The firm's team acted as US securities law counsel to the top banks
Sullivan & Cromwell (S&C) Australia has guided ASB Bank Limited and the Commonwealth Bank of Australia (CBA) on two billion-dollar deals.
The firm acted as US securities law counsel to ASB on its US1.2bn notes offering. The notes consisted of US$700m aggregate principal amount of 1.625% notes due October 22, 2026 and US$500m aggregate principal amount of 2.375% notes due October 22, 2031.
The notes were divested under the bank’s US$10bn medium-term note program, which S&C helped to establish in 2018. The program “allows ASB to issue senior medium-term notes from time to time pursuant to Rule 144A and Regulation S under the Securities Act,” the firm explained.
Australia practice head Waldo D. Jones, Jr. worked alongside associate Clinton Eastman on the deal. The initial purchasers on the offering were Citigroup Global Markets Inc., CBA, J.P. Morgan Securities LLC and TD Securities (USA) LLC.
Jones also led S&C’s team as it advised CBA on several debt offerings in the role of US securities law counsel.
Last month, the bank completed its offering of US$1,2bn aggregate principal amount of 1.125% senior notes due June 15, 2026, US$500m aggregate principal amount of SOFR-linked floating rate senior notes due June 15, 2026 and US$800m aggregate principal amount of 1.875% senior notes due September 15, 2031. The notes were divested under CBA’s US$50bn US medium-term note program, which enables the bank to issue senior and subordinated medium-term notes from time to time in line with the Securities Act, S&C said.
CBA sold some of the notes in its position as principal, The initial purchasers were Citigroup Global Markets Inc., DBS Bank Ltd, Goldman Sachs & Co. LLC., Morgan Stanley & Co. LLC and TD Securities (USA) LLC.
Jones worked with special counsel Connor Schillerstrom on the transaction. The pair also advised CBA earlier this year on cash tender offers to purchase any and all of its outstanding US$1.25bn 4.5% subordinated Tier 2 notes due December 9, 2025 and €1.25bn 2% subordinated Tier 2 notes due April 22, 2027.
Jones and Schillerstrom also collaborated to advise Newcastle Coal Infrastructure Group on its US$450m notes offering in May.
In addition, S&C provided advice to 29Metals Limited on its $528m IPO and ASX debut in July – an IPO the firm said was Australia’s second largest this year and the biggest Australian IPO by a mining company in over 10 years. Jones was assisted by associate Benjamin Fleming on this deal.
