AI assistant
PROGRESS 2024-2 TRUST — Capital/Financing Update 2025
Feb 13, 2025
65557_rns_2025-02-13_1e4d0e1e-c9ad-4dd9-bbba-2609db164381.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Information Form and Checklist
(ASX Debt Listing)
Name of entity
Perpetual Trustee Company Limited as trustee of the Progress 2024-2 Trust
We (the entity named above) supply the following information and documents to support our application for admission to the official list of ASX Limited (ASX) as an ASX Debt Listing.
Note: by giving an Appendix 1B Application for Admission to the ASX Official List (ASX Debt Listing) to ASX, the entity is taken to have warranted that all of the information and documents it has given, or will give, to ASX in connection with its admission to the official list and the quotation of its securities are, or will be, accurate, complete and not misleading. It also indemnifies ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from, or connected with, any breach of that warranty (see Appendix 1B of the ASX Listing Rules).
The information and documents referred to in this Information Form and Checklist (including any annexures to it) are covered by the warranty and indemnity mentioned above.
Terms used in this Information Form and Checklist have the same meaning as in the ASX Listing Rules.
If an applicant is admitted to the Official List of ASX, this Information Form and Checklist will be released on the Market Announcements Platform at the time of admission.
Part 1 – Key Information
Instructions: please complete each applicable item below. If an item is not applicable, please mark it as “N/A”.
1
Corporate details
| Corporate details 1 |
||
|---|---|---|
| Legal name 2 |
Perpetual Trustee Company Limited as trustee of the Progress 2024-2 Trust |
|
| Trading name | N/A | |
| Date of incorporation or establishment | New South Wales | |
| Place of incorporation or establishment |
Country | Australia |
| State (Province, County, etc.) | New South Wales | |
| All Australian registration numbers (as appropriate) |
ABN | 78 192 436 271 |
| ACN | ||
| ARSN | ||
| ARBN | ||
| Foreign incorporation reference number, 3if applicable |
N/A |
1 If the entity applying for admission to the official list is a trust, provide details of the trust. Details of the trustee or responsible entity (as applicable) should be separately provided below under the heading ‘Trustee/Responsible Entity details’. Otherwise, provide details of the company or other corporate entity that is the issuer of the debt securities.
2 As registered with ASIC, if applicable. If it is a foreign entity, reflect the entity legal name as registered in the country of incorporation or establishment, if applicable.
3 The equivalent registration number to an ABN or ACN in the country of incorporation or establishment, where the country of incorporation or establishment is not Australia.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 1
| Legal entity identifier (LEI), 4if applicable |
98450043RD910AD27D80 | |
|---|---|---|
| Address of registered office in place of incorporation or establishment |
The registered office of the Trust Manager is: Priority One Agency Services Pty Limited Level 29 50 Bridge Street Sydney NSW 2000 |
|
| Main business activity | N/A | |
| Country where main business activity is mostly carried on |
N/A | |
| Other exchanges on which the entity is listed5 |
N/A | |
| Street address of principal administrative office |
Priority One Agency Services Pty Limited Level 29 50 Bridge Street Sydney NSW 2000 |
|
| Postal address of principal administrative office |
Priority One Agency Services Pty Limited Level 29 50 Bridge Street Sydney NSW 2000 |
|
| Telephone number of principal administrative office |
+612 9257 5823 | |
| Email address for investor enquiries | [email protected] | |
| Website URL | https://www.amp.com.au/corporate/about-amp/corporate-governance/amp- banks-securitisation |
Board and senior management details[6]
Full name and title of chairperson of directors
The Trust Manager is Priority One Agency Services Pty Limited. Priority One Agency Services Pty Limited does not have a chairperson.
