Prelaunch Bond Factsheet
New Issue Announced
NAB Nov2036 Corp (AUD)
National Australia Bank Limited
Bond Issuer
National Australia Bank Limited
Guarantor
-
Price Guidance
SQ ASW+[165]bps area (Est. 6.426%)
Announcement Date
-
Issue Date
12 Nov 2026
Maturity Date
12 Nov 2036
Years to Maturity
10.026
Issue / Reoffer Price
-
Issue / Reoffer Yield
-
Coupon Type
Variable
Coupon Frequency
Semi Annually
Seniority
Subordinated
Capital Structure
Tier 2
Exchange Listed
No
ISIN
-
CUSIP
-
Bond Currency
AUD
Issue Size
AUD benchmark
Min. Investment Quantity (Nominal)
AUD 10,000
Incremental Quantity (Nominal)
AUD 10,000
Bond Type
Corporate
Bond Sector
Financials
Bond Sub Sector
Banks
Issuer Credit Rating (S&P/ Fitch)
*** / AA-
Bond Credit Rating (S&P/ Fitch)
*** / A-
Shariah Compliant
No
Reference Rate
Reset date: [TBD]
Reset Rate: 3month BBSW+ Margin [TBD%]
Issuer Call
However, the Issuer may only do so if:
(a) the aggregate principal amount of MTNs to be redeemed is, or is a multiple of, their Denomination;
(b) the Issuer has given at least 30 days’ (and no more than 60 days’) (or any other period specified in the relevant Pricing Supplement) notice to the relevant Agents and the MTN Holders;
(c) the proposed redemption date is an Early Redemption Date (Call) (which, in the case of a Subordinated MTN, may not be before the fifth anniversary of the Issue Date of that Subordinated MTN); and
(d) in the case of Subordinated MTNs:
(i) the Issuer has obtained the prior written approval of APRA; and
(ii) either:
(A) the Subordinated MTNs the subject of the redemption are replaced concurrently or beforehand with Regulatory Capital of the same or better quality and the replacement of the instrument is done under conditions that are sustainable for the Issuer’s income capacity; or
(B) the Issuer obtains confirmation from APRA that APRA is satisfied that the capital position of the Issuer Level 1 Group and the Issuer Level 2 Group will remain adequate after the Issuer elects to redeem the Subordinated MTNs.
First Issuer optional redemption date of [TBD] November 2031 and each interest payment date thereafter excluding the maturity date
Loss Absorption
Non-Viability Trigger Event:
Subordinated MTNs are subject to mandatory Conversion into ordinary shares of the Issuer (or a successor) (“Ordinary Shares”), or Write-Off, if a Non-Viability Trigger Event occurs.
The relevant Pricing Supplement will specify whether the Subordinated MTNs are to be:
(i) Converted upon a Non-Viability Trigger Event (or, if, for any reason, including an Inability Event, Conversion of the Subordinated MTNs has not been effected within five Business Days, Written-Off) (the “Conversion Option”); or
(ii) immediately and irrevocably terminated (“Written-Off”) upon a Non-Viability Trigger Event (the “Write-Off Option”), (each as further described below).
Occurrence of a “Non-Viability Trigger Event”:
A “Non-Viability Trigger Event” occurs when APRA has provided a written determination to the Issuer that (1) the conversion or write-off of certain securities of the Issuer is necessary because without such conversion or write-off, APRA considers that the Issuer would become non-viable; or (2) without a public sector injection of capital into, or equivalent capital support with respect to, the Issuer, APRA considers that the Issuer would become non-viable.
Potential investors in the Subordinated MTNs should consider Condition 13 (“Conversion or Write-Off of Subordinated MTNs on Non-Viability Trigger Event”) and the Schedule to the MTN Terms and Conditions which set out the Non-Viability Trigger Event and related provisions (including provisions for determining the number of Ordinary Shares issued on Conversion). The Banking Act includes provisions which give statutory recognition to conversion or write-off of regulatory capital instruments issued by certain financial sector entities (including ADIs, of which the Issuer is one) (“Statutory Conversion and Write-Off Provisions”). Where the Statutory Conversion and Write-Off Provisions apply to an instrument, that instrument may be converted in accordance with its terms. This is so despite any law (other than specified laws, currently those relating to the ability of a person to acquire interests in an Australian corporation or financial sector entity), the constitution of the issuer, any contract or arrangement to which the issuer is a party, and any listing rules, operating rules or clearing and settlement rules applicable to the instrument.
Conversion or write-off of Relevant Capital Instruments:
If a Non-Viability Trigger Event occurs, on the date of such event (the “Conversion Date”), the Issuer will first convert into Ordinary Shares or write-off all Relevant Tier 1 Capital Instruments of the Issuer. Secondly, if conversion into Ordinary Shares or write-off of all Relevant Tier 1 Capital Instruments is not sufficient to satisfy APRA that the Issuer is viable without further conversion or write-off, then:
(1) if the relevant Pricing Supplement specifies that the Conversion Option applies to the Subordinated MTNs, the Issuer will be required to immediately convert some or all of the Subordinated MTNs into Ordinary Shares, and if, for any reason (including if the Issuer is prevented by applicable law, court order or any other reason from converting the Subordinated MTNs) Conversion has not been effected within five Business Days, the Issuer will be required to Write-Off that principal amount of the Subordinated MTNs; or
(2) if the relevant Pricing Supplement specifies that the Write-Off Option applies to the Subordinated MTNs, the Issuer will be required to Write-Off some or all of the principal amount of the Subordinated MTNs.
The Conversion or Write-Off of Subordinated MTNs will be on an approximately pro rata basis with other Relevant Tier 2 Capital Instruments of the Issuer.
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