Achievement Awards 2009 û Australia and New Zealand

We are pleased to announce this year's House and Deal Achievement Awards for Australia and New Zealand. Winners will be honoured at a gala dinner in Sydney in February 2010.

The following award winners and their clients will be honoured at our seventh annual awards dinner in Sydney on Tuesday, February 2, 2010, at our signature venue -- the harbourkitchen&bar at the Park Hyatt. For more information on this event, please contact Vicki Shaw at [email protected] or (02) 9437 3070.



As the world looks east to Asia for signs that an economic recovery is underway, ANZ's super-regional bank strategy, its financing of trade flows and its role in structuring cross-border and domestic loans for Australian companies stand out as worthy achievements. ANZ continues to top surveys on the provision of trade services and, on the transactional banking front, picked up several new cash management clients during 2009, including Whitehaven Coal and Novartis. It was an arranger on several landmark loan syndications -- including deals for Foster's, Woodside and Woolworths -- helping to extend new liquidity to customers when other markets were closed. Its acquisition of selected RBS assets in Asia in August this year will further its ability to service clients that have operations in the Asia-Pacific.


Citi's grip on the Best Foreign Commercial Bank award remained firm in 2009 despite the bank's turmoil back home. Citi has been successful in its campaign to encourage customers to stay loyal (it claims not to have lost a single cash management client), and used the market recovery that began in March to grow its balance sheet and launch new products. In February, the bank white-labelled its trade finance platform for Westpac, and then in August launched a Prepaid Card offering allowing clients to deliver pre-funded cards using the Visa and MasterCard networks. Further, Citi's ability to help its corporate customers tap the debt capital markets was unmatched in 2009 (see Deal Awards).


UBS is Australia's best all-round investment bank. While its position on some league tables faltered during the year, the bank was strong in equities and domestic bonds. It also remains the #1 equities trader on the ASX, a leading derivatives house and a respected prime broker. The bank's equity originators brought innovation via a SAREO entitlement structure for CSR and helped companies like Asciano and GPT restructure through equity capital raisings. It also conducted the largest block trade of the year, underwriting a A$2.4 billion sale of Telstra shares by the Future Fund. But it is in the domestic debt markets that UBS excelled in 2009, leading transactions for Woodside, Westfield, Tabcorp and BHP Billiton, as well as many key FIG deals.

First NZ Capital

While there were a few stalled IPOs in New Zealand in 2009, First NZ Capital underwrote several successful secondary placements and rights issues, including deals for Nuplex, Fisher & Paykel Appliances, and our New Zealand Deal of the Year, the NZ$273 million equity raising for Pyne Gould (see Deal Awards). But it was First NZ Capital's activity in the debt capital markets that really grabbed the attention of our judges. In April, the firm arranged a NZ$550 million five-year fixed-rate bond for Contact Energy, which was the largest ever BBB-rated issue in the country. It was also joint lead manager on a subordinated note transaction for NZ Post, and a five-year bond for Wellington Airport.

Commonwealth Bank of Australia

In a year dominated by bank deals, CBA stands out for its ingenuity and careful market timing. CBA executed many winning debt capital markets transactions, but there are two that are particularly noteworthy. The first is its Thai baht bond in May. The bank raised Bt4 billion from a debut sale of four- and seven-year bonds, becoming the first overseas issuer to tap the Thai markets since September 2008 and the first Australian borrower to access the baht market. The second deal of note was completed in October when CBA issued $4 billion in unguaranteed 144A bonds in a three-tranche deal that included a unique 10-year tranche. Nearly one-quarter of those bonds were sold to Asian and European accounts, proving CBA's rapport with global investors.

Macquarie Capital

Australia's own Macquarie Capital had a stellar year in the equity capital markets, leading 49 transactions between January and November, worth over A$28 billion. It was the only firm to be involved in all three IPOs of size - Myer's A$2.175 billion offering,'s A$164 million deal and Kathmandu's A$333 million offering. Macquarie Capital also arranged 15 entitlement issues (over A$100 million in size) for companies like Goodman Group, Rio Tinto, Wesfarmers and Transpacific Industries. And it was active in the hybrid market, completing deals for CBA, AMP, Westpac and ANZ. With its structuring and advisory expertise, as well as its distribution capabilities, Macquarie was able to help many clients tap the markets during a challenging year.

