TIDMSE77
RNS Number : 0928B
Australia & New Zealand Banking Grp
30 May 2023
THIS NOTICE IS IMPORTANT AND REQUIRES THE IMMEDIATE ATTENTION OF
COVERED BONDHOLDERS. IF COVERED BONDHOLDERS ARE IN ANY DOUBT AS TO
THE ACTION THEY SHOULD TAKE, THEY SHOULD SEEK THEIR OWN FINANCIAL
AND LEGAL ADVICE IMMEDIATELY FROM THEIR STOCKBROKER, SOLICITOR,
ACCOUNTANT OR OTHER INDEPENT FINANCIAL OR LEGAL ADVISER
IMPORTANT NOTICE TO THE HOLDERS OF
EUR 150,000,000 2.765 PER CENT SERIES 2013-3 COVERED BONDS
DUE 19 January 2029
(ISIN: XS0953107025)
EUR 1,250,000,000 2.50 PER CENT SERIES 2014-1 COVERED BONDS
DUE 16 January 2024
(ISIN: XS1014018045)
EUR 151,500,000 1.472 PER CENT SERIES 2015-2 COVERED BONDS
DUE 26 August 2031
(ISIN: XS1280773679)
EUR 180,000,000 1.718 PER CENT SERIES 2016-1 COVERED BONDS
DUE 22 January 2036
(ISIN: XS1346839373)
EUR 750,000,000 0.45 PER CENT SERIES 2016-3 COVERED BONDS
DUE 22 November 2023
(ISIN: XS1523136247)
EUR 230,000,000 1.438 PER CENT SERIES 2017-1 COVERED BONDS
DUE 09 March 2037
(ISIN: XS1576701665)
EUR 205,000,000 1.522 PER CENT SERIES 2017-2 COVERED BONDS
DUE 15 May 2037
(ISIN: XS1611856805)
EUR 1,750,000,000 0.25 PER CENT SERIES 2022-1 COVERED BONDS
DUE 17 March 2025
(ISIN: XS2456253082)
EUR 2,000,000,000 3.205 PER CENT SERIES 2022-2 COVERED BONDS
DUE 15 November 2024
(ISIN: XS2555209035)
EUR 1,500,000,000 3.437 PER CENT SERIES 2023-1 COVERED BONDS
DUE 4 April 2025
(ISIN: XS2607079493)
(the "Existing Covered Bonds")
issued pursuant to
the Australia and New Zealand Banking Group Limited U.S.$
30,000,000,000 ANZ Global Covered
Bond Programme (the "Programme")
NOTICE IS HEREBY GIVEN to the holders of the Existing Covered
Bonds as follows:
30 May 2023
Background
1. We, Australia and New Zealand Banking Group Limited (the
"Issuer") refer to the bond trust deed dated 14 November 2011 and
made between the Issuer, Perpetual Corporate Trust Limited in its
capacity as trustee of the ANZ Residential Covered Bond Trust
("Covered Bond Guarantor"), Institutional Securitisation Services
Limited ("Trust Manager") and DB Trustees (Hong Kong) Limited
("Bond Trustee") as amended and supplemented on 22 November 2012
and as further amended and restated on 15 November 2013 and as
further amended and supplemented on 10 November 2014 and as further
amended and supplemented on 8 November 2016 and as further amended
and supplemented on 9 November 2018 and as further amended and
supplemented on 13 November 2019 and as further amended and
supplemented on 14 May 2021 and as further amended and supplemented
on 13 May 2022 and as further amended and supplemented on 23 May
2023 ("Bond Trust Deed").
All words and expressions defined in the Bond Trust Deed or the
Definitions Schedule (as defined in the Bond Trust Deed), as
supplemented, amended or restated from time to time shall (save as
otherwise provided herein or unless the context otherwise requires)
have the same meanings in this notice.
