Macquarie Bank Limited
Debt Instrument Programme dated 18 June 2014 and supplemental offering circular dated 7 November 2014
Dated 3 March 2015
Nature of the Bonds
Direct, unsecured and unsubordinated obligations of the Issuer and rank pari passu without any preference among themselves and rank at least equally with the claims of its unsecured and unsubordinated creditors, except creditors mandatorily preferred by law.
3 month Bank Bill Rate plus 1.10%, payable in arrears on 3 March, 3 June, 3 September and 3 December in each year, including the Maturity Date.
Repayment at Par on the Maturity Date
On the Maturity Date, bondholders are scheduled to receive the Face Value and the final Coupon Payment for the last Interest Period.
The value of an investment in the MBL Bonds may fluctuate due to various factors, including investor perceptions, worldwide economic conditions, interest rates, debt market conditions and factors that may affect the Issuer’s financial performance. The following risks may also affect an investment in the bonds:
- Lack of liquidity - in the secondary market for the Bonds;
- Funding risk: if capital markets are unstable, the Issuer may not be able to refinance the Bonds in a timely or efficient manner;
- Interest rate risks – bondholders may suffer unforeseen losses due to fluctuations in interest rates;
- Regulatory risks - The banking industry in Australia is highly regulated, and regulatory changes may adversely impact affect the Issuer’s financial performance;
- Litigation risks - Risks relating to litigation and regulatory actions;
- Operational risks - The risk of loss resulting from inadequate internal processes and controls, people and systems or from external events;
- Default risk - if an event of default occurs under the Bonds, or the Issuer fails to perform any obligation in relation to the Bonds, such event or failure may impact on the value of an investment in the Bonds, the transferability of the Bonds and the ability of a holder to recover amounts due under the Bonds.
Key benefits include:
- interest paid quarterly in arrears;
- interest paid is floating rate;
- interest paid as 100% cash;
- interest is not deferrable nor are interest payments discretionary;
- rank equally with all other senior and unsecured creditors of the Issuer.
Events of Default
Events of Default include:
- Payment Default: Applicable with a 14 day cure period for interest and principal payments;
- Breach of other obligations: Applicable, with a 21 day cure period;
- Insolvency / Winding Up: Applicable;
- Illegality: it is or will become unlawful for the Issuer to perform or comply with any one or more of its obligations under the bonds;
- Cessation of business: the Issuer ceases or threatens to cease to carry on its business, or ceases or threatens to cease payment of its debts generally;
- Receiver: a receiver, receiver and manager, administrator, liquidator, official manager, trustee or similar officer is appointed in respect of all or any part of the assets of the Issuer and such appointment is not terminated within 21 Business Days.