Goldman Sachs JBWere

There is no faulting Goldman Sachs JBWere's credentials in M&A advisory in 2009. In the league tables, the bank moved from the #8 position in 2008 to #1 in completed transactions. This clear and positive momentum was evident in its work for Hutchison Australia on its $3.1 billion merger with Vodafone Australia, and for OZ Minerals on the $1.4 billion sale of assets to China Minmetals. Looking at announced deals, Goldman Sachs JBWere is currently advising BHP Billiton on its multi-billion dollar iron ore joint venture with Rio Tinto, and Amcor on its acquisition of selected Alcan packaging assets. The firm's strategy of consistently building on its client relationships over time is clearly paying off.


The top two international bond houses ran neck-and-neck in the league tables in 2009, but it was Citi that arranged not only the most foreign currency deals for Australian issuers, but also many of the landmark corporate transactions. Between January and November, Citi executed cross-border benchmark deals totalling over $47.2 billion in the US dollar, euro, sterling and Samurai markets. Some of its more notable tombstones include: CBA's $3.125 billion five- and 10-year government-guaranteed 144A/Reg S deal; Westfield's $2 billion benchmark US dollar deal, Woodside's $700 million US dollar deal; and a $500 million 10-year Reg S only transaction for Optus.


It was deals for companies like Wesfarmers, Holcim, Leighton and Downer EDI that earned Westpac our award for Best Local Bond House. Sure, it also topped the Australian dollar debt league tables for the year (raising over $15 billion for domestic borrowers), but it was the depth and quality of the transactions that warranted praise. Our judges particularly liked the A$500 million three-year MTN issue for Swiss cement supplier Holcim. The deal was launched at A$150 million and ultimately attracted total bid volume of A$900 million, pricing tighter than guidance at swap +335bp. Westpac's dominance of the Australian dollar corporate market looks set to continue.

National Australia Bank

This new award category recognises a bank's strength in disciplines such as securitisation, structured finance, and project and trade finance. National Australia Bank wins this award for the strength of its franchise in asset-backed securities -- having worked on more than half of all AOFM-mandated RMBS deals during the year -- and project finance -- being the most active arranger of PPP transactions. In August, NAB was the sole arranger of a A$265 million CMBS issue for Macquarie Countrywide Finance P/L: Series 3, which was the first Australian dollar CMBS deal in the market since October 2007 (see Deal Awards). Later in the year, it was joint lead manager (with Westpac) on the largest PPP in the Australian market -- the A$3.67 billion financing of Victoria's water desalination plant.


UBS has held the crown as the most active secondary trader on the ASX for nine years running, consistently controlling over 10% of all trades. Despite challenging market conditions, it has managed to stay a step ahead of its competitors. Between January and November, the bank executed more than 23 million trades totalling $217 billion. UBS is also leading the IT revolution with Australia's first dark pool and market leading algorithms. Customers praise the bank for its quick turnaround time when fulfilling requests and for looking for ways to add value. UBS's traders are backed by one of the largest equities research teams in Australia with over 50 analysts covering 270 stocks. 


In a year when equity investors were desperate for tips on market direction, UBS's equity analysts were able to offer the right insights to generate alpha. The bank is strongest in its coverage of banks, healthcare, transport and gaming, and with the hire this year of Tom Price, a top-rated global commodities research analyst, it is clearly making a play in the commodities arena too. UBS is renowned for its well-written reports, its creative ideas and themes, and its useful conferences and seminars. Its high-level access at Australian companies ensures that its analysts are well informed. The bank made accurate 'buy' calls on Rio Tinto and JB Hi-Fi early in the year, and moved overweight Australian banks in early June, having identified structural positives back in March. 


