Country for PR: China
Contributor: PR Newswire Asia (China)
Wednesday, December 09 2020 - 10:31
Welsh Developments ACTC Pty Ltd Announces Offering of AUD 142,726,327 Senior Secured Loan Note Offer
MELBOURNE, Australia, Dec. 9, 2020 /PRNewswire/ --

AUD 142,726,327 Progressively Drawn Loan Note Construction Facility (Facility) 

This document is issued by Banner Capital Management Limited ACN 600 738 181 
AFSL 465404 (Banner) under an arrangement made between Welsh Developments ACTC 
Pty Ltd ACN 617 269 128 (Issuer) and Banner.

The Issuer announced today that it intends to offer debentures (in the form of 
loan notes) issued under the Facility for the purposes set out in the terms 

It is intended that the offer satisfy the terms of section 128F(3)(d) of the 
Income Tax Assessment Act 1936, so that the issue of the loan notes should 
satisfy the "public offer" test in section 128F for exemption from Australian 
interest withholding tax.  

Financiers and those in the business of includes the buying and selling of Loan 
Notes or other debt interests and who are interested in subscribing for Loan 
Notes will be required to give customary representations, warranties and 
information about their status to assist the Borrower to demonstrate compliance 
with section 128F.


Welsh Developments ACTC Pty Ltd as 
trustee of the Welsh 
Developments ACTC Unit Trust
617 269 128    
Financier/Underwriter and Arranger                                          
Banner Capital Management Limited ACN 600 738 181
The Offer                                                                   To 
subscribe for Loan Notes (Tranches 9-12) on the terms described 
the transaction documents. The general terms of the transaction 
documents are set out in this offer document. 

Security and Ranking                                                        
First Mortgage over property at located at Armstrong Creek, Victoria, 
Australia (the Security Property) 
Personal and corporate guarantees 
General Security Agreements over the Issuer 
Purpose                                                                     The 
proceeds from the issue of the Loan Notes will be used by the 
Borrower to refinance the existing debt, undertake civil works and 
construction on the Security Property 
Settlement Date                                                             On 
or about 22 December 2020 

Term                                                                        24 
month term, involving a commitment to fund in accordance with a 
detailed drawdown schedule, subject to satisfaction of certain
conditions precedent and other conditions.  
Type of Instrument                                                          
Senior Loan Notes
Issue amount                                                                AUD 
142,726,327 exclusive of interest and fees.
Interest Rate                                                               
Tranche 9 – AUD 117,184,099, 12% coupon per annum 
Tranche 10 - AUD $13,886,649, 14.25% coupon per annum
Tranche 11 - AUD $2,873,474, 14.25% coupon per annum 
Tranche 12 - AUD $8,782,105, 14.25% coupon per annum

Transferability                                                             The 
Notes are freely transferable without the consent of the Issuer 
Governing Law                                                                
Victoria, Australia 

The Issuer reserves the right in its absolute discretion to vary the terms set 
out above and accept or reject any offer. This offer will expire at 5pm 
Melbourne time on 17 January 2021. 

Restrictions in certain jurisdictions, including Australia 

The distribution of this message and the offering and sale of the Loan Notes in 
certain jurisdictions may be restricted by law. This message does not 
constitute an offer, invitation or solicitation to participate in the Facility 
and be issued Notes in any jurisdiction where, or to any person or entity to 
whom, it would be unlawful to make such an offer, invitation or solicitation. 

This message is not a prospectus or disclosure document and it has not been 
lodged with the 

Australian Securities & Investments Commission under Chapter 6D of the 
Corporations Act 2001 (Cth) (Corporations Act). The offer of Loan Notes is only 
available to domestic and foreign investors that are qualified as "professional 
investors" or "sophisticated investors" as defined under the Corporations Act 
(Wholesale Investors). By accepting the offer, an offeree represents that the 
offeree is a Wholesale Investor. No Notes will be issued or sold in 
circumstances that would require the giving of a disclosure document under 
Chapter 6D of the Corporations Act. 

The Notes referred to in this message have not been nor will they be registered 
under the U.S. Securities Act of 1933, as amended (the Securities Act), or with 
any securities regulatory authority of any state or other jurisdiction of the 
United States and may not be offered, sold or delivered within the United 
States or to, or for the account or benefit of, U.S. persons (as defined in 
Regulation S under the Securities Act) except pursuant to an exemption from, or 
in a transaction not subject to, the registration requirements of the 
Securities Act and applicable state securities laws. There will be no public 
offering of the Notes referred to in this message in the United States. 

About Banner 

Banner Capital Management Limited is an Australian based alternate asset 
manager specialising in actively managed property debt and has provided 
attractive risk-adjusted returns to its investors since 2012.

SOURCE: Banner Asset Management