2. In this notice:
(a) "Account Bank Agreement" means the agreement called "ANZ
Residential Covered Bond Trust Account Bank Agreement" dated 14
November 2011 (as amended from time to time) between the Trustee,
the Trust Manager, the Account Bank and the Security Trustee;
(b) "Amending Deed" means Amending Deed No. 10 dated 23 May 2023
between, among others, the Issuer, the Covered Bond Guarantor, the
Trust Manager and the Bond Trustee;
(c) "Definitions Schedule" means the deed called "ANZ
Residential Covered Bond Trust Definitions Schedule" dated 31
October 2011 (as amended and/or supplemented from time to time) and
made between, among others, the Trustee, the Trust Manager, the
Bond Trustee, the Seller and the Security Trustee;
(d) "Demand Loan Agreement" means the agreement called "ANZ
Residential Covered Bond Trust Demand Loan Agreement" dated 14
November 2011 between the Trustee, the Trust Manager, the Demand
Loan Provider and the Security Trustee;
(e) "Effective Date" means 23 May 2023;
(f) "Interest Rate Swap Confirmation" means the Confirmation for
Interest Rate Swap dated 22 November 2011 between the Interest Rate
Swap Provider, the Covered Bond Guarantor and the Trust Manager;
and
(g) "Servicing Deed" means the deed called "ANZ Residential
Covered Bond Trust Servicing Deed" dated 14 November 2011 (as
amended from time to time) between the Trustee, the Trust Manager,
the Servicer and the Security Trustee.
3. This notice is given to all holders of the Existing Covered Bonds in accordance with:
(a) clause 22.6 of the Security Trust Deed; and
(b) clause 21.1 of the Bond Trust Deed.
Amendments to Programme Documents
Amendments to the Account Bank Agreement
4. Clauses 15.1 (Interest on the Seller Trust Trust Account),
15.2 (Interest on the GIC Account) and 15.3 (Notification of the
GIC Rate) of the Account Bank Agreement are amended to read as
follows:
15.1 Interest on the Seller Trust Trust Account
The Account Bank shall pay in respect of each Seller Trust Trust
Account, on the last Local Business Day of each calendar month, in
respect of the preceding calendar month, interest at the rate of
the Account Bank specified, from time to time, as the Bank Bill
Rate on any cleared credit balances in the relevant Seller Trust
Trust Account.
15.2 Interest on the GIC Account
Subject as provided in clause 15.3, interest shall accrue from
day to day at a rate of interest per annum equal to the Bank Bill
Rate on each Interest Determination Date in respect of that
interest period (calculated on the basis of the actual number of
days elapsed and a 365 day year) (as determined by the Account Bank
("GIC Rate")) on the balance from time to time of the GIC Account
("GIC Balance") from (and including) the first day of each
Collection Period (or, in the case of the first Collection Period,
the first Transfer Date) to (and including) the last day of the
Collection Period) and shall be paid on the last Local Business Day
of each calendar month by payment for value on the same day to the
GIC Account or any such account the Covered Bond Guarantor or the
Trust Manager shall specify. For the purposes of this clause 15.2
only, while the Applicable Benchmark Rate is the BBSW Rate, each
day in the relevant interest period (or if that day is not a Local
Business Day, the immediately preceding Local Business Day) will be
an Interest Determination Date for the purposes of determining the
Bank Bill Rate.
15.3 Notification of the GIC Rate
On or as soon as reasonably practicable after each Determination
Date and following determination of the Bank Bill Rate in respect
of the relevant interest period in accordance with clause 15.2, the
Account Bank will inform the Covered Bond Guarantor and the Trust
Manager of the GIC Rate which shall apply for the relevant interest
period.
These amendments took effect on the Effective Date.
Amendments to the Servicing Deed
5. Clause 4.4 (Interest) of the Servicing Deed is amended to read as follows:
4.4 Interest
ANZ shall, if it credits money received during a Collection
Period to the GIC Account in accordance with this deed, on the
Trust Payment Date immediately following the end of the Collection
Period credit an additional amount to the GIC Account calculated as
interest on the amount of that money for the period during which it
was held by ANZ. Any such interest is to be calculated on the
Determination Date immediately following the end of the Collection
Period by ANZ in its absolute discretion on the daily balance of
the amount of money for the period during which it was held by ANZ
and at a rate determined on the Interest Determination Date in
respect of that Collection Period as the rate equal to the Bank
Bill Rate determined by ANZ in its sole discretion.
These amendments took effect on the Effective Date.