4 The LEI is a standard identifier that provides verified data on legal entities registered on a centralised system, the Global LEI System. Providing a LEI is voluntary. If the entity does not have a LEI leave this field blank. For Issuers who choose to voluntarily provide their LEI (where available), ASX will record and link the LEI of the issuer to each International Securities Identification Number (ISIN) allocated to financial instruments issued by that issuer and quoted on ASX. ASX will also provide the ISIN-LEI mapping to the Association of National Numbering Agencies (ANNA) Service Bureau (ASB) for the purpose of the ISIN-LEI mapping initiative, and this information will then be made publicly available on both the ANNA and Global Legal Entity Identifier Foundation (GLEIF) websites. Once publically available, any person may use the LEI information (including the ISIN-LEI mapping data) for any purpose without restriction.
5 If more than one, indicate which is the entity’s home exchange.
6 If the entity applying for admission to the official list is a trust, enter the board and senior management details for the responsible entity or trustee of the trust (as applicable).If items 28 and 29 of Part 2 of this Information Form and Checklist are applicable to the entity, enter the board and senior management details for the trust manager (however described) appointed by the trustee or responsible entity (as applicable) of the trust.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 2
| Full names of all existing directors | The Trust Manager is Priority One Agency Services Pty Limited. Its directors are: • SEAN O'MALLEY • JASON BOUNASSIF The Trust does not have directors. |
|
|---|---|---|
| Full names of any persons proposed to be appointed as additional or replacement directors |
N/A | |
| Full name and title of CEO/managing director |
N/A | |
| Email address of CEO/managing director |
N/A | |
| Full name and title of CFO | N/A | |
| Email address of CFO | N/A | |
| Full name and title of company secretary |
The Trust Manager is Priority One Agency Services Pty Limited. Its company secretaries are: • KATHARINE VANESSA GORDON • LEANNE JENNIFER GRAY The Trust does not have company secretaries. |
|
| Email address of company secretary | [email protected] |
Third party company secretarial service provider details (if applicable) 7
| Service provider entity name 8 |
N/A | N/A |
|---|---|---|
| All Australian registration numbers (as appropriate) |
ABN | N/A |
| ACN | N/A | |
| ARBN | N/A | |
| Foreign incorporation reference number, 9if applicable |
N/A | |
| Place of incorporation or establishment |
Country | N/A |
| State (Province, County, etc.) |
N/A | |
| Address | N/A |
7 Please provide these details if the entity seeking admission has engaged an external entity to provide company secretarial services to it.
8 As registered with ASIC. If it is a foreign entity, reflect the entity legal name as registered in the country of incorporation or establishment.
9 The equivalent registration number to an ABN or ACN in the country of incorporation or establishment, where the country of incorporation or establishment is not Australia.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 3
ASX compliance contact details[10]
| ASX compliance contact details10 | ||
|---|---|---|
| Full name and title of ASX contact(s) | Priority One Agency Services Pty Limited Carly Clarke Senior Securitisation Manager |
|
| Business address of ASX contact(s) | Priority One Agency Services Pty Limited Level 29 50 Bridge Street Sydney NSW 2000 |
|
| Business phone number of ASX contact(s) |
Carly Clarke Phone: (02) 9257 4556 |
|
| Mobile phone number of ASX contact(s) |
Carly Clarke Phone: (02) 9257 4556 |
|
| Email address of ASX contact(s) | [email protected] |
Investor relations contact details
| Investor relations contact details | |
|---|---|
| Full name and title of person responsible for investor relations |
Carly Clarke |
| Business phone number of person responsible for investor relations |
[email protected] |
| Email address of person responsible for investor relations |
(02) 9257 4556 |
Auditor details[11]
Full name of auditor Ernst & Young
Registry details[12]
| Registry details12 | |
|---|---|
| Name of securities registry | Austraclear Services Limited |
| Address of securities registry | 20 Bridge Street Sydney NSW 2000 |
10 Under Listing Rule 1.8 Condition 9, a listed entity must appoint a person responsible for communication with ASX on Listing Rule matters. You can appoint more than one person to cater for situations where the primary nominated contact is not available.
11 In certain cases, ASX may require the applicant to provide information about the qualifications and experience of its auditor for release to the market before quotation commences.
