Basel III Pillar 3 Disclosures: Prudential Standard APS 330
Attachment B - Main features of capital instruments
14 October 2021
Bendigo and Adelaide Bank Limited (ASX:BEN), is an Authorised Deposit-taking Institution (ADI) subject to regulation by the Australian Prudential Regulation Authority (APRA). Attached is the prudential information required to be disclosed in accordance with Prudential Standard APS 330, Attachment B - Main features of capital instruments.
The prudential disclosures have been prepared for Bendigo and Adelaide Bank Limited.
This information has been updated following BEN's Subordinated Floating Rate Note (BE4024) issue on 14 October 2021.
The disclosures provided have been prepared as at 14 October 2021.
Approved for release by: Travis Crouch - Chief Financial Officer
Media enquiries
Lauren Andrews, Acting Head of Public Relations p 03 5485 7109 m 0407 340 283
e lauren.andrews@bendigoadelaide.com.au
About Bendigo and Adelaide Bank Limited
Investor enquiries
Karen McRae, Head of Investor Relations p 08 8414 7060 m 0417 186 500
e karen.mcrae@bendigoadelaide.com.au
Bendigo and Adelaide Bank is Australia's better big bank, with more than 7,000 staff helping our over 2 million customers to achieve their financial goals. Bendigo and Adelaide Bank's vision is to be Australia's bank of choice, by feeding into the prosperity of customers and their communities.
Bendigo and Adelaide Bank Limited, Basel III Pillar 3 Disclosures, 14 October 2021
Appendix A - Main Features of Capital Instruments
Table 2 Main Features of Capital Instruments
Disclosure template for main features of | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
Regulatory Capital instruments | |||||||||
1 | Issuer | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Bendigo and Adelaide Bank |
Limited | Limited | Limited | Limited | Limited | Limited | Limited | Limited | ||
Unique identifier (eg CUSIP, ISIN or | |||||||||
2 | Bloomberg identifier for private | BEN | BENPG | BENPH | BENHB | AU3FN0033668 | AU3FN0046066 | AU3FN0057410 | AU3FN0063467 |
placement) | |||||||||
3 | Governing law(s) of the instrument | Victoria | Victoria | Victoria | South Australia | Victoria | Victoria | Victoria | Victoria |
Regulatory Treatment | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
4 | Transitional Basel III rules | Common Equity Tier 1 | Additional Tier 1 | Additional Tier 1 | Tier 2 | Tier 2 | Tier 2 | Tier 2 | Tier 2 |
5 | Post-transitional Basel III rules | Common Equity Tier 1 | Additional Tier 1 | Additional Tier 1 | Tier 2 | Tier 2 | Tier 2 | Tier 2 | Tier 2 |
6 | Eligible at solo/group/group & solo | Solo and Group | Solo and Group | Solo and Group | Solo and Group | Solo and Group | Solo and Group | Solo and Group | Solo and Group |
Instrument type (ordinary | |||||||||
7 | shares/preference shares/subordinated | Ordinary shares | Preference shares | Capital notes | Subordinated notes | Subordinated notes | Subordinated notes | Subordinated notes | Subordinated notes |
notes/other) | |||||||||
Amount recognised in Regulatory | |||||||||
8 | Capital (Currency in mil, as of most | 5,053.09 | 321.62 | 502.44 | 21.09 | 125.00 | 275.00 | 150.00 | 0.00 |
recent reporting date1) | |||||||||
9 | Par value of instrument | N/A | 321.62 | 502.44 | 21.09 | 125.00 | 275.00 | 150.00 | 125.00 |
10 | Accounting classification | Shareholders equity | Liability-amortised cost | Liability - amortised cost | Liability-amortised cost | Liability-amortised cost | Liability - amortised cost | Liability - amortised cost | Liability - amortised cost |
11 | Original date of issuance | 19-December-1985 | 13-December-2017 | 30-November-2020 | 28-August-1998 | 09-December-2016 | 30-November-2018 | 19-November-2020 | 14-October-2021 |
12 | Perpetual or dated | Perpetual | Perpetual | Perpetual | Perpetual | Dated | Dated | Dated | Dated |
13 | Original maturity date | No maturity | No maturity | No maturity | No maturity | 09-December-2026 | 30-November-2028 | 19-November-2030 | 14-October-2031 |
14 | Issuer call subject to prior supervisory | No | Yes | Yes | Yes | Yes | Yes | Yes | Yes |