Amendments to the Demand Loan Agreement
6. Clause 8.3 (Calculation of Interest) of the Demand Loan
Agreement is amended to read as follows:
8.3 Calculation of Interest
Interest is to be calculated for each Demand Loan Interest
Period. Interest accrues from day to day and is to be calculated on
actual days elapsed and a 365 day year. Interest is payable in
arrears on each Trust Payment Date in the manner contemplated by
clause 8.2. The rate of interest applicable to the Demand Loan for
a Demand Loan Interest Period shall be determined by the Demand
Loan Provider on the Interest Determination Date in respect of that
Demand Loan Interest Period, provided that, while the BBSW Rate is
the Applicable Benchmark Rate, if a Demand Loan Advance is made
during a Demand Loan Interest Period, the Demand Loan Provider
shall reset the rate of interest with effect from the applicable
Demand Loan Drawdown Date as if such date were an Interest
Determination Date.
Such interest rate shall be equal to the Bank Bill Rate in
respect of that Demand Loan Interest Period (as determined in
accordance with the preceding paragraph) plus a spread to be
determined by the Demand Loan Provider.
To the extent necessary to give effect to the Cashflow
Allocation Methodology, the Demand Loan Provider agrees to:
(a) separately calculate interest under this clause 8.3 in
respect of the Senior Portion Outstanding for each day of each
Demand Loan Interest Period.
(b) give notice to the Trust Manager of:
(i) the interest rate to be applied by it (including reference
to the relevant Bank Bill Rate and any applicable spread) to the
Demand Loan in respect of a Demand Loan Interest Period;
(ii) the Senior Portion Outstanding for the purposes of
calculating interest under the preceding paragraph; and
(iii) the interest amount owing on the Senior Portion
Outstanding and the interest amount payable on the balance of the
Demand Loan (taking into account in each case interest which has
been deferred under clause 8.2 and remains unpaid from previous
Trust Payment Dates).
no later than the last day of each Demand Loan Interest
Period.
These amendments took effect on the Effective Date.
Amendments to the Interest Rate Swap Confirmation
7. References to "AUD BBR BBSW" have been deleted and replaced with "Bank Bill Rate".
8. The heading "Floating Rate (BBSW)Amount" is amended by deleting "(BBSW)".
These amendments took effect on the Effective Date.
Amendments to the Definitions Schedule
9. The following new definitions have been added to the
Definitions Schedule, as set out in the amended Definitions
Schedule annexed to the Amending Deed:
2023 Amendment Date means the Effective Date as defined in the
deed entitled "ANZ Residential Covered Bond Trust Amending Deed No.
10" between, among others, the parties to this deed and dated in
May 2023.
Adjustment Spread means the adjustment spread as at the
Adjustment Spread Fixing Date (which may be a positive or negative
value or zero and determined pursuant to a formula or methodology)
that is:
(a) determined as the median of the historical differences
between the BBSW Rate and AONIA over a five calendar year period
prior to the Adjustment Spread Fixing Date using practices based on
industry-accepted practices, provided that for so long as the
Bloomberg Adjustment Spread is published and determined based on
the five year median of the historical differences between the BBSW
Rate and AONIA, that adjustment spread will be deemed to be
acceptable for the purposes of this paragraph (a); or
(b) if no such median can be determined in accordance with
paragraph (a), set using the method for calculating or determining
such adjustment spread determined by the Calculating Party to be
appropriate.
Adjustment Spread Fixing Date means the first date on which a
Permanent Discontinuation Trigger occurs with respect to the BBSW
Rate.
Administrator means:
(a) in respect of the BBSW Rate, ASX Benchmarks Pty Limited (ABN 38 616 075 417);
(b) in respect of AONIA, the Reserve Bank of Australia; and
(c) in respect of any other Applicable Benchmark Rate, the
administrator for that rate or benchmark or, if there is no
administrator, the provider of that rate or benchmark,
and, in each case, any successor administrator or, as
applicable, any successor administrator or provider.
Administrator Recommended Rate means the rate formally
recommended for use as the temporary replacement for the BBSW Rate
by the Administrator of the BBSW Rate.
AONIA means the Australian dollar interbank overnight cash rate
(known as AONIA).
AONIA Observation Period means, in respect of any Relevant
Period for which the AONIA Rate is required under a Programme
Document, the period from (and including) the date falling five
Business Days prior to the first day of that Relevant Period and
ending on (but excluding) the date falling five Business Days prior
to the end of that Relevant Period.
AONIA Rate means, in respect of any Relevant Period for which
this rate is required under a Programme Document, and in respect of
an Interest Determination Date for such period, the rate determined
by the Calculating Party to be Compounded Daily AONIA for that
period and Interest Determination Date plus the Adjustment
Spread.
