Debt Capital Markets

Gilbert + Tobin advises originators, issuers, arrangers, dealers, trustees, security trustees, agents and underwriters on the full spectrum of Debt Capital Market transactions. Our capital markets team incorporates specialists in debt and equity capital markets, structured finance, securitisation and high yield issuances.

Our Approach

We are recognised for our innovative approach to financing structures and transactions with a wide array of asset classes and structures, and continue to be at the forefront of emerging classes of assets and products such as green bonds. We are known for being able to provide our clients with commercially and strategically viable structures in the face of complex regulation within the sector.

Our depth of experience, nuanced approach, responsiveness and commercial advice means we often advise on new and unique financing transactions. Our strength lies in the speed with which we can bring transactions to market and success is determined by our ability to anticipate market and regulatory developments to prepare our clients for the impact on their business. We have acted for many listed corporations in their debt capital market transactions.

The members of our team have strong experience in cross-border transactions, having practised in many other jurisdictions and are thoroughly versed in the applicable market documentation standards. We also enjoy ‘best friends’ relationships with leading law firms in other jurisdictions, allowing for a seamless cross-border practice.

Our services:

  • Securitisation (including RMBS (prime and non-conforming), CMBS, asset-backed securities in respect of trade receivables, auto loans, hire purchase and lease receivables, insurance premium loans leases and whole business transactions);
  • A$MTN, Kangaroo and EMTN program establishments and drawdowns;
  • Retail Bonds;
  • Bank hybrids;
  • US private placements;
  • High yield bonds;
  • CD, CP, ECP, USCP and global CP program establishments;
  • Social impact bonds;
  • Credit-wrapped notes, convertible notes and exchangeable notes; and
  • Tender offers and buy backs.

Our domestic experience includes advising:

  • Acacia Partners, as arranger, on a recent landmark DCM issuance in the Australia legal market. The transaction featured an issuance by ASCF, of A$35 million of five year senior secured notes to fund a pool of short term (1-12 months), low loan-to-value ratio (LVR) loans secured by registered mortgages over Australian residential property.
  • Anheuser-BuschInBev in connection with the establishment of an A$3 billion AMTN Program for its Australian subsidiary FBG Finance Pty Ltd, and the inaugural issue of A$700 million under the Program pursuant to an Exchange Offer.
  • The Benevolent Society on the redemption of their 7 year Social Impact Bond.
  • CBA on the establishment of a transferable certificate of deposit program.
  • Elanor Investors Group in relation to the establishment of its A$60 million AMTN Program and on the inaugural and subsequent issuance of notes under that Program.
  • Holcim Finance on a number of issuances under its A$500 million guaranteed AMTN Program.
  • IMF Bentham Limited on a successful restructure of its existing listed IMF Bentham Bonds and a A$41.4 million conditional placement of new IMF Bentham Bonds to sophisticated and professional investors.
  • Leighton Finance on the establishment of its A$1 billion MTN Program and subsequent issues under the Program.
  • NAB, as sole arranger and lead manager, on Peet Limited’s inaugural A$75 million offer of simple corporate bonds, and subsequent offer of A$50 million simple corporate bonds.
  • Optus as the issuer on the establishment of its guaranteed AMTN Program.
  • Reliance Rail in relation to the restructure and partial redemption of bonds under its recent A$2 billion debt refinancing and recapitalisation.
  • Tatts Group on its offer of seven year Senior Unsecured Retail Bonds to raise A$200 million.
  • University of Wollongong on the establishment of a CPI Bond Program and the issuance of A$42.5 million CPI bonds under the Program.
  • Woolworths on its A$500 million retail offer of Subordinated Woolworths Notes II.
  • AET and Plenary Group on the early redemption and refinance of 2020 bullet bonds issued by JEM (Southbank) Pty Ltd (Southbank).  Southbank is the financing vehicle for AMP Capital, which is contracted by the State of Queensland to operate and maintain facilities at the Southbank Institute of Technology in Brisbane, under a public private partnership (PPP) arrangement.

Our Kangaroo, US and European experience includes advising:

  • AMP on its issuance of A$600 million Floating Rate Subordinated Unsecured Guaranteed Exchangeable Notes.
  • Brisbane Airport Corporation in relation to its placement of A$215 million Senior Unsecured Notes to institutions in the US private placement market.
  • Industrial and Commercial Bank of China, New Zealand Branch in connection with the issuance by ICBC New Zealand of a tranche of A$ Kangaroo Bonds under its EMTN Program.
  • JPMorgan on Fortescue’s recent 144A US$2.3 billion Senior Secured Notes due 2022, and US$500 million Senior Unsecured Notes due 2023.
  • New South Wales Treasury in relation to the update of its US$10 billion SEC Shelf Registered Program.

Our hybrids and convertible notes experience includes advising:

  • Australian Executor Trustees on the first issue of Basel III tier 2 compliant notes issued by Suncorp Metway Limited.
  • Centennial Coal on its A$165 million issue of subordinated convertible notes.
  • CBA on a restructure of the A$900 million Colonial Hybrid Securities Issue.
  • Origin Energy Ltd on its A$500 million retail offer of hybrid notes; its US$500 million issue of 144A senior unsecured notes and its €500 million hybrid issue.

Our securitisation experience includes advising:

  • Abel Tasman Holdings Pty. Ltd, a commercial paper conduit managed by an ABN AMRO Bank N.V. subsidiary, in relation to a restructuring of an existing securitisation.
  • BNY Mellon Australia Limited in its various roles as security trustee, trustee, trust manager and custodian in connection with a range of securitisation transactions.
  • Colonial State Bank, Bank of Queensland and Suncorp - advising the banks on the establishment of and a number of issuances under their respective CATS, REDS and APOLLO RMBS Programs.
  • Oaktree Capital Management, L.P. in relation to the establishment of the Blue Lotus Programme, which is a new platform for funding non-resident purchasers of Australian residential apartments. Oaktree was part of a consortium comprising global real estate investors and credit providers including KKR and non-bank lender Pepper. The Blue Lotus Programme relies on securitisation for its funding, and is uniquely positioned to provide competitive financing options to non-resident buyers looking to settle FIRB-approved purchases of Australian residential apartments.

Gilbert + Tobin is ranked for Debt Capital Markets.

Chambers Asia-Pacific 2020

Gilbert + Tobin is ranked for Debt Capital Markets.

Legal 500 2019