Waldo D. Jones Jr.

Debt Offerings and Other Financings (recent highlights):

• Debt offerings by major financial institutions, including:
  • ASB Bank, on the establishment of and subsequent offerings off its $10 billion senior medium term notes program
  • Commonwealth Bank of Australia, on the establishment of and offerings off its $50 billion medium term notes program, $30 billion covered bonds program, $25 billion Section 3(a)(2) program, $35 billion commercial paper program
  • Goldman Sachs Australia, on the establishment of and subsequent offerings off its A$10 billion medium term notes program
  • Macquarie Bank, on the updates of and offerings off its $20 billion Rule 144A/Reg. S medium term notes program
  • Macquarie Group, on the updates and offerings off its $10 billion medium term notes program
  • QBE Insurance Group Limited, on its $399.95 million (2016) Rule 144A/Reg. S offering of “Tier 2” subordinated notes
  • Suncorp –Metway, on the establishment of, subsequent updates of and offerings off its $15 billion senior medium-term notes program

• Major Australian enterprises and their underwriters on their Rule 144A/Reg. S offerings, including:
  • APA Group, on its $750 million debut (2012); $1.4 billion (2015) and $850 million (2017) offerings of senior guaranteed notes
  • The underwriters to Amcor on its $600 million debut (2016) and $500 million (2018) offerings of senior notes
  • The underwriters to Ausgrid Group on its $1 billion offering of senior guaranteed notes (2018)
  • Fortescue Metals Group, on its $750 million (2017) and $500 million (2018) offerings of senior unsecured notes
  • The underwriters to Goodman Group on its $600 million debut (2016), and $800 million, and €500 million (2017) offerings of guaranteed senior notes
  • Newcastle Coal Infrastructure Group, on its $500 million debut offering of senior secured notes (2017)
  • The underwriters to Sydney Airport Group on its $500 million (2015) and $900 million (2016) offerings of senior notes
  • Woodside Petroleum, on its $800 million offering of senior unsecured notes (2017)

IPOs, Equity Offerings and Other Financings (2012 to present):

• The underwriters on the IPO and listing on the Australian Securities Exchange of Viva Energy Group (pending)
• The underwriters on the A$919 million IPO and listing on the Australian Securities Exchange of Reliance Worldwide (2016)
• The underwriters on the A$833 million IPO and listing on the Australian Securities Exchange of MYOB (2015)
• The underwriters on the A$486 million IPO and listing on the Australian Securities Exchange of Regis Healthcare (2014)
• QBE Insurance Group Limited’s sole underwriter in its A$650 million private institutional offer of ordinary shares (2014)
• Challenger Limited’s sole underwriter on A$250 million private institutional share offer (2014)
• Mighty River Power on its $1.4 billion privatization by IPO by the New Zealand Government (2013)
• The underwriters on the A$582 million IPO and listing on the Australian Securities Exchange of Nine Entertainment Co. Holdings (2013)
• The underwriters on the A$581 million IPO and listing on the Australian Securities Exchange of Pact Group Holdings Pty Ltd (2013)
• Debt private placements pursuant 4(a)(2), including for:
  • Charter Hall Group and certain of its funds and subsidiaries (2013–2018)
  • Newcastle Coal Infrastructure Group (2011–2014)
• SCA Property Group on its A$472 million IPO an spin-off from Woolworths (2012)
• Numerous entitlements offerings and share placements by Australian issuers, including:
  • Cleanaway on its A$590.4 million rights offering (2018)
  • Nufarm on its A$446 million rights offering (2017)
  • JB HiFi on its A$394 million rights offering (2016)
  • Macquarie Group, on its A$400 million rights offering (2015)
  • Commonwealth Bank of Australia on its A$5.1 billion, rights offering of ordinary shares (2015)
  • Charter Hall Limited and Charter Hall Funds Management Limited, as responsible entity for Charter Hall Property Trust (A$225 million, 2015)
  • DEXUS Funds Management Limited (A$400 million, 2015)
  • Aristocrat Leisure Limited’s sole underwriter on A$375 million private institutional share offer (2014)
  • APA Group (A$1.8 billion, 2014)
  • Arrium (A$756 million, 2014)
  • Mesoblast Limited (A$50 million, 2013)

Debt Liability Management Matters (2012 to present):

• The dealer managers to Goodman Group on its $482 million exchange offering of guaranteed senior notes (2017)
• QBE Insurance Group on its exchange offer of subordinated notes (2016)
• CIMIC (formerly Leighton Holdings Limited), on its all cash tender offer for $500 million of notes (2015)
• Commonwealth Bank of Australia on its all cash tender offer for $2.73 billion of Commonwealth Government guaranteed notes (2014)
• The dealer managers in connection with the $1.68 billion all cash tender offer by Macquarie Bank for $2.73 billion of Commonwealth Government guaranteed notes (2013)

M&A and Other U.S. Legal Matters:

• A major Australian headquartered company on its proposed acquisition of a U.S.-incorporated, U.S.-based private company (2017)
• Asciano as to U.S. legal matters on its proposed acquisition by Brookfield (2016)
• Telstra as to U.S. legal matters on its acquisition of PacNet (2015)
• Lead managers in the offer and sale by the Spark Infrastructure Group of its ordinary stapled securities to partly fund its acquisition of a 14.1 percent interest in the DUET Group (2014)
• Goldman Sachs as financial adviser to MMG (Australia) in connection with the $5.85 billion acquisition of the Las Bambas copper project (Peru) by an MMG-led consortium consisting of 3 China state-owned companies, China Minmetals, Guoxin International Investment Corp and CITIC Metal Co, from Glencore Xstrata (Switzerland) (2014)
• AGL and Alinta as to U.S. legal matters on its merger via scheme of arrangement (2006)
• Rinker Group and CSR on Rinker’s demerger from CSR, including exchange and tender offers of debt securities and subsequent SEC registration of Rinker’s shares and listing of its ADRs on the NYSE (2003)
• Lenders and borrowers in negotiating and structuring of senior credit facilities
• AXA APH and AMP as to U.S. legal matters on the acquisition of AXA’s Asia-Pacific businesses (2011)
• Orica and Dulux as to U.S. legal matters on the demerger of Dulux from Orica (2010)
• Kirin Holdings in respect of U.S. financing matters on its A$3.31 billion acquisition of Lion Nathan (2009)
• ABC Learning Centres on its sale of an interest in its U.S. business to Morgan Stanley private equity (2008)
• Consortium arrangements related to Macquarie Infrastructure Partners’ acquisition of Duquesne Light (2007)
• Represented the sponsors on a project financing of the Oleoducto Central oil pipeline in Colombia, in in respect of several capital markets and bank financings (1995)
• Regularly advises international and Australian investment banks and their U.S. broker-dealer affiliates on their U.S. capital markets activities, including the requirements for public and private securities offerings and the distribution of research reports