Applicable Benchmark Rate means:
(a) initially, the BBSW Rate; and
(b) if a Permanent Fallback Effective Date has occurred with
respect to the BBSW Rate, AONIA or the RBA Recommended Rate, then
the rate which is the applicable BBSW and AONIA Benchmark Rate
Fallback.
BBSW and AONIA Benchmark Rate Fallback means, if:
(a) a Temporary Disruption Trigger has occurred; or
(b) a Permanent Discontinuation Trigger has occurred,
then, for any Relevant Period, whilst such Temporary Disruption
Trigger is continuing or after a Permanent Discontinuation Trigger
has occurred:
(c) where the BBSW Rate is the Applicable Benchmark Rate, if a
Temporary Disruption Trigger has occurred with respect to the BBSW
Rate, the following rates in the following order of precedence:
(i) first, the Administrator Recommended Rate;
(ii) then the Supervisor Recommended Rate; and
(iii) lastly, the Final Fallback Rate;
(d) where AONIA is the Applicable Benchmark Rate or a
determination of the AONIA Rate is required for the purposes of
paragraph (a) above, if a Temporary Disruption Trigger has occurred
with respect to AONIA, for any day for which AONIA is required, the
last provided or published level of AONIA;
(e) where a determination of the RBA Recommended Rate is
required for the purposes of paragraph (c) or (d) above, if a
Temporary Disruption Trigger has occurred with respect to the RBA
Recommended Rate, for any day for which the RBA Recommended Rate is
required, the last rate provided or published by the Administrator
of the RBA Recommended Rate (or if no such rate has been so
provided or published, the last provided or published level of
AONIA);
(f) where the BBSW Rate is the Applicable Benchmark Rate, if a
Permanent Discontinuation Trigger has occurred with respect to the
BBSW Rate, for any day for which the BBSW Rate is required on or
after the Permanent Fallback Effective Date, the first rate
available in the following order of precedence:
(i) first, if at the time of the BBSW Rate Permanent Fallback
Effective Date, no AONIA Permanent Fallback Effective Date has
occurred, the AONIA Rate;
(ii) then, if at the time of the BBSW Rate Permanent Fallback
Effective Date, an AONIA Permanent Fallback Effective Date has
occurred, an RBA Recommended Rate has been created but no RBA
Recommended Rate Permanent Fallback Effective Date has occurred,
the RBA Recommended Fallback Rate; and
(iii) lastly, if neither paragraph (i) nor paragraph (ii) above
apply, the Final Fallback Rate;
(g) where AONIA is the Applicable Benchmark Rate or a
determination of the AONIA Rate is required for the purposes of
paragraph (f)(i) above, if a Permanent Discontinuation Trigger has
occurred with respect to AONIA, for any day for which AONIA is
required on or after the AONIA Permanent Fallback Effective Date,
the first rate available in the following order of precedence:
(i) first, if at the time of the AONIA Permanent Fallback
Effective Date, an RBA Recommended Rate has been created but no RBA
Recommended Rate Permanent Fallback Effective Date has occurred,
the RBA Recommended Rate; and
(ii) lastly, if paragraph (i) above does not apply, the Final Fallback Rate; and
(h) where a determination of the RBA Recommended Rate is
required for the purposes of paragraph (f) or (g) above,
respectively, if a Permanent Discontinuation Trigger has occurred
with respect to the RBA Recommended Rate, for any day for which the
RBA Recommended Rate is required on or after that Permanent
Fallback Effective Date, the Final Fallback Rate.
When calculating an amount of interest in circumstances where a
Fallback Rate other than the Final Fallback Rate applies, that
interest will be calculated as if references to the BBSW Rate or
AONIA Rate (as applicable) were references to that Fallback Rate.
When calculating interest in circumstances where the Final Fallback
Rate applies, the amount of interest will be calculated on the same
basis as if the Applicable Benchmark Rate in effect immediately
prior to the application of that Final Fallback Rate remained in
effect but with necessary adjustments to substitute all references
to that Applicable Benchmark Rate with corresponding references to
the Final Fallback Rate.
