. George on its second global issue of mortgage-backed securities through the Bank's Crusade programme. The A$1.8 billion dollar issue was structured with three separate sequential pay senior tranches (comprising two Securities and Exchange Commission registered, US dollar tranches and one Australian dollar tranche each rated AAA/Aaa/AAA by Standard & Poor's/Moody's/Fitch) and two Australian dollar subordinated tranches (rated AA-/AA and A/A+ respectively by Standard & Poor's/Fitch).
The team advised St. George in a number of areas including the documentation of the sophisticated cashflow and voting mechanics required to support the innovative sequential pay, onshore/offshore senior tranche structure, the drafting and negotiation of the documentation establishing the trust and the drafting, structuring and negotiation of various ancillary documentation.
Both the pricing of the senior tranches and the structural features of the issue are widely reported as having set new benchmarks for Australian mortgage-backed securities issuance in the international capital markets. Substantial investor demand has resulted in the issue being well oversubscribed.
The Allens' team: Andrew Jinks, Melissa Solomon, Charles Armitage and Heran Kim
RHM global securitisation and capital markets issue
Whole business securitisation
Allens represented the RHM (Rank Hovis McDougall) Group on its £650 million global securitisation and capital markets issue. This achieves a part refinancing of the £1.15 billion leveraged buyout of the UK food group by private equity group Doughty Hanson from Tomkins which took place in August 2000.
The issue comprised of five classes of secured notes. The team advised RHM on the preparation of documents for security provided by an Australian subsidiary of the RHM Group, Australian tax and stamp duty and other regulatory issues.
This transaction is what is called a "whole business" securitisation. In many respects, it is like a secured loan to a group of companies, but the segregation of the "securitised" business, and the limitations on the activities of the securitised business draw upon securitisation practice.
The Allens' team: Mark Wormell, Jason Lee and Kenneth Tang
Westfield America Trust
Largest placement in Australian listed property trust history using innovative Dividend Reinvestment Plan
Allens advised UBS Warburg on the $450 million placement by Westfield America Trust. This placement, which was undertaken in order to buy out minority US shareholders, was the largest placement in Australian listed property trust history. The Allens team advised UBS as lead manager and underwriter to the deal, using an innovative Dividend Reinvestment Plan (DRP) underwriting.
The Allens'
team: Warwick Painter and Dominic Pagano.
Lang Placement and Rights Issue
$190 million placement and $210 million rights issue
Allens completed work for Lang Corporation on its placement of shares, valued at $190 million, as well as rights issue, valued at $210 million.
The rights issue was formulated on 1-for-8 basis, with 21 million shares being issued at $10 per share. Both the placement and rights issue are notable for their financial size.
The Allens' team: Andrew Clarke, David Robb, Damien Hill and Frank Tearle.