Freehills wins the Best Financial Law Firm award in 2009 for advising on an array of landmark and highly complex capital markets transactions, many of which have been commended in our Deal Awards that follow on page two. The firm worked on two of the three major IPOs -- those for Myer and Kathmandu -- and was also active in the secondary markets, with deals for Santos, Elders, CSR and CBA. Most significantly, Freehills' corporate and M&A teams were involved in many of the year's innovative and time-sensitive recapitalisations such as the restructuring of Babcock & Brown Infrastructure, China Investment Corporation's investment in the Goodman Group, Warburg Pincus's participation in Transpacific's rescue and Elders' debt refinancing, equity raising and asset sale transactions.

Please continue to page two for our Deal Award winners...


BEST IPO, A$164 million
Bookrunners: Macquarie Capital

Size doesn't always matter when it comes to awarding the Best IPO of the year. What our judges are looking for is a deal that satisfies both the issuer and investors; one that achieves a high multiple and then trades up in the aftermarket. Macquarie Capital's sole-led offering for online auto-trader in August ticked these boxes. Despite being the first notable IPO to test the market in 2009, Macquarie offered a fixed-price underwriting, delivering maximum certainty to the vendors (which included CVC). The institutional bookbuild was conducted at the end of the retail offer to provide immediate liquidity and minimise risk for institutions. And the final price of A$3.50 per share valued at a P/E ratio of close to 22 times FY10 earnings. The shares have traded on a steady upward trajectory since listing.

Rio Tinto, $15.2 billion entitlement offer
Bookrunners: Credit Suisse, J.P. Morgan, Macquarie Capital, RBS

In a record year for rights issues and follow-ons, the Rio Tinto deal stands out for its sheer size, its renounceable structure and its cross-border complexity. While the issue was done under duress, and the discount was wide, the fully underwritten 21-for-40 entitlement offer proved to be a shrewd move following the termination of Rio's deal with Chinalco. The dual-listed company structure required simultaneous offerings in Australia and the UK, and resulted in equitable treatment of investors in both jurisdictions. As many as 95% of Australian shareholders and 97% of UK shareholders accepted their rights and the company's shares have traded consistently higher since the deal was done in June.

Westpac, A$908 million stapled preferred securities
Bookrunners: Citi, Deutsche Bank, Goldman Sachs JBWere, Macquarie Capital, National Australia Bank, UBS, Westpac

Westpac's reputation as a canny issuer was validated in March when the bank executed a tier-1 capital hybrid security transaction consisting of a note issued by Westpac's New York branch stapled to a preference share issued by Westpac. The deal arose from the 2008 merger between Westpac and St.George, which required Westpac to exchange the existing St George hybrid securities on issue. The bookbuild was completed during the depths of the stock market correction, but despite this, the margin was set at the lower end of the 3.7% to 4% range, and the offer size was increased to A$908 million from A$500 million. The deal demonstrated that the hybrid market was still open for business.

Noble Group's acquisition of Gloucester Coal, A$574 million

Adviser to Noble Group: Citi
Adviser to Gloucester Coal: UBS

While certainly not the largest M&A deal in 2009, it's difficult to overlook the Noble/Gloucester Coal deal for its complexity and guile. The saga began in February when rival coal company Whitehaven proposed a merger that implied an offer price for Gloucester of A$3.65 per share. Unwilling to see its 21% share in the company diluted, Noble Group launched a competing off-market, all-cash takeover of Gloucester. That offer seemed set to succeed when Whitehaven's bid was scuppered by the Takeovers' Panel, but it took another few weeks to convince Gloucester's shareholders. With the help of a generous independent expert's report, the shareholders were able to pressure Noble into increasing its offer from A$4.85 per share to A$7.00 -- a hefty 123% premium to its February trading price.

Tabcorp, A$284 million five-year bond
Bookrunners: ANZ, Citi, Goldman Sachs JBWere, National Australia Bank, UBS

Gaming company Tabcorp picked the most challenging debt market conditions in Australia's living memory to launch the first listed corporate bond in the country in more than 20 years. The five-year BBB+ rated notes were priced in the middle of the indicative range at a margin of 4.25%. The deal structure was innovative because it allowed retail investors to buy the listed bonds and included a bonus interest component to encourage investors to hold. It is hoped Tabcorp's success will pave the way for other issuers to tap the retail investor pool. The deal was upsized from an initial size of A$200 million and the bonds have continued to trade at a premium to their issue price.