approval | |||||||||
Subject to receiving prior | Subject to receiving prior | Subject to receiving prior | Subject to receiving prior | ||||||
written approval from APRA, | written approval from APRA, | written approval from APRA, | written approval from APRA, | ||||||
the Issuer may elect (but will | the Issuer may elect (but will | the Issuer may elect (but will | the Issuer may elect (but will | ||||||
not be obliged) to redeem all of | not be obliged) to redeem all of | not be obliged) to redeem all of | not be obliged) to redeem all of | ||||||
the Notes (subject to any | the Notes (subject to any | the Notes (subject to any | the Notes (subject to any | ||||||
Optional Call Date: 13 June | Call Date: 15 June 2027, | earlier Conversion or Write Off | earlier Conversion or Write Off | earlier Conversion or Write Off | earlier Conversion or Write Off | ||||
Optional call date, contingent call dates | (in whole or in part) following | (in whole or in part) following | (in whole or in part) following | (in whole or in part) following | |||||
15 | N/A | 2024, Redemption of $100 per | Redemption of $100 per | N/A | Non-Viability Loss Absorption) | the receipt of a Non-Viability | the receipt of a Non-Viability | the receipt of a Non-Viability | |
and redemption amount | |||||||||
CPS4. | Capital Note. | at par plus accrued interest (if | Determination) at par plus | Determination) at par plus | Determination) at par plus | ||||
any) on 9 December 2021 (the | accrued interest (if any) on 30 | accrued interest (if any) on 19 | accrued interest (if any) on 14 | ||||||
First Call Date) and on any | November 2023 (the First Call | November 2025 (the First Call | October 2026 (the First Call | ||||||
Business Day being an Interest Date) and on any Business | Date) and on any Business | Date) and on any Business | |||||||
Payment Date thereafter. | Day being an Interest Payment | Day being an Interest Payment | Day being an Interest Payment | ||||||
Date thereafter. | Date thereafter. | Date thereafter. | |||||||
Notes
1 30 June 2021.
P a g e | 2
Bendigo and Adelaide Bank Limited, Basel III Pillar 3 Disclosures, 14 October 2021
Table 2 Main Features of Capital Instruments Continued
Regulatory Treatment | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
Subject to receiving prior | Subject to receiving prior | Subject to receiving prior | Subject to receiving prior | ||||||
written approval from APRA, | written approval from APRA, | written approval from APRA, | written approval from APRA, | ||||||
Bendigo and Adelaide Bank | the Issuer may elect (but will | the Issuer may elect (but will | the Issuer may elect (but will | the Issuer may elect (but will | |||||
Bendigo and Adelaide Bank | not be obliged) to redeem all of | not be obliged) to redeem all of | not be obliged) to redeem all of | not be obliged) to redeem all of | |||||
may also elect at its option to | |||||||||
may also elect at its option to | the Notes (subject to any | the Notes (subject to any | the Notes (subject to any | the Notes (subject to any | |||||
Exchange all or some Capital | |||||||||
Exchange all or some CPS4 | earlier Conversion or Write Off | earlier Conversion or Write Off | earlier Conversion or Write Off | earlier Conversion or Write Off | |||||
Notes after a Tax Event or a | |||||||||
after a Tax Event or a | (in whole or in part) following | (in whole or in part) following | (in whole or in part) following | (in whole or in part) following | |||||
Regulatory Event, and may | |||||||||
16 | Subsequent call dates, if applicable | N/A | Regulatory Event, and may | N/A | Non-Viability Loss Absorption) | the receipt of a Non-Viability | the receipt of a Non-Viability | the receipt of a Non-Viability | |
elect at its option to Convert all | |||||||||
elect at its option to Convert all | at par plus accrued interest (if | Determination) at par plus | Determination) at par plus | Determination) at par plus | |||||
CPS4 following the occurrence | Capital Notes following the | any) on 9 December 2021 (the | accrued interest (if any) on 30 | accrued interest (if any) on 19 | accrued interest (if any) on 14 | ||||
