Cover Story 1 The giant returns No company encapsulates the modern Australian economic story more than BHP Billiton. For many years the mining giant’s position as a primarily US dollar funder precluded its presence in an Australian dollar bond market that seemed too small and unreliable for its needs. In early October, that situation changed with a bang. B y B t h e K a n g a N e w s HP Billiton Finance, a funding entity guaranteed by BHP Billiton, launched and priced the largest-ever non-credit wrapped corporate bond deal in the Australian market on October 9. The firm placed A$1 billion (US$1.04 billion) of new five-year notes in a deal market participants say was oversubscribed by nearly double. According to KangaNews data, the transaction is the largest single-tranche non-financial corporate bond ever to price in the Australian market, surpassing the A$800 million of fixed rate notes priced as part of Westfield Retail Trust’s A$900 million five-year issue in April 2011. It is also the largest noncredit wrapped corporate transaction ever to price in Australia even when multi-tranche deals are included. Leads and investors involved in the BHP Billiton transaction say the firm had sufficient demand to print an even larger transaction, with lead manager sources revealing the final book size reached approximately A$1.8 billion. And 2 6 | k a n g a n e w s e d i t o r i a l t e a m while the Australian dollar deal makes up just a tiny part of BHP Billiton’s outstanding bond book – which aggregates to the equivalent of nearly US$30 billion (see chart on facing page) – intermediary and investor sources say the miner’s return to what is technically its home market marks a seismic move for the Australian dollar corporate landscape. Fast bookb ui l d N ot only was the BHP Billiton transaction heavily oversubscribed but it also saw demand build extremely rapidly. Investor sources say they understand the book grew past A$500 million within an hour of its launch at 8.30am AEST, growing to its final size by around 1pm AEST. Fund managers also confirm there was substantial scaling, with buy-side sources telling KangaNews allocations of 50-75 per cent of bids were par for the course. Intra-day execution was always part of BHP Billiton’s planning according to both the issuer (see box on p24) and Tabitha Potts, Sydney-based senior manager, debt capital markets at Commonwealth Bank of Australia – joint lead on “We allowed for a slightly longer process the deal with ANZ. but it became clear very early that there Potts tells KangaNews: “Before it accesses any would be a substantial oversubscription, capital market BHP which resulted in the book closing at an Billiton wants to be sure earlier stage than originally planned.” of a comparable outcome to its benchmark funding T a b i t h a P o tt s C o m m o n w e a lt h B a n k o f Au s t r a l i a n o v e m b e r 2 0 1 2 P ricing and strat egy A bhp billiton’s outstanding bonds GBP vo lum e (us $ M app rox. eq ui v. ) options – and that includes single-day execution. In this case we allowed for a slightly longer process but it became clear very early that there would be a substantial oversubscription, which resulted in the book closing at an earlier stage than originally planned.” An accelerated deal process also matched BHP Billiton’s desire to achieve genuine investor diversification through its return to the Australian dollar market. Ron Ross, head of capital markets Australia at ANZ in Sydney, says the firm wanted to maximise participation from domestic investors. Data from the leads suggest the issuer achieved this goal, with 80 per cent of the bonds placed into Australia and the balance sold to Asian investors. Over 70 accounts participated in total. Around 75 per cent of the bonds was sold to asset managers, 13 per cent to insurance investors and 10 per cent to banks. Potts says there was interest from the Asian private bank sector but many of those investors were not able to finalise firm bids in the narrow window available to them. She says it is likely these buyers would have been more prominent had a longer bookbuild been available. One domestic fund manager comments in particular on the pace of the bookbuild as a positive sign for the market, saying: “A typical criticism the Australian market has received is that it is difficult to bring a good-sized deal, with a reasonable price, in a quick time frame. BHP Billiton launched and priced within half a day, which shows the market can take size at a level that’s attractive to both the issuer and investor communities.” EUR AUD USD 6,000 5,000 4,000 3,000 2,000 1,000 0 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 year Source: BHP Billiton, KangaNews October 17 2012 head of investments and Australia operations, Anthony Kirkham, also highlights the strong credit of the issuer. He says his firm was keen to participate from a diversification perspective, especially given what he perceives as a fair issue price. At 90 basis points over swap, Australian investors appear to be generally comfortable with BHP Billiton’s AUD issue margin – even though that price makes it Australia’s tightest domestic five-year deal of 2012 (see chart on p25). While views are to some extent contradictory on whether the margin was slightly wider or tighter than the issuer’s US dollar curve, there is general agreement that the deal was priced appropriately for a top-quality global credit. According to Greg Stock, Sydney-based senior portfolio manager at Perpetual Investments: “The deal offered fair value compared to credit default swaps [CDS] and offshore bond comps. We don’t typically invest in debt in the more cyclical resources sector. However, BHP Billiton has shown a long-term commitment to sound funding, a solid A-band rating, and sound balance sheet metrics.” John Sorrell, head of credit at Tyndall Investment Management in Sydney, says his firm appreciates the diversity offered by a strong name like BHP Billiton at a price comparable to the issuer’s physical bond curve. He explains: “The margin was in line with how the issuer priced offshore and how other similarly-rated entities have priced. lthough some Australian fund managers contacted by KangaNews decline to comment on the record about the transaction, every one also confirms they participated. Most say the quality of BHP Billiton’s credit was a key factor, with the borrower being a standout in its sector. George Bishay, portfolio manager and credit analyst at BT investment Management in Sydney, says his firm bought a “reasonable size”. He tells KangaNews commodity revenue streams, solid earnings and balance sheet were the main factors behind the investment. “BHP Billiton is diversified in terms of the commodities it produces: petroleum prices don’t necessarily move similarly to iron ore, for example. Compared with its main domestic competitor, where iron ore represents 70-80 per cent of total earnings, BHP Billiton is closer to “I think an issuer of BHP Billiton’s quality would have been able to achieve an outcome 30 per cent over a medium-term like this at times over the past couple of basis.” years, but right now the market is as robust Western Asset as it has been since the financial crisis.” Management’s Melbourne-based R o n R o s s AN Z 2 7 Cover Story 1 BHP Billiton expects to mine Australian market again Following its return to the Australian market with the country’s largest-ever non-credit wrapped corporate bond deal, BHP Billiton says it expects to issue more AUD-denominated paper in future. The issuer also reveals that the size of its new deal significantly exceeded the volume threshold it targeted as a minimum for its return to the domestic market. “Having taken such a long time to access the market, BHP Billiton has an expectation and a desire that it will, over time, be able to build a yield curve in the Australian market.” G r a h a m K e r r B H P Bi l l i t o n The Australian dollar deal issued in October continued the bond funding diversity BHP Billiton had embarked upon the previous month. In September it sold £1.75 billion (US$2.82 billion) in a twotranche deal which, according to company data, becomes its only outstanding sterling bonds. At the same time, BHP Billiton also priced a €2 billion (US$2.6 billion) dual-tranche deal, adding over a third to its euro-denominated bonds outstanding. Prior to the October 9 pricing of its AUD transaction, BHP Billiton had not issued in Australia since 2001. But Graham Kerr, the group’s Melbourne-based CFO, now says: “Having taken such a long time to access the market, BHP Billiton has an expectation and a desire that it will, over time, be able to build a yield curve in Australia.” Indeed, the potential to be a repeat borrower appears to have been a key plank of BHP Billiton’s strategy when planning its AUD issuance return. “Investor diversification is a primary objective and is not an opportunistic strategy,” Kerr adds. “If the group can see that it can build, over time, a maturity curve in a market, it will access such markets at the opportune time.” The prospects of a BHP Billiton return have been We are less interested in what the CDS level does because we find CDS levels tend to have different pricing parameters than the physical market.” In fact, at least one investor compliments the issuer on not pushing harder on price. “There’s no question the deal was well received in the market: assisted by the performance of its five-year Australian dollar bonds since issue. Investor sources told KangaNews the deal – which priced at a margin of 90 basis points over midswaps – tightened by 9 basis points on the break. According to Yieldbroker ratesheets, the deal’s margin was 17 points tighter than its primary level by the close on October 15. minimum volume it wanted to be certain of achieving in advance of the new deal’s launch was A$500 million. Kerr also confirms information provided by BHP Billiton’s lead managers in terms of the range of factors the company expected to achieve in its Australian market return. As well as volume minimum, BHP Billiton wanted to be confident the Australian market could deliver intra-day execution, competitive pricing and