12
If the entity has different registries for different classes of securities, please indicate clearly which registry details apply to which class of securities.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 4
| Phone number of securities registry | (02) 8298 8476 | |
|---|---|---|
| Fax number of securities registry | (02) 9256 0456 | |
| Email address of securities registry | [email protected] | |
| Type of sub-registers the entity will operate13 |
N/A |
Key dates
Annual financial year end date
12 months ending on 31 December (for the Trust) in any year.
Months in which interest is usually paid (or is intended to be paid), if applicable
The 12[th] day of each month commencing in December 2024, subject to the Modified Following Business Day Convention.
Trustee/Responsible Entity details
| Trustee/Responsible Entity details | ||
|---|---|---|
| Name of trustee/responsible entity 14 |
Perpetual Trustee Company Limited | |
| All Australian registration numbers (as appropriate) |
ABN | 42 000 001 007 |
| ACN | 000 001 007 | |
| ARBN | N/A | |
| Foreign incorporation reference number, 15if applicable |
N/A | |
| Place of incorporation or establishment |
Country | Australia |
| State (Province, County, etc.) |
New South Wales | |
| Legal entity identifier (LEI), if applicable 16 |
N/A | |
| Address | Level 18, 123 Pitt Street Sydney NSW 2000 |
|
| Full names of the members of the compliance committee of the responsible entity, if applicable |
N/A |
Trust Manager details
Name of trust manager, if applicable17 Priority One Agency Services Pty Limited
13 For example, CHESS and issuer sponsored sub-registers (see Guidance Note 29 section 3.11).
14 As registered with ASIC. If it is a foreign entity, reflect the entity legal name as registered in the country of incorporation or establishment.
15 The equivalent registration number to an ABN or ACN in the country of incorporation or establishment, where the country of incorporation or establishment is not Australia.
16 Refer to footnote 5 above for further details regarding LEIs.
17 As registered with ASIC. If it is a foreign entity, reflect the entity legal name as registered in the country of incorporation or establishment.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 5
| All Australian registration numbers (as appropriate) |
ABN | 40 074 621 131 |
|---|---|---|
| ACN | 074 621 131 | |
| ARBN | N/A | |
| Foreign incorporation reference number, 18if applicable |
N/A | |
| Place of incorporation or establishment |
Country | Australia |
| State (Province, County, etc.) |
New South Wales | |
| Legal entity identifier (LEI), if applicable 19 |
N/A | |
| Address | Level 29, 50 Bridge Street Sydney NSW 2000 |
Entities incorporated or established outside Australia – additional details
| Name 20of the entity’s Australian agent for service of process |
N/A | N/A |
|---|---|---|
| All Australian registration numbers of entity’s Australian agent for service of process (as appropriate) |
ABN | N/A |
| ACN | N/A | |
| Place of incorporation or establishment of the entity’s Australian agent for service of process |
Country | N/A |
| State (Province, County, etc.) |
N/A | |
| Address of the entity’s Australian agent for service of process |
N/A | |
| If the entity has or intends to have a certificated sub-register for quoted securities, the location of the Australian sub-register |
N/A | |
| Address of registered office in Australia (if any) |
N/A |
Part 2 – Checklist Confirming Compliance with Admission Requirements
Instructions: please indicate in the “Location/Confirmation” column for each item below where the information or document referred to in that item is to be found (e.g. in the case of information, the specific page reference in the relevant document where that information is
18 The equivalent registration number to an ABN or ACN in the country of incorporation or establishment, where the country of incorporation or establishment is not Australia.
19 Refer to footnote 5 above for further details regarding LEIs.
20 As registered with ASIC.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 6
located or, in the case of a document, the folder tab number where that document is located). If the item asks for confirmation of a matter, you may simply enter “Confirmed”” in the “Location/Confirmation” column. If an item is not applicable, please mark it as “N/A”.
In this regard, it will greatly assist ASX and speed up its review of the application if the various documents referred to in this Checklist are provided both in hard copy and in electronic form in one or more folders and/or in any other appropriate electronic form containing consecutively numbered and titled documents (e.g. ‘Attachment 1 – Certificate of Incorporation’, ‘Attachment 2 – ASX Online Agreement‘, etc.), together with a document index. Where this Checklist indicates that an original document is required, ASX will also accept a certified copy of the relevant document.