occurrence of a Change of | |||||||||
of an Acquisition Event. | Control Event. | First Call Date) and on any | November 2023 (the First Call | November 2025 (the First Call | October 2026 (the First Call | ||||
Business Day being an Interest Date) and on any Business | Date) and on any Business | Date) and on any Business | |||||||
Payment Date thereafter. | Day being an Interest Payment | Day being an Interest Payment | Day being an Interest Payment | ||||||
Date thereafter. | Date thereafter. | Date thereafter. | |||||||
Coupons/Dividends | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
17 | Fixed or floating dividend/coupon | N/A | Floating | Floating | Floating | Floating | Floating | Floating | Floating |
18 | Coupon rate and any related index | N/A | 90 Day BBSW + 3.75% Margin 90 Day BBSW + 3.80% Margin | 90 Day BBSW + 1.00% Margin | 3 month BBSW + 2.80% | 3 month BBSW + 2.45% | 3 month BBSW + 1.95% | 3 month BBSW + 1.48% | |
Margin | Margin | Margin | Margin | ||||||
19 | Existence of a dividend stopper | Fully discretionary | Mandatory | Mandatory | N/A | N/A | N/A | N/A | N/A |
20 | Fully discretionary, partially discretionary | Fully discretionary | Fully discretionary | Fully discretionary | Mandatory | Mandatory | Mandatory | Mandatory | Mandatory |
or mandatory | |||||||||
21 | Existence of step up or other incentive | N/A | No | No | No | No | No | No | No |
to redeem | |||||||||
22 | Noncumulative or cumulative | Noncumulative | Noncumulative | Noncumulative | Noncumulative | Cumulative | Cumulative | Cumulative | Cumulative |
23 | Convertible or non-convertible | Nonconvertible | Convertible | Convertible | Nonconvertible | Convertible | Convertible | Convertible | Convertible |
Non-Viability Trigger Event: A | Non-Viability Trigger Event: A | Non-Viability Trigger Event: A | Non-Viability Trigger Event: A | ||||||
Non-Viability Trigger Event | Non-Viability Trigger Event | Non-Viability Trigger Event | Non-Viability Trigger Event | ||||||
occurs when APRA has | occurs when APRA has | occurs when APRA has | occurs when APRA has | ||||||
provided a written | provided a written | provided a written | provided a written | ||||||
determination (Non-Viability | determination (Non-Viability | determination (Non-Viability | determination (Non-Viability | ||||||
Determination) to the Issuer | Determination) to the Issuer | Determination) to the Issuer | Determination) to the Issuer | ||||||
Mandatory Conversion | Mandatory Exchange | that: | that: | that: | that: | ||||
(i) the conversion or write-off of (i) the conversion or write-off of (i) the conversion or write-off of (i) the conversion or write-off of | |||||||||
Optional Conversion | Optional Exchange | ||||||||
Relevant Capital Instruments | Relevant Capital Instruments | Relevant Capital Instruments | Relevant Capital Instruments | ||||||
Conversion or write-down on | Exchange or write-down on | ||||||||
24 | If convertible, conversion trigger(s) | N/A | N/A | of the Issuer is necessary | of the Issuer is necessary | of the Issuer is necessary | of the Issuer is necessary | ||
Capital Trigger Event or a Non- Capital Trigger Event or a Non- | |||||||||
because without the | because without the | because without the | because without the | ||||||
Viability Trigger Event | Viability Trigger Event | ||||||||
conversion or write-off APRA | conversion or write-off APRA | conversion or write-off APRA | conversion or write-off APRA | ||||||
considers that the Issuer would considers that the Issuer would considers that the Issuer would considers that the Issuer would | |||||||||
become non-viable; or | become non-viable; or | become non-viable; or | become non-viable; or | ||||||
(ii) without a public sector | (ii) without a public sector | (ii) without a public sector | (ii) without a public sector | ||||||
injection of capital, or | injection of capital, or | injection of capital, or | injection of capital, or | ||||||
equivalent support, APRA | equivalent support, APRA | equivalent support, APRA | equivalent support, APRA | ||||||