BBSW Rate means, for a Relevant Period, the rate for prime bank
eligible securities having a tenor of 30 days which is designated
as the "AVG MID" on the 'Refinitiv Screen ASX29 Page' or the
'Bloomberg Screen BBSW Page' (or any designation which replaces
that designation on the applicable page, or any replacement page)
at the Publication Time on the first day of that Relevant Period,
provided that, if the first such Relevant Period is a period of
more than 30 days, the BBSW Rate for that Relevant Period will be
calculated by the Calculating Party to be a linear interpolated
rate for the relevant period.
Bloomberg Adjustment Spread means the term adjusted AONIA spread
relating to the BBSW Rate provided by Bloomberg Index Services
Limited (or a successor provider as approved and/or appointed by
ISDA from time to time as the provider of term adjusted AONIA and
the spread) (BISL) on the Fallback Rate (AONIA) Screen (or by other
means), or provided to, and published by, authorised distributors
where Fallback Rate (AONIA) Screen means the Bloomberg Screen
corresponding to the Bloomberg ticker for the fallback for the BBSW
Rate accessed via the Bloomberg Screen <FBAK> <GO> Page
(or, if applicable, accessed via the Bloomberg Screen <HP>
<GO>) or any other published source designated by BISL.
Calculating Party means, in respect of a Programme Document, the
Trust Manager, Calculation Manager or such other party that is
expressed to be responsible in that Programme Document for
determining the Bank Bill Rate for the purposes of that Programme
Document.
Calculation Period has the meaning given to it in the Interest
Rate Swap Agreement.
Compounded Daily AONIA means, with respect to an Interest
Period, the rate of return of a daily compound interest investment
during the AONIA Observation Period corresponding to such Interest
Period (with AONIA as the reference rate for the calculation of
interest) as calculated by the Calculation Agent on the fifth
Business Day prior to the last day of each Interest Period, as
follows:
where:
means the per annum rate expressed as a decimal which is the
level of AONIA provided by the Administrator and published as of
the Publication Time for the Business Day falling five Business
Days prior to such Business Day " ";
is the number of calendar days in the relevant Interest
Period;
is the number of Business Days in the relevant Interest
Period;
is a series of whole numbers from 1 to d(0) , each representing
the relevant Business Day in chronological order from (and
including) the first Business Day in the relevant Interest Period
to (and including) the last Business Day in such Interest
Period;
for any Business Day "i", means the number of calendar days from
(and including) such Business Day "i" up to (but excluding) the
following Business Day; and
means any day on which commercial banks are open for general
business in Sydney.
Where Compounded Daily AONIA needs to be determined for a
Relevant Period other than an Interest Period or a Demand Loan
Interest Period, Compounded Daily AONIA is to be determined as if
that period were an Interest Period starting on (and including) the
first day of that Relevant Period and ending on (but excluding) the
last day of that Relevant Period.
Fallback Rate means, where a Permanent Discontinuation Trigger
for an Applicable Benchmark Rate has occurred, the rate that
applies to replace that Applicable Benchmark Rate in accordance
with the definition of "BBSW and AONIA Benchmark Rate Fallback" in
this deed.
Final Fallback Rate means, in respect of an Applicable Benchmark
Rate, the rate:
(a) determined by the Calculating Party as a commercially
reasonable alternative for the Applicable Benchmark Rate taking
into account all available information that, in good faith, it
considers relevant, provided that any rate (inclusive of any
spreads or adjustments) implemented by central counterparties and /
or futures exchanges with representative trade volumes in
derivatives or futures referencing the Applicable Benchmark Rate
will be deemed to be acceptable for the purposes of this paragraph
(a), together with (without double counting) such adjustment spread
(which may be a positive or negative value or zero) that is
customarily applied to the relevant successor rate or alternative
rate (as the case may be) in international debt capital markets
transactions to produce an industry-accepted replacement rate for
floating rate notes referencing such Applicable Benchmark Rate at
such time (together with such other adjustments to interest
determination dates and related provisions and definitions, in each
case that are consistent with accepted market practice for the use
of such successor rate or alternative rate for floating rate notes
linked to the Applicable Benchmark Rate at such time), or, if no
such industry standard is recognised or acknowledged, the method
for calculating or determining such adjustment spread determined by
the Calculating Party to be appropriate; provided that
(b) if and for so long as no such successor rate or alternative
rate can be determined in accordance with paragraph (a), the Final
Fallback Rate will be the last provided or published level of that
Applicable Benchmark Rate.