Note that completion of this Checklist is not to be taken to represent that the entity is necessarily in full or substantial compliance with the ASX Listing Rules or that ASX will admit the entity to its official list. Admission to the official list is in ASX’s absolute discretion and ASX may refuse admission without giving any reasons (see Listing Rule 1.19).
Key supporting documents
| NoItem 1. Entity’s certificate of incorporation, certificate of registration or other evidence of status (including any change of name) 2. Executed ASX Online agreement with ASX confirming that documents may be given to ASX and authenticated electronically (Listing Rule 1.8 Condition 10)21 3. A specimen certificate/holding statement for each class of securities to be quoted or a specimen holding statement for CDIs (as applicable) 4. Please either enter “Confirmed” in the column to the right to confirm that the entity has not previously applied for, and been refused or withdrawn its application for, admission to the official list of another securities exchange, or attach a statement explaining the circumstances and state the location of that statement 5. Payment for the initial listing fee22 6. If required by ASX, a legal opinion from a reputable Australian law firm which is satisfactory to ASX and which confirms that the debt securities to be quoted are “financial products” as defined in the Corporations Act (Listing Rule 1.8 Condition 1 and Guidance Note 29 section 3.3) |
Location/Confirmation |
|---|---|
| Notice of Creation of Trust and Series Notice |
|
| Attached | |
| N/A | |
| Confirmed | |
| Payment to be made via EFT once invoicereceived. |
|
| N/A |
21 An electronic copy of the ASX Online Agreement is available from the ASX Compliance Downloads page on ASX’s website.
22 See Guidance Notes 15 and 15A for the fees payable on the application. Payment can be made either by cheque made payable to ASX Operations Pty Ltd or by electronic funds transfer to the following account:
Bank: National Australia Bank Account Name: ASX Operations Pty Ltd BSB: 082 057 A/C: 494728375 Swift Code (Overseas Customers): NATAAU3202S
If payment is made by electronic funds transfer, please email your remittance advice to [email protected], describing the payment as the “initial listing fee” and including the name of the entity applying for admission, the ASX home branch where the entity has lodged its application (ie Sydney, Melbourne or Perth) and the amount paid.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 7
Location/Confirmation
N[o] Item
Capital structure
-
A table showing the existing and proposed debt securities in the capital structure of the entity, broken down as follows:
-
(a) the number and class of each debt security and each convertible debt security currently on issue; and
-
(b) the number and class of each debt security and each convertible debt security proposed to be issued between the date of this application and the date the entity is admitted to the official list; and
-
(c) the resulting total number of each class of debt security and convertible debt security proposed to be on issue at the date the entity is admitted to the official list.
Note: This applies whether the securities are to be quoted or not. If the entity is proposing to issue a minimum, maximum or oversubscription number of securities, the table should be presented to disclose each scenario.
- For each class of securities referred to in the table mentioned in item 7, the terms applicable to those securities
Note: This should state their nominal or face value; rate of interest; dates of payment of interest; date and terms of redemption; and conversion terms (if applicable).
- Where any class of securities referred to in the table mentioned in item 7 is constituted under, or is the subject of, a trust deed,[23] that trust deed
| Main class of securities – Number to be quoted |
+Class | ||
|---|---|---|---|
| 920,000 Each Class A Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class A Notes |
||
| 39,200 Each Class AB Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class AB Notes |
||
| Number not to be quoted |
+Class | ||
| 16,600 Each Class B Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class B Notes |
||
| 10,700 Each Class C Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class C Notes |
||
| 4,800 Each Class D Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class D Notes |
||
| 4,400 Each Class E Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class E Notes |
||
| 4,300 Each Class F Note will have a denomination of A$1,000 |
Progress 2024- 2 Trust Class F Notes |
||
| See section 1 (“Summary of the Issue”) in the Information Memorandum for information about each Class (including as to currency, issue price, rate of interest and dates of payment of interest ofeachClass). |
|||
| See the Master Trust Deed, the Series Notice and the Notice of Creation of Trust. |
23 For example, a debenture trust deed or a security trust deed under which the trustee holds security for the holders of the debt securities or convertible debt securities in question.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 8
Location/Confirmation
N[o] Item
Other information
- A brief history of the entity
See section 11 (“The Originator and the Mortgage Loans”) of the Information Memorandum.