determines that the Issuer will | determines that the Issuer will | determines that the Issuer will | determines that the Issuer will | ||||||
become non-viable. | become non-viable. | become non-viable. | become non-viable. | ||||||
P a g e | 3
Bendigo and Adelaide Bank Limited, Basel III Pillar 3 Disclosures, 14 October 2021
Table 2 Main Features of Capital Instruments Continued
Coupons/Dividends | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
25 | If convertible, fully or partially | N/A | May convert fully or partially | May convert fully or partially | N/A | May convert fully or partially | May convert fully or partially | May convert fully or partially | May convert fully or partially |
The Conversion Number is | The Conversion Number is | The Conversion Number is | The Conversion Number is | ||||||
calculated according to the | |||||||||
calculated according to the | calculated according to the | calculated according to the | |||||||
following formula, subject to | |||||||||
following formula, subject to | following formula, subject to | following formula, subject to | |||||||
the Conversion Number being | |||||||||
the Conversion Number being | the Conversion Number being | the Conversion Number being | |||||||
no greater than the Maximum | |||||||||
no greater than the Maximum | no greater than the Maximum | no greater than the Maximum | |||||||
Conversion Number: | |||||||||
Conversion Number: | Conversion Number: | Conversion Number: | |||||||
1. Conversion Number for | |||||||||
1. Conversion Number for | 1. Conversion Number for | 1. Conversion Number for | |||||||
each Note = Nominal Amount / | |||||||||
each Note = Nominal Amount | each Note = Nominal Amount | each Note = Nominal Amount | |||||||
Conversion into Ordinary | ([1-0.01] x VWAP); | ([1-0.01] x VWAP); | ([1-0.01] x VWAP); | ([1-0.01] x VWAP); | |||||
Conversion into Ordinary | 2. VWAP refers to the VWAP | ||||||||
Shares: Conversion is into | 2. VWAP refers to the VWAP | 2. VWAP refers to the VWAP | 2. VWAP refers to the VWAP | ||||||
Shares: Conversion is into | of BEN ordinary shares over | ||||||||
approximately $101.01 worth of | of BEN ordinary shares over | of BEN ordinary shares over | of BEN ordinary shares over | ||||||
approximately $101.01 worth of | the latest period of 5 business | ||||||||
BEN Ordinary Shares per | the latest period of 5 business | the latest period of 5 business | the latest period of 5 business | ||||||
BEN Ordinary Shares per | Capital Note based on the | days on which trading of BEN | days on which trading of BEN | days on which trading of BEN | days on which trading of BEN | ||||
CPS4 based on the $100 | ordinary shares took place | ||||||||
26 | If convertible, conversion rate | N/A | $100 Capital Note Issue Price | N/A | ordinary shares took place | ordinary shares took place | ordinary shares took place | ||
CPS4 Issue Price and the | before (but not including) the | ||||||||
and the volume weighted | before (but not including) the | before (but not including) the | before (but not including) the | ||||||
volume weighted average price | conversion date; and | ||||||||
average price (subject to | conversion date; and | conversion date; and | conversion date; and | ||||||
(subject to certain adjustments | certain adjustments and | 3. Nominal Amount means | 3. Nominal Amount means | 3. Nominal Amount means | 3. Nominal Amount means | ||||
and calculated in accordance | calculated in accordance with | $10,000. Maximum | $10,000. Maximum Conversion $10,000. Maximum Conversion $10,000. Maximum Conversion | ||||||
with the Term). | Conversion Number: = | ||||||||
the Term). | Number: = Nominal Amount / | Number: = Nominal Amount / | Number: = Nominal Amount / | ||||||
Nominal Amount / (20% x | |||||||||
(20% x Issue Date VWAP). | (20% x Issue Date VWAP). | (20% x Issue Date VWAP). | |||||||
Issue Date VWAP). Issue | |||||||||
Issue Date VWAP refers to the | Issue Date VWAP refers to the | Issue Date VWAP refers to the | |||||||
Date VWAP refers to the | |||||||||
VWAP of BEN ordinary shares | VWAP of BEN ordinary shares | VWAP of BEN ordinary shares | |||||||
VWAP of BEN ordinary shares | |||||||||
