Macquarie Group Limited launches $A400 million Macquarie Group Capital Notes 2 offer

Macquarie Group Limited (ASX: MQG; ADR: MQBKY) (MGL) today announced its intention to raise $A400 million, with the ability to raise more or less, through the offer of Macquarie Group Capital Notes 2 (MCN2). MCN2 are expected to be quoted on the Australian Securities Exchange (ASX) under the code MQGPB. MCN2 are fully paid, unsecured, subordinated, non-cumulative, perpetual and convertible notes issued by MGL at an Issue Price of $A100 per MCN2. Distributions are scheduled to be paid semi-annually in arrears, subject to certain Payment Conditions.

Patrick Upfold, Macquarie CFO said, “At the half year results announcement on 30 October 2015, Macquarie noted our intention to redeem the Preferred Membership Interests $US400m hybrid in December 2015. The MCN2 is intended to replace the Preferred Membership Interests.

Macquarie continues to have a strong balance sheet with well diversified funding sources and minimal reliance on short term wholesale funding markets. We have a strong capital base and the Offer is consistent with Macquarie’s strategy to manage its capital mix and maintain a diverse source of funding.”

MCN2 will qualify as Eligible Capital for Australian Prudential Regulation Authority purposes.

The Offer is made under a Prospectus which was lodged with the Australian Securities and Investments Commission (ASIC) and ASX today. The Offer is available only to investors resident in Australia and to certain institutional investors.

The Prospectus is available at www.MacquarieCN2Offer.com.au, or by calling the MCN2 Offer Information Line, as per the details below. 

A replacement Prospectus containing the Margin is expected to be made available on 1 December 2015 (Replacement Prospectus) when the Offer opens.

Macquarie Capital (Australia) Limited has been appointed as Sole Arranger and a Joint Lead Manager. ANZ Securities Limited, Commonwealth Bank of Australia, Evans and Partners Pty Limited, J.P. Morgan Australia Limited, Morgans Financial Limited, National Australia Bank Limited and Westpac Institutional Bank have also been appointed as Joint
Lead Managers (collectively JLMs).

More information about the Offer

The Offer is expected to open on 1 December 2015 and consists of:

• a Broker Firm Offer – to retail and high net worth clients of Syndicate Brokers, who are resident in Australia;
• a Securityholder Offer – to eligible holders of Macquarie Group Limited Ordinary Shares (ASX: MQG; ADR: MQBKY), Macquarie Group Capital Notes (ASX: MQGPA), Macquarie Bank Capital Notes (ASX:MBLPA) or Macquarie Income Securities (ASX: MBLHB), who are resident in Australia;
• a General Offer – to members of the general public who are resident in Australia; and
• an Institutional Offer to Institutional Investors who received a firm allocation from the JLMs.

Anyone who wants to invest in MCN2 will need to contact their Syndicate Broker (to apply under the Broker Firm Offer) or complete an Application Form (to apply under the Securityholder Offer or General Offer) that will be available online at www.MacquarieCN2Offer.com.au or by calling the MCN2 Offer Information Line, as per the details below, when the MCN2 Offer opens.

The closing date for the Securityholder Offer and the General Offer is expected to be 5.00pm (Sydney time) on 15 December 2015. The Closing Date for the Broker Firm Offer is expected to be 5.00pm (Sydney time) on 17 December 2015.

Further information

MCN2 are complex and not suitable for all investors. Potential investors should read the Replacement Prospectus in its entirety before deciding whether to apply to invest in MCN2. If any part of the Replacement Prospectus is unclear, we recommend seeking guidance from a financial advisor or other professional adviser.

If you have any questions about MCN2 you can call the MCN2 Offer Information Line on 1300 306 413 (within Australia) or on +61 1300 306 413 (International). The line is open from Monday to Friday 8.30am to 5.30pm (Sydney time), during the Offer Period. Applicants under the Broker Firm Offer may also call their Syndicate Broker.