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SUNCORP GROUP LIMITED — Capital/Financing Update 2017
Nov 23, 2017
65879_rns_2017-11-23_10d320a3-6cc7-4d17-9974-afb84d3b27ed.pdf
Capital/Financing Update
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ASX announcement
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24 November 2017
Suncorp closes Capital Notes 2 Offer raising $375 million
Suncorp Group Limited (Suncorp) today announced it has completed the Capital Notes 2 offer (the Offer), raising $375 million through the issue of 3.75 million Capital Notes 2 for $100 each.
Following strong investor demand, the size of the Offer has been increased from $300 million to $375 million.
Suncorp has also confirmed the allocation policy applicable to the Offer and the Distribution Rate applicable to the first Distribution in respect of the Capital Notes 2, which is expected to be paid on 19 March 2018.
Allocation policy
All valid Applications under the Reinvestment Offer have been accepted in full. Applicants under the Reinvestment Offer can confirm their allocation by calling the Suncorp Capital Notes 2 Offer Information Line (details below).
Applicants under the Broker Firm Offer can confirm their allocation with their broker or by calling the Suncorp Capital Notes 2 Offer Information Line (details below).
Allocations to Syndicate Brokers and Institutional Investors were determined under the Bookbuild completed on 30 October 2017.
An advertisement regarding the basis of allocation of Capital Notes 2 will be published on 27 November 2017 in The Australian and The Australian Financial Review . A copy of the advertisement is attached to this announcement.
Trading on ASX
The Capital Notes 2 were issued today, 24 November 2017, and are expected to begin trading on a deferred settlement basis on the Australian Securities Exchange (ASX) at approximately 10:00am (Sydney time) on 27 November 2017 under the ASX code "SUNPG". Trading on a normal T+2 settlement basis is expected to commence on 30 November 2017.
Holding statements and refund cheques
CHESS transaction confirmation statements and issuer sponsored holding statements, which state the number of Capital Notes 2 issued to successful Applicants, are expected to be sent to successful Applicants by 29 November 2017. Any Application refunds are also expected to be sent by this date.
All Applicants are responsible for determining and confirming the number of Capital Notes 2 allocated to them prior to selling any Capital Notes 2. Applicants who sell Capital Notes 2 before receiving their CHESS transaction confirmation statement or issuer sponsored holding statement do so at their own risk.
Suncorp Group Ltd - ABN 66 145 290 124 – Level 28, 266 George Street, Brisbane Qld 4000 suncorpgroup.com.au
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Distribution Rate and first Distribution payment
The first Distribution payment will be $1.1865 per Capital Note 2 and is expected to be paid on 19 March 2018 (subject to no Payment Condition existing).
The Distribution Rate for the first Distribution payment, which is for the Distribution Period from (and including) 24 November 2017 and ending on (but excluding) 19 March 2018 (being a period of 115 days), will be 3.7660% per annum. The Distribution Rate has been determined under the Capital Notes 2 Terms as follows:
3-month Bank Bill Rate on 24 November 2017 1.7300% per annum plus, Margin 3.6500% per annum Equivalent unfranked Distribution Rate 5.3800% per annum Multiplied by (1 – Tax Rate) x 0.70 Distribution Rate (in cash) 3.7660% per annum
Distributions are expected to be fully franked.
Maximum Conversion Number
For the purposes of the Conversion calculations, the Issue Date VWAP is $13.88 and the Maximum Conversion Number is:
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14.4092 in the case of a Mandatory Conversion; and
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36.0231 in the case of any other Conversion.
The Maximum Conversion Number may be adjusted at a future date to reflect divisions or consolidations of Ordinary Shares (among other matters) in the manner described in the Capital Notes 2 Prospectus.
Participation by Suncorp Directors and their related persons
Suncorp Directors and their related persons (being their spouses, parents, children and associates) did not participate in the Offer.
Ends
For more information contact:
| Securityholders Media Analysts/Investors |
Suncorp Capital Notes 2 Offer Information Line 1300 882 012 (within Australia) or +61 1300 882 012 (outside Australia) Monday to Friday, 8:00am to 7:30pm (Sydney time) Website: www.suncorpgroup.com.au/sunpg Brett Zarb +61 417 256 563 Kelly Hibbins +61 414 609 192 Andrew Dempster +61 497 799 960 |
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Appendix - Holders of Capital Notes 2
Included below is a listing of the twenty largest Capital Note 2 Holders and a schedule showing the distribution of Capital Note 2 Holders.
Top 20 Holders
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Distribution schedule
| Ranges | Investors | Securities | % Issued capital |
|---|---|---|---|
| 1 to 1,000 | 4,881 | 1,595,153 | 43 |
| 1,001 to 5,000 | 449 | 989,518 | 26 |
| 5,001 to 10,000 | 29 | 213,190 | 6 |
| 10,001 to 100,000 | 19 | 617,234 | 16 |
| 100,001 and over | 1 | 334,905 | 9 |
| Total | 5,379 | 3,750,000 | 100 |
Definitions
Unless otherwise defined, capitalised words used in this announcement have the meanings given to them in the Prospectus.
Disclaimer
This announcement does not constitute an offer of any securities (including the Capital Notes 2) for sale or issue. No action has been taken to register or qualify Capital Notes 2 or the Offer or to otherwise permit a public offering of Capital Notes 2 outside Australia. In particular, this announcement does not constitute an offer of securities for sale in the United States. Neither the Capital Notes 2 nor the Ordinary Shares have been or will be registered under the U.S. Securities Act or the securities laws of any state of the United States, and they may not be offered or sold in the United States. The Capital Notes 2 are being offered and sold in the Offer solely outside the United States pursuant to Regulation S under the U.S. Securities Act.
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The following advertisement will appear in The Australian Financial Review and The Australian on 27 November 2017.
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