Interest Determination Date means, in respect of any Relevant
Period, unless otherwise specified in a Programme Document:
(a) where the BBSW Rate applies or the Final Fallback Rate
applies under paragraph (f)(iii) of the definition of "BBSW and
AONIA Benchmark Rate Fallback" in this deed, the first day of that
period; and
(b) otherwise, the fifth Business Day prior to the last day of that Relevant Period,
or if such day is not a Business Day, the immediately following
Business Day.
Non-Representative means, in respect of an Applicable Benchmark
Rate, that the Supervisor of that Applicable Benchmark Rate if the
Applicable Benchmark Rate is the BBSW Rate, or the Administrator of
the Applicable Benchmark Rate if the Applicable Benchmark Rate is
AONIA or the RBA Recommended Rate:
(a) has determined that such Applicable Benchmark Rate is no
longer, or as of a specified future date will no longer be,
representative of the underlying market and economic reality that
such Applicable Benchmark Rate is intended to measure and that
representativeness will not be restored; and
(b) is aware that such determination will engage certain
contractual triggers for fallbacks activated by pre-cessation
announcements by such Supervisor (howsoever described) in
contracts.
Permanent Discontinuation Trigger means, in respect of an
Applicable Benchmark Rate:
(a) a public statement or publication of information by or on
behalf of the Administrator of the Applicable Benchmark Rate
announcing that it has ceased or that it will cease to provide the
Applicable Benchmark Rate permanently or indefinitely, provided
that, at the time of the statement or publication, there is no
successor administrator or provider, as applicable, that will
continue to provide the Applicable Benchmark Rate and, in the case
of the BBSW Rate, a public statement or publication of information
by or on behalf of the Supervisor of the BBSW Rate has confirmed
that cessation;
(b) a public statement or publication of information by the
Supervisor of the Applicable Benchmark Rate, the Reserve Bank of
Australia (or any successor central bank for Australian dollars),
an insolvency official or resolution authority with jurisdiction
over the Administrator of the Applicable Benchmark Rate or a court
or an entity with similar insolvency or resolution authority over
the Administrator of the Applicable Benchmark Rate which states
that the Administrator of the Applicable Benchmark Rate has ceased
or will cease to provide the Applicable Rate permanently or
indefinitely, provided that, at the time of the statement or
publication, there is no successor administrator or provider that
will continue to provide the Applicable Benchmark Rate and, in the
case of the BBSW Rate and a public statement or publication of
information other than by the Supervisor, a public statement or
publication of information by or on behalf of the Supervisor of the
BBSW Rate has confirmed that cessation;
(c) a public statement by the Supervisor of the Applicable
Benchmark Rate if the Applicable Benchmark Rate is the BBSW Rate,
or the Administrator of the Applicable Benchmark Rate if the
Applicable Benchmark Rate is AONIA, the AONIA Rate or the RBA
Recommended Rate, as a consequence of which the Applicable
Benchmark Rate will be prohibited from being used either generally
or that its use will be subject to restrictions or adverse
consequences to the Issuer, the Intercompany Loan Provider, the
Demand Loan Provider, the Interest Rate Swap Provider, the Account
Bank or any other party to a Programme Document;
(d) as a consequence of a change in law or directive arising
after the 2023 Amendment Date, it has become unlawful for the Trust
Manager, or any other party responsible for calculations of
interest under a Programme Document to calculate any payments due
to or due by the Intercompany Loan Provider, the Demand Loan
Provider, the Interest Rate Swap Provider, the Account Bank or any
other party to a Programme Document using the Applicable Benchmark
Rate;
(e) a public statement or publication of information by the
Supervisor of the Applicable Benchmark Rate if the Applicable
Benchmark Rate is the BBSW Rate, or the Administrator of the
Applicable Benchmark Rate if the Applicable Benchmark Rate is
AONIA, the AONIA Rate or the RBA Recommended Rate, stating that the
Applicable Benchmark Rate is Non-Representative; or
(f) the Applicable Benchmark Rate has otherwise ceased to exist
or be administered on a permanent or indefinite basis.