- Details of the entity’s existing activities and level of operations
Please refer to sections 3 (“The Progress 2024-2 Trust”), 4 (“Assets of the Trust”), and 7 (“General Features of the Trust”) of the Information Memorandum.
- Confirmation that all information that a reasonable person would expect to have a material effect on the price or value of the debt securities to be quoted is included in or provided with this Information Form and Checklist
Yes
Entities applying for admission on the basis of their NTA (Listing Rule 1.8 Condition 3(a))
-
Evidence that the entity[24] will have net tangible assets at the time of admission of at least $10 million
-
Entity’s accounts, together with any audit report or review,[25] for the last 2 full financial years
-
N/A N/A
Entities applying for admission on the basis of a guarantor (Listing Rule 1.8 Condition 3(b))
- Evidence that the guarantor is a company that at the time of admission will have net tangible assets of at least $10 million
N/A
-
Guarantor’s accounts, together with any audit report or review,[26] for the last 2 full financial years
-
An original executed undertaking by the guarantor to provide to ASX for release to the market the documents required to enable the entity to comply with Listing Rule 4.7A.1
N/A N/A
Entities applying for admission on the basis of a credit rating (Listing Rule 1.8 Condition 3(c))
-
Evidence that the debt securities for which the entity seeks quotation are rated at least "investment grade" by one of:
-
(a) Moody's Investor Services Inc.;
-
(b) Standard & Poors, Inc.;
-
(c) Fitch, Inc.; or
-
(d) any other credit rating agency advised to the market by ASX from time to time,
-
or any of their subsidiaries
-
Evidence that no credit rating agency (whether referred to in item 18 or otherwise) has issued a rating less than "investment grade" in relation to the debt securities for which the entity seeks quotation (Guidance Note 29, section 3.2)
See the Rating Letters from Fitch Australia Pty Ltd and S&P Global Ratings Australia Pty Ltd. Confirmed. Please also see the Rating Letters from Fitch Australia Pty Ltd and S&P Global Ratings Australia Pty Ltd.
24 If the entity is applying in its capacity as the trustee of a trust, the trust must have net tangible assets of at least $10 million.
25 If the accounts have not been audited or reviewed, the entity must tell ASX. 26
If the accounts have not been audited or reviewed, the guarantor must tell ASX.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 9
Location/Confirmation
N[o] Item
Entities applying for quotation of retail debt securities
-
Prospectus for the offer of the retail securities, as lodged with ASIC (Listing Rule 1.8 Condition 4)
-
All material contracts referred to in the prospectus (including any underwriting agreement) plus the page reference in the prospectus where they are summarised
Entities applying for quotation of wholesale debt securities
-
Offer document or information memorandum to be issued to investors
-
Documents setting out the terms of the securities (including, if there is a deed poll or trust deed for the securities, of the deed poll or trust deed) (Listing Rule 2.1 Condition 5)
-
Any other transaction documents referred to in the offer document or information memorandum
Entities applying for quotation of asset-backed securities
-
Evidence either that:
-
(a) there is a security trustee or other independent person representing the interests of the holders of the asset-backed securities (Listing Rule 1.8 Condition 12(a)); or
-
(b) if the issue of asset-backed securities is secured by equity securities, or options, warrants or other rights relating to equity securities, the equity securities:
-
(i) are quoted on a stock exchange or traded on another regulated market; and
-
(ii) do not constitute a majority interest or confer legal or management control of the companies that have issued them (Listing Rule 1.8 Condition 12(b))
-
N/A N/A Attached. Attached. Attached. See the Master Security Trust Deed and General Security Deed for the purposes of paragraph 25(a).