over the 20 business days on | over the 20 business days on | over the 20 business days on | |||||||
over the 20 business days on | which trading of BEN ordinary | which trading of BEN ordinary | which trading of BEN ordinary | ||||||
which trading of BEN ordinary | |||||||||
shares took place before (but | shares took place before (but | shares took place before (but | |||||||
shares took place before (but | |||||||||
not including) Settlement Date | not including) Settlement Date | not including) Settlement Date | |||||||
not including) Settlement Date | |||||||||
of the Notes. | of the Notes. | of the Notes. | |||||||
of the Notes. | |||||||||
27 | If convertible, mandatory or optional | N/A | Mandatory | Mandatory | N/A | Mandatory | Mandatory | Mandatory | Mandatory |
conversion | |||||||||
28 | If convertible, specify instrument type | N/A | Ordinary Shares | Ordinary Shares | N/A | Ordinary Shares | Ordinary Shares | Ordinary Shares | Ordinary Shares |
convertible into | |||||||||
29 | If convertible, specify issuer of | N/A | BEN | BEN | N/A | BEN | BEN | BEN | BEN |
instrument it converts into | |||||||||
30 | Write-down feature | N/A | Yes | Yes | N/A | Yes | Yes | Yes | Yes |
P a g e | 4
Bendigo and Adelaide Bank Limited, Basel III Pillar 3 Disclosures, 14 October 2021
Table 2 Main Features of Capital Instruments Continued
Coupons/Dividends | Instrument 1 | Instrument 2 | Instrument 3 | Instrument 4 | Instrument 5 | Instrument 6 | Instrument 7 | Instrument 8 | |
Upon a Non-Viability Trigger | Upon a Non-Viability Trigger | Upon a Non-Viability Trigger | Upon a Non-Viability Trigger | ||||||
Event occurring, BEN must | Event occurring, BEN must | Event occurring, BEN must | Event occurring, BEN must | ||||||
convert some or all of the | convert some or all of the | convert some or all of the | convert some or all of the | ||||||
relevant Tier 1 and Tier 2 | relevant Tier 1 and Tier 2 | relevant Tier 1 and Tier 2 | relevant Tier 1 and Tier 2 | ||||||
instruments (including the | instruments (including the | instruments (including the | instruments (including the | ||||||
Notes) into BEN ordinary | Notes) into BEN ordinary | Notes) into BEN ordinary | Notes) into BEN ordinary | ||||||
shares in accordance with | shares in accordance with | shares in accordance with | shares in accordance with | ||||||
APRA notifies the Issuer in | APRA notifies the Issuer in | APRA's written determination. | APRA's written determination. | APRA's written determination. | APRA's written determination. | ||||
writing that: | writing that: | If this occurs, holders of the | If this occurs, holders of the | If this occurs, holders of the | If this occurs, holders of the | ||||
conversion or write-off of | exchange or write-off of | Notes will, for each Note | Notes will, for each Note | Notes will, for each Note | Notes will, for each Note | ||||
31 | If write-down,write-down trigger(s) | Additional Capital Instruments | Additional Capital Instruments | converted, receive the | converted, receive the | converted, receive the | converted, receive the | ||
is necessary because, without | is necessary because, without | Conversion Number of BEN | Conversion Number of BEN | Conversion Number of BEN | Conversion Number of BEN | ||||
it, APRA considers that | it, APRA considers that | ordinary shares, subject to the | ordinary shares, subject to the | ordinary shares, subject to the | ordinary shares, subject to the | ||||
Bendigo and Adelaide Bank | Bendigo and Adelaide Bank | Maximum Conversion Number. Maximum Conversion Number. Maximum Conversion Number. Maximum Conversion Number. | |||||||
would become non-viable. | would become non-viable. | Investors will be required to | Investors will be required to | Investors will be required to | Investors will be required to | ||||
provide specified information | provide specified information | provide specified information | provide specified information | ||||||
(including their CHESS | (including their CHESS | (including their CHESS | (including their CHESS | ||||||