support for a deal from the local investor base before pulling the trigger on a new issue. Another positive outcome for the global credibility of the Australian market is the fact that BHP Billiton appears The fact that demand for to see it as a genuine global the BHP Billiton bond line funding option. Some market continues to outstrip supply sources have speculated that is unsurprising, following the pricing of A$1 billion from a book the firm could be using at least a portion of its domestic which lead manager sources deal proceeds to fund local say reached A$1.8 billion. The operations in Australian dollars, issuer took a relatively more but Kerr reveals that, in fact, conservative approach on they will be swapped into USD. volume, as Kerr reveals the the borrower could have done more in terms of volume and probably brought the pricing in even more,” says Phillip Strano, portfolio manager and credit analyst at Victorian Funds Management Corporation in Melbourne. Follow-on performance was immediately visible, according to Kirkham. He says: “On the break we have already seen the “There’s no question the deal was well margin tighten by about received in the market: the borrower 9 basis points, so we are pleased. BHP Billiton has could have done more in terms of been well talked about volume and probably brought the over the years so it’s pricing in even more.” great to actually see the company here again.” p h i l l i p s t r a n o v ic t o r i a n fu n d s m a n a g e m e n t c o r p o r a t i o n 2 8 | k a n g a n e w s n o v e m b e r 2 0 1 2 “The margin was in line with how the issuer priced offshore...The success of the book suggests more than anything else that the Australian market can be open to quality issuers and be very receptive .” john sorrell tyndall investment management R oss says that although a benchmark deal of the scale completed by BHP Billiton is a new phenomenon in Australia, it should not necessarily be assumed that the market’s potential to offer major borrowers such execution is itself a new development. He tells KangaNews: “I think an issuer of BHP Billiton’s quality would have been able to achieve an outcome like this at times over the past couple of years, but right now the market is as robust as it has been since the financial crisis. That enabled us to launch the deal with a high degree of confidence and conviction.” Paul White, ANZ’s Sydney-based global head of debt syndicate, says the result of the BHP Billiton deal underlines the increasing relevance of the Australian dollar market as a genuinely reliable source of debt funding for corporate credits. “It sets a benchmark for corporate issuance in Australia, whether for multinational or domestic names,” White comments. “In a post-Basel III world domestic corporate issuance will increase, and the good news is that there is very strong global demand for good-quality corporate paper in Australia.” While a name like BHP Billiton clearly benefits from its position at the heart of the inner circle of global corporate names, White says Australia can offer debt funding opportunities to a wide range of borrowers. “The level of demand will of course depend on the name and sector but Australia is becoming increasingly attractive, as well as competitive with global markets as a funding alternative. Corporate issuers should definitely view this market as something to be considered when assessing funding opportunities,” he suggests. On the buy side, there is general agreement that BHP Billiton’s success builds on the positive signals given by BP Capital Markets’ debut Kangaroo issue in August. “It is very five-year primary aud deal pricing, 2012 Single-A bank Single-A corporate Triple-B corporate Double-A bank Triple-A covered bond BHP Billiton 350 m a rgi n (b p/swa p o r b bsw ) AUD m arket develo p ment 300 250 200 150 100 50 0 Jan 1 2012 Apr 4 2012 Jul 20 2012 Oct 28 2012 Source: KangaNews October 17 2012 positive to see a quality issuer coming back to the market,” Sorrell confirms. “I don’t want to draw the conclusion that this means [there will be] massive supply from other issuers, but the success of the book suggests more than anything else that the Australian market can be open to quality issuers and be very receptive.” While BHP Billiton’s leads are bullish on the implications of the transaction for the health of the Australian credit market, Ross emphasises the fact that further development remains a steady process. “This deal is certainly encouraging, but I wouldn’t go so far as to say there will be a deluge of offshore corporates coming to Australia in the near future,” he comments. “What is important is that the corporate market here has grown from full-year issuance of around A$6 billion in each of 2010 and 2011 to more like A$8 billion this year – with nearly a quarter still to go.” • “On the break we have already seen the margin tighten by about 9 basis points, so we are pleased. BHP Billiton has been well talked about over the years so it’s great to actually see the company down here again.” anthony kirkham western asset management 2 9