Entities that are trusts
-
Evidence that the trustee or responsible entity of the trust (as applicable) is the issuer of the debt securities (Listing Rule 1.8 Condition 8(a))
-
Evidence that the trust is a special purpose trust constituted solely for the purpose of issuing the class or classes of debt securities to be quoted on ASX (Listing Rule 1.8 Condition 8(b))
See Master Trust Deed and Series Notice. See request for waiver in ASX Waiver Letter – Progress 2024-2 Trust.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 10
| NoItem 28. If the Appendix 1B_Application for Admission to the ASX Official List (Debt_ Listing)_given in connection with this document is given to ASX by or on behalf of a trust manager (however described) appointed by the trustee or responsible entity (as applicable) of the trust, evidence that the trust manager has the necessary authority: (a) to apply, on behalf of the trustee or responsible entity (as applicable), for admission of the trust as an ASX Debt Listing under Listing Rule 1.8 and the quotation of the securities proposed to be quoted; (b) to provide all information and documents it has given, or will give, to ASX in connection with the trust’s admission to the official list and the quotation of the securities proposed to be quoted; and (c) to act on behalf of the trustee or responsible entity (as applicable) to comply with the Listing Rules that will apply from time to time in the event that the trust is admitted to the official list as an ASX Debt Listing 27 29. If the ASX Online agreement given under item 2 is executed by a trust manager (however described) on behalf of the trustee or responsible entity (as applicable) of the trust, evidence that the trust manager has the necessary authority to execute the ASX Online agreement on behalf of the trustee or responsible entity 30. If the securities to be quoted on ASX are retail securities, evidence that the entity is a registered managed investment scheme or has an exemption from ASIC from that requirement (Listing Rule 1.8 Condition 8(c)) Entities incorporated or established outside of Australia 31. A legal opinion from a reputable law firm in the applicant’s home jurisdiction which is satisfactory to ASX and which confirms that the applicant is validly existing in that jurisdiction and that the business it carries on complies with its constitution, the laws of that jurisdiction and, if it is listed on an overseas stock exchange, the listing rules (or their equivalent) of that exchange (Listing Rule 1.8 Condition 6 and Guidance Note 29 section 3.10) 32. If the entity is a foreign company, evidence that the entity is registered as a foreign company carrying on business in Australia (Listing Rule 1.8 Condition 7) 33. If the entity is a foreign trust, evidence that the responsible entity of the trust is registered as a foreign company carrying on business in Australia (Listing Rule 1.8 Condition 8(d)) 34. If the securities are retail securities, confirmation that the entity’s prospectus includes a clear statement of its place of incorporation or registration and a statement to the effect that: “As [_name of entity] is not established in Australia, its general corporate activities (apart from any offering of securities in Australia) are not regulated by the Corporations Act 2001 of the Commonwealth of Australia or by the Australian Securities and Investments Commission but instead are regulated by [insert name of governing legislation] and [insert name of corporate regulator administering that legislation].” (Guidance Note 29 section 3.10) 35. If any class of debt securities which you are seeking to have quoted on ASX will not have CDIs issued over them, please obtain and provide an International Securities Identification Number (ISIN) for that class (ASX is not able to create a new ISIN for non-Australian issuers). |
Location/Confirmation See authorisation provided in Series Notice See authorisation provided in Series Notice |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| Progress 2024-2 Trust Class A Notes ISIN: AU3FN0092037 Progress 2024-2 Trust Class AB Notes ISIN: AU3FN0092045 |
27 Provision of the evidence referred to in item 28(c) does not relieve the trustee or responsible entity (as applicable) of its obligation under Listing Rule 19.11B(a) to ensure that the trust complies with the Listing Rules.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 11
Further documents to be provided before admission to the official list
Please note that, in addition to the information and documents mentioned above, an entity may be required to provide additional information to ASX under Listing Rule 1.17.
ASX Debt Listing Information Form and Checklist (03/03/2023)
Page 12