account details) by the | account details) by the | account details) by the | account details) by the | ||||||
conversion date in order to | conversion date in order to | conversion date in order to | conversion date in order to | ||||||
receive BEN ordinary shares | receive BEN ordinary shares | receive BEN ordinary shares | receive BEN ordinary shares | ||||||
on conversion. | on conversion. | on conversion. | on conversion. | ||||||
If Conversion is not effected | If Exchange is not effected | If conversion is not possible or | If Conversion is not possible or | If Conversion is not possible or | If Conversion is not possible or | ||||
within five Business Days after | within five Business Days after | does not occur as specified in | does not occur as specified in | does not occur as specified in | does not occur as specified in | ||||
N/A | a Capital Trigger Conversion | a Capital Trigger Event or Non- | N/A | the Conditions, the Notes | the Conditions (including if | the Conditions (including if | the Conditions (including if | ||
Date or Non-Viability | Viability Event for any reason, | (including all rights under the | there is an Inability Event and | there is an Inability Event and | there is an Inability Event and | ||||
Conversion Date (as | the Capital Notes would be | Notes) will be immediately | Conversion has not been | Conversion has not been | Conversion has not been | ||||
applicable) for any reason | Written Off. | Written-Off and the rights of | effected within 5 Business | effected within 5 Business | effected within 5 Business | ||||
(including an Inability Event), | holders of Notes will be | Days after the Conversion | Days after the Conversion | Days after the Conversion | |||||
the CPS4 would be Written | immediately and irrevocably | Date), the Notes (including all | Date), the Notes (including all | Date), the Notes (including all | |||||
Off. | terminated within 5 days of the | rights under the Notes) will be | rights under the Notes) will be | rights under the Notes) will be | |||||
Conversion Date, with any | immediately Written-Off and | immediately Written-Off and | immediately Written-Off and | ||||||
such Write-Off to be taken as | the rights of holders of Notes | the rights of holders of Notes | the rights of holders of Notes | ||||||
having effect on and from the | will be immediately and | will be immediately and | will be immediately and | ||||||
Conversion Date. | irrevocably terminated, with | irrevocably terminated, with | irrevocably terminated, with | ||||||
If the Issuer fails to issue BEN | any such Write-Off to be taken | any such Write-Off to be taken | any such Write-Off to be taken | ||||||
ordinary shares when it is | as having effect on and from | as having effect on and from | as having effect on and from | ||||||
required to do so, the remedies the Conversion Date. If the | the Conversion Date. If the | the Conversion Date. If the | |||||||
of holders of Notes will be | Issuer fails to issue BEN | Issuer fails to issue BEN | Issuer fails to issue BEN | ||||||
limited to seeking an order for | ordinary shares when it is | ordinary shares when it is | ordinary shares when it is | ||||||
specific performance (noting | required to do so, the remedies required to do so, the remedies required to do so, the remedies | ||||||||
that when Notes are Written- | of holders of Notes will be | of holders of Notes will be | of holders of Notes will be | ||||||
Off, no rights to conversion will | limited to seeking an order for | limited to seeking an order for | limited to seeking an order for | ||||||
remain). | specific performance (noting | specific performance (noting | specific performance (noting | ||||||
that when Notes are Written- | that when Notes are Written- | that when Notes are Written- | |||||||
Off, no rights to conversion will | Off, no rights to conversion will | Off, no rights to conversion will | |||||||
remain). | remain). | remain). | |||||||
P a g e | 5
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Bendigo and Adelaide Bank Limited published this content on 14 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 October 2021 07:41:08 UTC.