Permanent Fallback Effective Date means, in respect of a
Permanent Discontinuation Trigger for an Applicable Benchmark
Rate:
(a) in the case of paragraphs (a) and (b) of the definition of
Permanent Discontinuation Trigger, the first date on which the
Applicable Benchmark Rate would ordinarily have been published or
provided and is no longer published or provided;
(b) in the case of paragraphs (c) and (d) of the definition of
Permanent Discontinuation Trigger, the date from which use of the
Applicable Benchmark Rate is prohibited or becomes subject to
restrictions or adverse consequences or the calculation becomes
unlawful (as applicable);
(c) in the case of paragraph (e) of the definition of Permanent
Discontinuation Trigger, the first date on which the Applicable
Benchmark Rate would ordinarily have been published or provided but
is Non-Representative by reference to the most recent statement or
publication contemplated in that paragraph and even if such
Applicable Benchmark Rates continues to be published or provided on
such date; or
(d) in the case of paragraph (f) of the definition of Permanent
Discontinuation Trigger, the date that event occurs.
Publication Time means:
(a) in respect of the BBSW Rate, 12.00pm (Sydney time) or any
amended publication time for the final intraday refix of such rate
specified by the Administrator for the BBSW Rate in its benchmark
methodology; and
(b) in respect of AONIA, 4.00pm (Sydney time) or any amended
publication time for the final intraday refix of such rate
specified by the Administrator for AONIA in its benchmark
methodology.
RBA Recommended Fallback Rate has the same meaning given to
AONIA Rate but with necessary adjustments to substitute all
references to AONIA with corresponding references to the RBA
Recommended Rate.
RBA Recommended Rate means, in respect of any relevant day
(including any day "i"), the rate (inclusive of any spreads or
adjustments) recommended as the replacement for AONIA by the
Reserve Bank of Australia (which rate may be produced by the
Reserve Bank of Australia or another administrator) and as provided
by the Administrator of that rate or, if that rate is not provided
by the Administrator thereof, published by an authorised
distributor in respect of that day.
Relevant Period means any Interest Period, Demand Loan Interest
Period, Collection Period, Calculation Period or any other period
for which calculation or determination of the Bank Bill Rate is
required under any Programme Document.
Supervisor means, in respect of an Applicable Benchmark Rate,
the supervisor or competent authority that is responsible for
supervising that Applicable Benchmark Rate or the Administrator of
that Applicable Benchmark Rate, or any committee officially
endorsed or convened by any such supervisor or competent authority
that is responsible for supervising that Applicable Benchmark Rate
or the Administrator of that Applicable Benchmark Rate.
Supervisor Recommended Rate means the rate formally recommended
for use as the temporary replacement for the BBSW Rate by the
Supervisor of the BBSW Rate.
Temporary Disruption Trigger means, in respect of any Applicable
Benchmark Rate which is required for any determination:
(a) the Applicable Benchmark Rate has not been published by the
applicable Administrator or an authorised distributor and is not
otherwise provided by the Administrator, in respect of, on, for or
by the time and date on which that Applicable Benchmark Rate is
required; or
(b) the Applicable Benchmark Rate is published or provided but
the Trust Manager determines that there is an obvious or proven
error in that rate.
10. The following definitions have been amended to read as
follows in the amended Definitions Schedule annexed to the Amending
Deed:
Bank Bill Rate or 30 day Bank Bill Rate means, in respect of any
Relevant Period, the BBSW Rate in respect of that Relevant Period
or such other rate as applies in relation to that Relevant Period
in accordance with the definition of "BBSW and AONIA Benchmark Rate
Fallback" in this deed.
These amendments took effect on the Effective Date.
General
11. Copies of the Amending Deed are available during normal
business hours on any weekday (Saturdays, Sundays and public
holidays excepted) from the specified offices of the Covered Bond
Paying Agent and the Issuer as set out below, upon prior written
request and proof of holding to the satisfaction of the Covered
Bond Paying Agent:
Covered Bond Paying Agent
Deutsche Bank AG, Hong Kong Branch
Level 60
International Commerce Centre
1 Austin Road West
Kowloon, Hong Kong
The Issuer
Australia and New Zealand Banking Group Limited
ANZ Centre Melbourne
Level 9, 833 Collins Street
Docklands VIC 3008
Australia
12. Any queries in relation to the matters set out in this notice should be directed to:
Head of Group Funding
Australia and New Zealand Banking Group Limited
ANZ Centre Melbourne
Level 9, 833 Collins Street
Docklands VIC 3008
Australia
Telephone: +61 3 8655 5683
Email: funding@anz.com
This notice is given by:
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED
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END
MSCSDSEFSEDSELI
(END) Dow Jones Newswires
May 31, 2023 02:00 ET (06:00 GMT)
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