National Australia Bank, $600 million perpetual tier-1 notes
Bookrunners: HSBC, Goldman Sachs JBWere, Merrill Lynch

Australia's banks have a reputation for being savvy issuers, and none more so than National Australia Bank, which printed a record hybrid tier-1 issue in the US in September. While it may have been cheaper to issue at home, NAB took the opportunity to diversify and smooth out its redemption profile by securing non-call dates of seven and 14 years. The order books topped $5 billion and NAB was able to price at the tight end of guidance at 8%, making it the first transaction of the year to break through the 9% coupon level. Investors were attracted to the notes thanks to NAB's strong brand name offshore.

Macquarie Countrywide, A$265 million CMBS
Bookrunners: National Australia Bank

A new category in our awards line-up, the inaugural winner is the A$265 million CMBS issue for Macquarie Countrywide Finance P/L: Series 3. The issue was backed by mortgages over a collateral pool of 44 Australian freestanding supermarkets and was the first Australian dollar CMBS deal in the market since October 2007. Arranged and lead managed by National Australia Bank, the deal demonstrated that asset-backed securities remain a viable funding option when the underlying collateral is sound and the issuer takes time to work with investors to design a transaction that fits with their preferences. NAB was able to place 70% of the book with real-money accounts.

Victorian Desalination Plant, A$3.67 billion
Arrangers: National Australia Bank, Westpac

In July 2009, the AquaSure consortium was awarded the contract to build a desalination plant in the state of Victoria -- a reverse osmosis facility with the capacity to produce 150 billion litres of water per year. The subsequent funding solution arranged by National Australia Bank and Westpac involved a A$3.67 billion seven-year term loan with progressive drawdowns. The AquaSure financing was one of the largest PPP syndicated deals of its kind in the world and, to give investors extra comfort, the state government provided a guarantee as lender of last resort. The global syndication required a roadshow to five countries and the roster of banks that backed the deal contained no fewer than 32 institutions.

Goodman Group recapitalisation, A$8.6 billion
Advisers: Macquarie Capital, RBS

There were several landmark recapitalisations in corporate Australia in 2009, and the A$8.6 billion restructuring of flagging property trust, the Goodman Group, was an innovative and well-executed solution that brought the company back from the brink. The deal involved a A$1.28 billion equity raising, an extension of A$1.1 billion worth of group debt, the re-writing of covenants on A$2 billion worth of fund debt, and the introduction of two strategic investors in the form of China Investment Corporation and the Canadian Pension Plan Investment Board. The deal is commended because it offered a whole-of-company solution, not just a band-aid, and because it appears to have worked -- Goodman's shares are trading above the price of the equity raising, and earnings forecasts for the company are on track.

Babcock & Brown Infrastructure recapitalisation, A$9.5 billion
Advisers: Credit Suisse, Macquarie Capital, Gresham

Similarly, the rescue of Babcock & Brown Infrastructure was a wholesale solution for a company that held quality assets but was drowning in its capital structure. The deal was arguably the most complex transaction in the capital markets this year and resulted in reducing BBI's debt-to-Ebitda ratio from 8.3 times to 5.9 times. While, at the time of writing, the company (trading under the new name Prime Infrastructure) had not yet demonstrated a convincing turnaround, the advisers on the transaction are applauded for successfully negotiating with 30 or more lenders, introducing a cornerstone investor and balancing the outcome for convertible holders and ordinary shareholders.

Pyne Gould, NZ$273 million equity raising
Bookrunners: First NZ Capital

2009 was dominated by distressed issuers, and New Zealand finance company Pyne Gould was no exception. The company's white knight came in the form of First NZ Capital which agreed to underwrite a NZ$273 million equity capital raising that was equivalent to 270% of Pyne Gould's pre-deal equity value. The equitable deal structure included three components: a six-for-one pro-rata renounceable rights issue priced at a 17.6% discount to Terp; a NZ$30 million placement; and a share purchase plan that allowed investors to buy new shares at the lower placement price. Pyne Gould is on a firmer footing as a result of the transaction, and the stock has since traded up.

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